ELTIF Snippet Series #11 Luxembourg Retail AIFs – Navigating The CSSF's Approval Process

Luxembourg-domiciled ELTIFs require prior approval by the CSSF. The complexity and timing of the approval process depend heavily on the Luxembourg fund regime it is paired with. Usually, ELTIFs are combined with either the RAIF or the Part 2 UCI regime, but each route has distinct implications for regulatory burden, investor targeting, and speed to market.

Pairing an ELTIF with a RAIF regime means that only the ELTIF label is subject to review, as RAIFs are not subject to CSSF approval. The process is handled via email and involves submitting the completed ELTIF questionnaire, which includes ELTIF product-related questions provided by the CSSF, along with supporting documents such as draft constitutive documents, the draft prospectus, the depositary agreement, and certain other items listed in the questionnaire, or on the CSSF's website. For ELTIFs that originate loans, are open-ended, or are marketed to retail investors, the documentation burden increases significantly to meet the enhanced disclosure requirements under the ELTIF framework. Still, the overall approval process remains relatively light-touch.

On the other hand, pairing an ELTIF with a Part 2 UCI regime means navigating a dual approval process. Both the Part 2 UCI and the ELTIF label are reviewed simultaneously via the CSSF's online platform (eDesk). This route is more document-heavy and requires detailed information on the fund's rationale, structure, costs, and service providers. Supporting documents include standard templates such as declarations of honour and questionnaires, as well as bespoke materials like a fund business plan, model portfolio, and key information document (if targeting retail investors). Once the first submission is made, the CSSF reviews the file and provides comments.

Regardless of the fund regime the ELTIF is paired with, the fund manager must also submit a Market Entry Form (MEF), which focuses on AML/CFT matters and includes information about the initiator, its beneficial owners and its shareholders. While the MEF is less document-intensive, it must be approved before the CSSF can finalise the product approval.

Once the examination concludes, the CSSF issues an end-of-examination notice. At this stage, final executed documents, such as constitutive documents and service provider agreements, may be requested. For Part 2 UCIs with an ELTIF label, the prospectus must also be uploaded for e-identification on eDesk. Upon receipt of all required documents, the fund is registered on the official list.

ELTIF label approval for RAIFs typically takes around two months, while the dual approval process for ELTIF-labelled Part 2 UCI funds can take three to six months. Strong preparation, high quality documentation, and prompt responses to CSSF queries are key to keeping both processes on track.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.