Fund services in Luxembourg

As an independent third party fund administrator, our specialist team in Luxembourg can provide flexible solutions for your fund administration needs - from fund formation and ongoing administration, to depositary and shareholder services. We offer a full range of globalisation services, all of which help you stay compliant.

We have a focus on alternative investment funds and, primarily, on private equity and real estate but we also have exposure to trade financing debt funds and fund of fund structures.

Recognised as a world leader in providing a complete and independent service to fund managers, we work with most of the world’s leading independent money managers and family offices as well as funds of funds, banks and institutional funds. We are regulated by the Luxembourg supervisory body CSSF and maintain a number of audited controls reports.

Our services

Our team can help with a wide range of services, as listed below.

  • Onboarding:
    • liaising with the promoters and all other parties and their professional advisors, collating the information necessary for inclusion in the offering documentation and the various agreements
    • commenting of the fund offering document.
  • Depositary services*   

*for minimum five-year closed-end funds investing in assets other than financial instruments

TMF Fund Services (Luxembourg) S.A. is approved to act as Depositary for alternative Investment Funds and is authorised to supervise the activities of fund managers in order to protect investors in the fund, under the law of 5 April 1993 on the financial sector ("LFS") Article 26-1, applicable to professional depositaries of assets other than financial instruments.

We are authorised to put into depositary the following assets:

  • Real estate – direct investments into properties, co-financing via loans (club deals), and infrastructure
  • Private equity – participations into SPV, direct participations in businesses, holdings or other structures holding real estate and debt (senior, junior, mezzanine)
  • Debt and lending structures
  • Fund of Funds
  • Commodities & trade financing
  • OTC financial instruments – OTC Financial instruments for hedging purposes (explicitly not for speculative purpose)
  • Other tangible or intangible assets – licenses.

Services include:

  • cash flow monitoring
  • due diligence of service provider and compliance monitoring
  • oversight function for transaction of assets and share capital
  • on-going verification of asset ownership.

  • Fund accounting:
    • processing of portfolio-related transactions
    • monitoring and processing capital subscriptions and redemptions
    • reconciling bank accounts
    • calculating official NAVs
    • full wire transfer responsibilities
    • facilitation of the annual audit
    • financial statement preparation – our reporting team has extensive expertise in the preparation of financial statements under International Financial Reporting Standards (IFRS) and local GAAP.
  • Registrar and transfer agency services:
    • receiving and recording the subscription, redemption, transfer, and switches of shares
    • maintaining a copy of the register
    • liaising with shareholders and prospective shareholders
    • arranging for redemption payments or dividend payments
    • collecting and collating the anti-money laundering and due diligence documentation of shareholders.
  • Regulatory reporting:
    • AIFM-specific reporting quarterly according to Art. 3(3)(d) & Art.24(1) of Directive 2011/61/EU if required
    • population of relevant sections of Annex IV of AIFMD
    • country or industry specific reporting upon discussion  (i.e. Solvency 2).
  • Corporate secretarial services:
    • assistance with the convening of board meetings including preparation of necessary documentation
    • preparation of ad hoc written resolutions
    • maintenance of the minute book of the fund (in conjunction with the registered office)
    • filing of the annual return and audited accounts, if applicable, with the relevant regulatory authorities (in conjunction with the registered office).
  • Domiciliation:
    • provision of registered office, also  used for the fund’s central administration
    • provision of dedicated office space
  • FATCA services:
    • account holder classification
    • account holder analysis
    • remediation
    • report filing
    • Reserved Alternative Investment Fund (RAIF)

In July 2016, the RAIF law has entered the Luxembourg legal and regulatory environment, with a short time-to-market and no requirement for Luxembourg regulatory approval. The Luxembourg funds industry can now offer, on short notice, a product that is not subject to supervision by the Commission de Surveillance du Secteur Financier (CSSF), with full fund flexibility.

This product is unprecedented in the market. RAIF law combines the advantage of the existing regulated fund regime with segregation of risk, and fast implementation. The RAIF law makes use of well-known criteria regarding eligible investors, pass porting and a tax regime from the existing SIF and SICAR regimes.

TMF Fund Services (Luxembourg) S.A. provides the full range of services required for an alternative investment asset manager to operate a RAIF; such as central administration, transfer agency and depositary services. Our senior business leaders have 15 years’ experience in the alternative investment industry, providing stability and sound market knowledge. We have strong experience with SICAR and SIF, making us the ideal partner to discuss your RAIF needs.

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