RAIF in Luxembourg, eligibility, timeline and tax.
A RAIF is a Luxembourg alternative investment fund that receives no product authorisation from the CSSF, provided it is managed by a fully authorised external AIFM. The minimum ticket is EUR 100,000 per well-informed investor since the law of 21 July 2023, and launch takes 6 to 10 weeks. Financial Services Luxembourg works on the holding structure, substance and the accounting of the SPVs and the intermediate SOPARFI. Financial Services Luxembourg works on accounting, substance and reporting; CSSF authorisation and reserved acts are coordinated with our network of partner lawyers and notaries.
The RAIF (Reserved Alternative Investment Fund) is a Luxembourg alternative investment fund reserved for well-informed investors, not subject to direct CSSF authorisation but mandatorily managed by an authorised AIFM (law of 23 July 2016).
Law of 23 July 2016 on reserved alternative investment funds, articles 4, 5, 20, 34, 39, 43 and 46; management by an AIFM authorised under the law of 12 July 2013. EUR 100,000 ticket and EUR 1,250,000 minimum net assets within 24 months since the law of 21 July 2023. Subscription tax of 0.01% (specific regime under the article 48 risk-capital option).
Key takeaway
- Minimum ticket of EUR 100,000 per well-informed investor since the law of 21 July 2023, against EUR 125,000 before.
- EUR 1,250,000 net assets to be reached within 24 months of incorporation, not 12 months.
- No product authorisation from the CSSF, but a mandatory authorised external AIFM: launch in 6 to 10 weeks.
- Often set up as an SCSp with an intermediate SOPARFI (art. 166 LIR).
- Since the end of August 2026, subscription tax is filed on MyGuichet.lu in the new format, compartment by compartment.
Mandatory service providers of a RAIF
| Service provider | Mandatory | Legal basis | Who performs it |
|---|---|---|---|
| Authorised external AIFM | Yes | Law of 23 July 2016, art. 4 | Authorised management company |
| Luxembourg depositary | Yes | Law of 23 July 2016, art. 5 | Credit institution or investment firm |
| Approved statutory auditor | Yes | Law of 23 July 2016, art. 43 | Approved audit firm |
| Central administration | Yes | CSSF circular 22/811, as amended by 25/900 | Entity authorised by the CSSF |
| CSSF product authorisation | No | Law of 23 July 2016, art. 39 | Not applicable |
| Entry on the RAIF list | Yes | Law of 23 July 2016, art. 34 | Trade and companies register |
| Accounting for the SPVs and the SOPARFI | Depending on the structure | Ordinary accounting obligations | Licensed accountant |
Sources: official texts cited on this page. Summary: Financial Services Luxembourg, licensed accountant.
Who this is for
- PE, VC, private debt and real estate managers
- Sponsors seeking a short launch timeline
- Family offices and well-informed investors
What we do
- Vehicle scoping (SCSp, SCA, SICAV…) and two-tier structure with a SOPARFI
- Accounting for the SPVs and the intermediate SOPARFI, management reporting
- Preparation of the accounting inputs handed to the central administration and the manager
- Substance, domiciliation and governance
- Coordination with the AIFM, depositary, approved statutory auditor, lawyer and notary
Estimated timelines
Pricing indication
Indicative ranges, excluding 17 % Luxembourg VAT, disbursements and filing fees. Firm quote after scoping.
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Preparation checklist
Get the list of documents and steps to start without friction.
The process, step by step
Structuring
Form and regime choice, holding structure, AIFM and depositary appointment.
Incorporation
Notarial deed within five business days, entry on the RAIF list kept by the RCS within twenty business days, RESA publication.
Launch
First capital calls, first valuation struck by the manager, investor reporting.
Ongoing operation
Accounting for the holding vehicles, subscription tax filing, audited annual accounts.
Official sources and verification
This page is written and reviewed by Mickaël LOC, licensed accountant in Luxembourg (business permit 10077274). The rules cited can be checked with the competent authorities.
Frequently asked questions
Which legal form?
Often an SCSp (transparent, favoured in PE/VC), but also SCA, Sàrl or SICAV. The choice depends on strategy and investors.
What taxation?
A RAIF is in principle subject to a 0.01% subscription tax. A RAIF investing in risk capital may elect a specific regime. Intermediate SOPARFIs benefit from the participation exemption (art. 166 LIR).
Is a depositary required?
Yes, unconditionally. A RAIF entrusts its assets to a depositary established in Luxembourg under article 5 of the law of 23 July 2016. An approved statutory auditor is also mandatory under article 43. We coordinate the operational and accounting interface with them.
Who keeps the list of RAIFs?
The trade and companies register, not the CSSF, under article 34 of the law of 23 July 2016. The list is public. Entry takes place within twenty business days of the deed recording the creation of the fund.
What risk-spreading rules apply?
A RAIF applies risk spreading unless it elects the article 48 risk-capital regime. The usual limit is 50% of assets per issuer, by reference to the doctrine applicable to funds reserved for well-informed investors. The 30% rule was repealed by CSSF circular 25/901 of 19 December 2025.
What does the law of 3 March 2026 change for a RAIF?
It transposes Directive (EU) 2024/927 and has applied since 16 April 2026. Its effects sit at manager level: at least two liquidity management tools for open-ended funds, and a dedicated regime for loan-originating funds. Enhanced reporting applies from 16 April 2027.
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