Setting up an investment fund in Luxembourg
Structuring a fund and organising accounting for eligible entities: RAIF, SIF, SICAR, SCSp and specialist providers.
Setting up an investment fund in Luxembourg requires choosing the regime (RAIF, SIF or SICAR), any applicable legal form (such as an SCSp), the manager and required providers. Timing and costs depend on the structure. Financial Services Luxembourg, a licensed accountant under business permit 10077274, supports accounting for eligible companies and vehicles after a professional-scope review, and coordinates authorised providers where required.
Securitisation operates under a regime distinct from investment funds: review securitisation and its accounting implications.
How do you set up an investment fund in Luxembourg?
Setting up an investment fund in Luxembourg takes six steps, from choosing the vehicle to the first closing, in four to ten weeks for an SCSp or a RAIF.
- Define the strategy, the asset class and the investor profile.
- Choose the vehicle: SCSp, RAIF, SIF or SICAR.
- Appoint the manager: an authorised AIFM, or a registered manager below the thresholds.
- Select the service providers the chosen regime requires.
- Draft the articles or partnership agreement and the issuing document.
- Incorporate the vehicle, register it with the RCS and open the books.
How much does it cost to set up a fund in Luxembourg?
The cost of setting up a Luxembourg investment fund depends on its legal regime, required providers and bundled services. The table shows illustrative fee components that cannot automatically be added together. A detailed quotation is necessary to establish a budget.
| Cost item | Set-up | Per year |
|---|---|---|
| Structuring and legal advice | EUR 30,000 to 80,000 | Per transaction |
| Documentation, articles and issuing document | EUR 15,000 to 40,000 | Updates |
| Incorporation and notary | EUR 5,000 to 15,000 | Amending deeds |
| Authorised external AIFM | Onboarding | 0.05 to 0.15% of assets, plus EUR 20,000 to 50,000 |
| Depositary | Account opening | 0.02 to 0.15%, floor EUR 15,000 to 30,000 |
| Central administration and registrar | Onboarding | EUR 25,000 to 100,000 |
| Approved statutory auditor | Not applicable | EUR 15,000 to 50,000 |
| Subscription tax | Not applicable | 0.01% of net assets, none for the SICAR |
What is the minimum capital for a Luxembourg fund?
The minimum capital of a Luxembourg fund is EUR 1,250,000 of net assets for a RAIF or a SIF, and EUR 1,000,000 for a SICAR, to be reached within 24 months since the law of 21 July 2023.
| Vehicle | Minimum net assets | Period | Legal basis |
|---|---|---|---|
| RAIF | EUR 1,250,000 | 24 months | Law of 23 July 2016, art. 20 |
| SIF | EUR 1,250,000 | 24 months | Law of 13 February 2007, art. 21 |
| SICAR | EUR 1,000,000 | 24 months | Law of 15 June 2004, art. 4(1) |
| Unregulated SCSp | None | Not applicable | Law of 10 August 1915, art. 320-1 |
How long does it take to set up a fund in Luxembourg?
Launching a fund in Luxembourg takes six to ten weeks for a RAIF, including three to six weeks of documentation. A SIF or a SICAR add the CSSF review period.
| Stage | Duration | What extends it |
|---|---|---|
| Structuring and documentation | 3 to 6 weeks | Compartments, share classes |
| Incorporation and launch, total | 6 to 10 weeks | Contracting the AIFM and the depositary |
| SIF and SICAR | After CSSF authorisation | File completeness, approval of the directors |
Can you set up your own fund without being an authorised manager?
A sponsor may establish a Luxembourg investment vehicle without holding an AIFM authorisation personally. Whether the vehicle qualifies as an AIF, the AIFMD thresholds and any exemptions determine its manager’s status. A RAIF requires an authorised AIFM; the SCSp legal form alone does not constitute an AIF.
What this hub covers
Five reference pages detail each route: the RAIF to launch quickly under an authorised AIFM, the SCSp as the cross-cutting legal form, fund structuring to arbitrate between regimes, the securitisation vehicle outside any product law, and then, once the vehicle is incorporated, fund accounting, which keeps the books and prepares the valuation inputs.
Choosing between a RAIF, a SIF, a SICAR and an SCSp turns on speed to launch, the supervision investors expect and the nature of the assets. The line-by-line comparison of the four vehicles is set out on the page RAIF, SIF or SICAR: which vehicle to choose.
A RAIF requires an authorised AIFM. For other AIFs, the AIFMD thresholds include EUR 100 million of assets with leverage, or EUR 500 million without leverage and without redemption rights exercisable for five years, subject to conditions. Manager status and registration require a case-specific review: see AIFM and ManCo services, including for private equity firms.
Required providers depend on the fund regime, AIF status and manager classification. A RAIF requires an authorised AIFM; the SIF and SICAR requirements for managers, depositaries and statutory auditors must be assessed for each vehicle. See investment fund services.
What the firm does, what it coordinates
For an SCSp or SPV, Financial Services Luxembourg may provide accounting services only after assessing the vehicle's classification, the accountant's statutory thresholds and any UCI administration requirements. Unregulated status or a below-threshold AIFM does not, by itself, make every function available to an ordinary licensed accountant.
For a RAIF, SIF or SICAR, Financial Services Luxembourg assesses accounting needs of eligible GP companies, sponsors and SPVs. Regulated UCI administration functions, including official NAV calculation and the fund registrar function, remain with appropriately authorised entities. The firm may coordinate with the AIFM, depositary, auditor and legal advisers. If selected, domiciliation is supplied by the authorised law-firm partner Cerno Law Firm.
Who tracks capital calls, investors and NAV responsibilities?
In an SCSp, the GP organises decisions and cash movements under the LPA; commitments, capital calls, receipts, unpaid calls and distributions should be reconciled for each investor. For a vehicle subject to the UCI administration framework, registrar functions and official NAV production belong to the appointed legally eligible parties in line with the fund documents and their mandates.
Financial Services Luxembourg may keep the accounts of qualifying GP companies, holdings and SPVs after checking the statutory professional thresholds and the scope of work. UCI fund accounting must not be confused with ordinary licensed-accountant services. Responsibilities should be confirmed before any engagement letter is signed.
How should you budget for running a Luxembourg investment fund?
A fund budget separates initial establishment costs from recurring charges for the AIFM, depositary, UCI administrator, statutory auditor, legal and tax advisers, and the GP or SPV accounts. Determine which fees are fixed, asset-based, per compartment or per investor, and avoid adding charges already bundled into another provider's fee.
Before requesting quotations, document the number of entities, compartments and investors, asset classes, annual transactions, NAV cycles and appointed providers. Fees for permitted accounting services by Financial Services Luxembourg are distinct from those invoiced by regulated service providers.
Services in this hub
Fund structuring
RAIF, SIF, SICAR, SCSp, AIFM
Fund services
Accounting, NAV, substance, reporting
Unregulated fund admin
SCSp, below-threshold AIF
Fund accounting
Bookkeeping, investor reporting
NAV inputs
Valuation inputs, periodic reporting
AIFM / ManCo support
Accounting, regulatory reporting
RAIF
Reserved Alternative Investment Fund
SIF Luxembourg
Specialised Investment Fund
SICAR Luxembourg
Risk-capital investment company
SCSp
Special limited partnership, carried interest
Private Equity structuring
SOPARFI, SCSp, LP reporting
Securitisation
Securitisation vehicle, compartments
RAIF vs SIF vs SICAR
Fund vehicles compared
Investment funds and private equity glossary
Practical definitions of regimes, legal forms, parties and operations. Each concept links to its reference page and the relevant responsibilities.
Official references: CSSF : UCI administration · Guichet.lu : licensed accountant · Guichet.lu : SCSp
- SIF Luxembourg
- SICAR Luxembourg
- RAIF
- Unregulated fund admin
- Securitisation
- SCSp
- AIF (alternative investment fund)
- AIFM (alternative investment fund manager)
- GP (general partner)
- LP (limited partner)
- LPA (Limited Partnership Agreement)
- Capital commitment
- Capital call (drawdown notice)
- Capital account
- Distribution waterfall
- Carried interest
- NAV (net asset value)
- SPV (Special Purpose Vehicle)
A project around “investment funds”?
First reply within 24 working hours, from a named adviser. Firm quote within 48 working hours once the scope is defined. NDA on request before any confidential document.
Frequently asked questions
What subscription tax does a Luxembourg fund pay?
A RAIF and a SIF pay an annual subscription tax of 0.01% of net assets, declared and paid quarterly to the Administration de l'enregistrement, des domaines et de la TVA. The SICAR and a RAIF that opted for the risk-capital regime are exempt.
What is the minimum ticket to invest in a reserved fund?
A well-informed investor subscribes at least EUR 100,000 in a RAIF, a SIF or a SICAR, a threshold lowered from EUR 125,000 by the law of 21 July 2023. Professional investors within the meaning of MiFID, and investors assessed by a credit institution or a manager, have no minimum.
Does a Luxembourg fund pay corporate income tax?
A RAIF and a SIF are exempt from corporate income tax, municipal business tax and net wealth tax. A SICAR set up as a company is subject to tax but exempt on income from transferable securities. An SCSp is tax transparent: its partners are taxed under their own regime.
What is the NAV and who strikes it?
The net asset value is the value of one unit of the fund, equal to net assets divided by the number of units, calculated at each subscription or redemption date. For relevant funds, the appointed authorised entity performs the NAV calculation function in accordance with the fund documents and applicable mandates; an ordinary accountant supplies only agreed inputs within its permitted scope.
What does CSSF Circular 25/901 change for diversification?
CSSF Circular 25/901 of 19 December 2025 addresses risk spreading for SIFs and Part II UCIs according to their investor base. Reference limits of 25% or 50% per exposure, specific infrastructure rules and available derogations are subject to conditions. SICARs are notably assessed under the risk-capital framework, while RAIFs are not directly subject to this circular.