Люксембургский RAIF: ответы с источниками

открытый или закрытый

«Article 5. (1) The assets of a reserved alternative investment fund must be entrusted to a depositary for safekeeping, appointed in accordance with the provisions of Article 19 of the amended Law of 12 July 2013 on alternative investment fund managers. (2) The depositary must either have its registered office in Luxembourg or have a branch there if its registered office is in another Member State of the European Union. (3) Without prejudice to the requirement referred to in the second subparagraph of this paragraph, the depositary must be a credit institution or an investment firm within the meaning of the amended Law of 5 April 1993 on the financial sector. An investment firm shall only be eligible as a depositary to the extent that this investment firm also fulfils the conditions provided in Article 19, paragraph 3 of the amended Law of 12 July 2013 on alternative investment fund managers. …»

Источник: cssf.lu · копия источника от 2026-10-02

«the Record Date. Article 25. The subscribed capital of the SICAV, increased by share premiums or the value of the amount constituting partnership interests, may not be less than EUR 1,250,000. This minimum must be reached within a period of “twenty-four months” 10 following the incorporation of the SICAV. Article 26. (1) Subject to any contrary provisions of its articles of incorporation or partnership agreement, a SICAV may issue its securities or partnership interests at any time. (2) Securities or partnership interests shall be issued and, as the case may be, redeemed in accordance with the conditions and procedures set forth in the articles of incorporation or partnership agreement. 9 Law of 21 July 2023 10 Law of 21 July 2023 (3) The capital of a SICAV must be entirely subscribed, and at least 5 per cent of the subscription amount per share or unit must be paid up in cash or by means of a contribution other than cash. (4) Unless otherwise provided for in the articles of incorporation or partnership agreement, the valuation of the assets of the SICAV shall be based on the fair value. …»

Источник: cssf.lu · копия источника от 2026-10-02

€1 250 000 за 24 месяца

«ensured. Article 20. The net assets of a common fund may not be less than EUR 1,250,000. This minimum must be reached within a period of “twenty-four months” 8 following the entry into force of the management regulations of the common fund. Article 21. Neither the management company, nor the depositary, acting on behalf of the common fund may grant loans to unitholders of the common fund.»

Источник: cssf.lu · копия источника от 2026-10-02

«ited company" shall be completed by the words "investment company with variable capital-reserved alternative investment fund" or "SICAV-RAIF". Chapter 4 – Reserved alternative investment funds which do not have the legal form of a SICAV or common fund Article 31. Reserved alternative investment funds which have do not have the legal form of a SICAV or common fund are subject to this Chapter. Article 32. (1) The subscribed capital, increased by share premiums, or the value of the amount constituting partnership interests of reserved alternative investment funds falling within the scope of this Chapter, may not be less than EUR 1,250,000. This minimum must be reached within a period of "twenty-four months" 11 following their constitution. (2) If the capital or the value of the amount constituting partnership interests has fallen below two thirds of the legal minimum, as defined in paragraph 1, the directors or managers must submit the question of the dissolution of the reserved altern»

Источник: cssf.lu · копия источника от 2026-10-02

«"SICAV") shall be taken to mean those reserved alternative investment funds as defined in Article 1, paragraph 1: – which have adopted the form of a société anonyme (public limited company), a société en commandite par actions (partnership limited by shares), a société en commandite simple (limited partnership), a société en commandite spéciale (special limited partnership), a société à responsabilité limitée (private limited liability company) or a société coopérative organisée sous forme de société anonyme (cooperative company organised as a public limited company), and – the articles of incorporation or the partnership agreement of which provide that the amount of the capital shall at all times be equal to the net asset value of the company. Article 24. (1) SICAVs shall be subject to the general provisions applicable to commercial companies, insofar as this Law does not derogate therefrom. (2) When the articles of incorporation or the partnership agreement of a SICAV and any amendment thereto are recorded in a notarial deed, the latter is drawn up in French, German or English as the appearing parties may decide. By deroga»

Источник: cssf.lu · копия источника от 2026-10-02

«the Record Date. Article 25. The subscribed capital of the SICAV, increased by share premiums or the value of the amount constituting partnership interests, may not be less than EUR 1,250,000. This minimum must be reached within a period of “twenty-four months” 10 following the incorporation of the SICAV. Article 26. (1) Subject to any contrary provisions of its articles of incorporation or partnership agreement, a SICAV may issue its securities or partnership interests at any time. (2) Securities or partnership interests shall be issued and, as the case may be, redeemed in accordance with the conditions and procedures set forth in the articles of incorporation or partnership agreement. 9 Law of 21 July 2023 10 Law of 21 July 2023 (3) The capital of a SICAV must be entirely subscribed, and at least 5 per cent of the subscription amount per share or unit must be paid up in cash or by means of a contribution other than cash. (4) Unless otherwise provided for in the articles of incorporation or partnership agreement, the valuation of the assets of the SICAV shall be based on the fair value. …»

Источник: cssf.lu · копия источника от 2026-10-02

с чистыми активами не менее €1,25M в течение 24 месяцев

«ensured. Article 20. The net assets of a common fund may not be less than EUR 1,250,000. This minimum must be reached within a period of “twenty-four months” 8 following the entry into force of the management regulations of the common fund. Article 21. Neither the management company, nor the depositary, acting on behalf of the common fund may grant loans to unitholders of the common fund.»

Источник: cssf.lu · копия источника от 2026-10-02

«ited company" shall be completed by the words "investment company with variable capital-reserved alternative investment fund" or "SICAV-RAIF". Chapter 4 – Reserved alternative investment funds which do not have the legal form of a SICAV or common fund Article 31. Reserved alternative investment funds which have do not have the legal form of a SICAV or common fund are subject to this Chapter. Article 32. (1) The subscribed capital, increased by share premiums, or the value of the amount constituting partnership interests of reserved alternative investment funds falling within the scope of this Chapter, may not be less than EUR 1,250,000. This minimum must be reached within a period of "twenty-four months" 11 following their constitution. (2) If the capital or the value of the amount constituting partnership interests has fallen below two thirds of the legal minimum, as defined in paragraph 1, the directors or managers must submit the question of the dissolution of the reserved altern»

Источник: cssf.lu · копия источника от 2026-10-02

«"SICAV") shall be taken to mean those reserved alternative investment funds as defined in Article 1, paragraph 1: – which have adopted the form of a société anonyme (public limited company), a société en commandite par actions (partnership limited by shares), a société en commandite simple (limited partnership), a société en commandite spéciale (special limited partnership), a société à responsabilité limitée (private limited liability company) or a société coopérative organisée sous forme de société anonyme (cooperative company organised as a public limited company), and – the articles of incorporation or the partnership agreement of which provide that the amount of the capital shall at all times be equal to the net asset value of the company. Article 24. (1) SICAVs shall be subject to the general provisions applicable to commercial companies, insofar as this Law does not derogate therefrom. (2) When the articles of incorporation or the partnership agreement of a SICAV and any amendment thereto are recorded in a notarial deed, the latter is drawn up in French, German or English as the appearing parties may decide. By deroga»

Источник: cssf.lu · копия источника от 2026-10-02

«the Record Date. Article 25. The subscribed capital of the SICAV, increased by share premiums or the value of the amount constituting partnership interests, may not be less than EUR 1,250,000. This minimum must be reached within a period of “twenty-four months” 10 following the incorporation of the SICAV. Article 26. (1) Subject to any contrary provisions of its articles of incorporation or partnership agreement, a SICAV may issue its securities or partnership interests at any time. (2) Securities or partnership interests shall be issued and, as the case may be, redeemed in accordance with the conditions and procedures set forth in the articles of incorporation or partnership agreement. 9 Law of 21 July 2023 10 Law of 21 July 2023 (3) The capital of a SICAV must be entirely subscribed, and at least 5 per cent of the subscription amount per share or unit must be paid up in cash or by means of a contribution other than cash. (4) Unless otherwise provided for in the articles of incorporation or partnership agreement, the valuation of the assets of the SICAV shall be based on the fair value. …»

Источник: cssf.lu · копия источника от 2026-10-02

RAIF (закон от 23 июля 2016 года)

«This consolidated text was drawn up by the CSSF for information purposes only. In case of discrepancies between the French and the English consolidated texts, the texts published in the Journal officiel du Grand- Duché de Luxembourg are the sole authoritative and universally valid versions. Law of 23 July 2016 on reserved alternative investment funds Law of 23 July 2016 on reserved alternative investment funds and amending 1. the Law of 16 October 1934 on wealth tax, as amended; 2. the Law of 1 December 1936 on commercial tax, as amended; 3. the Law of 4 December 1967 on income tax, as amended; 4. the Law of 5 April 1993 on the financial sector, as amended; 5. the Law of 13 February 2007 relating to specialised investment funds, as amended; 6. the Law of 17 December 2010 relating to undertakings for collective investment, as amended. (Mém. A – No 140 of 28 July 2016) as amended by: - the Law of 16 July 2019 1. implementing Regulation (EU) No 345/2013 of the European Parliament and of the Council of 17 April 2013 on European venture capital funds; 2. …»

Источник: cssf.lu · копия источника от 2026-10-02

закон от 23 июля 2016 года

«This consolidated text was drawn up by the CSSF for information purposes only. In case of discrepancies between the French and the English consolidated texts, the texts published in the Journal officiel du Grand- Duché de Luxembourg are the sole authoritative and universally valid versions. Law of 23 July 2016 on reserved alternative investment funds Law of 23 July 2016 on reserved alternative investment funds and amending 1. the Law of 16 October 1934 on wealth tax, as amended; 2. the Law of 1 December 1936 on commercial tax, as amended; 3. the Law of 4 December 1967 on income tax, as amended; 4. the Law of 5 April 1993 on the financial sector, as amended; 5. the Law of 13 February 2007 relating to specialised investment funds, as amended; 6. the Law of 17 December 2010 relating to undertakings for collective investment, as amended. (Mém. A – No 140 of 28 July 2016) as amended by: - the Law of 16 July 2019 1. implementing Regulation (EU) No 345/2013 of the European Parliament and of the Council of 17 April 2013 on European venture capital funds; 2. …»

Источник: cssf.lu · копия источника от 2026-10-02

SIF и обычный RAIF платят taxe d'abonnement 0,01% от чистых активов (расчёт и уплата поквартально) и освобождены от корпоративного, муниципального налога и налога на капитал

«The subscription tax ( taxe d'abonnement ) is a registration tax levied on negotiable securities issued by: Undertakings for Collective Investment (UCI); Specialised Investment Funds (SIF); Reserved Alternative Investment Funds (RAIF); Family Wealth Management Companies ( sociétés de gestion de patrimoine familial - SPF). The tax must be declared and paid every quarter . Who is concerned The subscription tax must be declared and paid by: Undertakings for Collective Investment (UCI); Specialised Investment Funds (SIF); Reserved Alternative Investment Funds (RAIF); Family Wealth Management Companies (SPF) that are: designed to operate as investment companies; and intended solely for natural persons as a vehicle for managing their personal assets. Deadlines The subscription tax must be declared and paid, after the end of each quarter , within the first 20 days of the following quarter , namely: by 20 April at the latest for the 1 st quarter; by 20 July at the latest for the 2 nd quarter; by 20 October at the latest for the 3 rd quarter; by 20 January at the latest for the 4 th quarter. …»

Источник: guichet.public.lu · копия источника от 2026-10-02

«Article 45. (1) Without prejudice to the levy of registration and transcription taxes and the application of national law regarding value added tax and subject to the requirements of Article 48 of this Law, no other tax shall be payable by reserved alternative investment funds apart from the subscription tax referred to in Article 46. (2) The amounts distributed by reserved alternative investment funds shall not be subject to a withholding tax. They are not taxable if received by non-residents. Article 46. (1) The rate of the annual subscription tax payable by the reserved alternative investment funds shall be 0.01 per cent. (2) Exempt from the subscription tax are: a) the value of the assets represented by units held in other undertakings for collective investment, provided that such units have already been subject to the subscription tax provided for by this Article or by Article 174 of the amended Law of 17 December 2010 on undertakings for collective investment or by Article 68 of the amended Law of 13 February 2007 on specialised investment funds. …»

Источник: cssf.lu · копия источника от 2026-10-02

«Article 66. (1) Apart from the capital duty levied on the contribution of capital to civil and commercial companies and the subscription tax mentioned in Article 68 below, no other tax shall be payable by the specialised investment funds referred to in this Law. (2) Without prejudice to the provisions of the Law of 21 June 2005 implementing in Luxembourg law Directive 2003/48/EC on taxation of saving incomes in the form of interest payments, the amounts distributed by such specialised investment funds shall not be subject to a deduction at source. They are not taxable if received by non residents. Article 67. “(…)” 102 Article 68. (1) The rate of the annual subscription tax payable by the specialised investment funds referred to in this Law shall be of 0.01%. …»

Источник: cssf.lu · копия источника от 2026-10-02

WHT на распределения нет

«Article 45. (1) Without prejudice to the levy of registration and transcription taxes and the application of national law regarding value added tax and subject to the requirements of Article 48 of this Law, no other tax shall be payable by reserved alternative investment funds apart from the subscription tax referred to in Article 46. (2) The amounts distributed by reserved alternative investment funds shall not be subject to a withholding tax. They are not taxable if received by non-residents. Article 46. (1) The rate of the annual subscription tax payable by the reserved alternative investment funds shall be 0.01 per cent. (2) Exempt from the subscription tax are: a) the value of the assets represented by units held in other undertakings for collective investment, provided that such units have already been subject to the subscription tax provided for by this Article or by Article 174 of the amended Law of 17 December 2010 on undertakings for collective investment or by Article 68 of the amended Law of 13 February 2007 on specialised investment funds. …»

Источник: cssf.lu · копия источника от 2026-10-02

Распределения не облагаются withholding tax

«Article 45. (1) Without prejudice to the levy of registration and transcription taxes and the application of national law regarding value added tax and subject to the requirements of Article 48 of this Law, no other tax shall be payable by reserved alternative investment funds apart from the subscription tax referred to in Article 46. (2) The amounts distributed by reserved alternative investment funds shall not be subject to a withholding tax. They are not taxable if received by non-residents. Article 46. (1) The rate of the annual subscription tax payable by the reserved alternative investment funds shall be 0.01 per cent. (2) Exempt from the subscription tax are: a) the value of the assets represented by units held in other undertakings for collective investment, provided that such units have already been subject to the subscription tax provided for by this Article or by Article 174 of the amended Law of 17 December 2010 on undertakings for collective investment or by Article 68 of the amended Law of 13 February 2007 on specialised investment funds. …»

Источник: cssf.lu · копия источника от 2026-10-02