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SICAR in Luxembourg, risk-capital investment company.

A SICAR is a Luxembourg risk-capital investment company, authorised by the CSSF, dedicated to private equity and venture capital, reserved for well-informed investors and with no diversification constraint. FSL handles accounting, substance and reporting. FSL handles structuring, substance, accounting and reporting; CSSF authorisation and reserved acts are coordinated with our network of partner lawyers and notaries.

In short

The SICAR (risk-capital investment company, law of 15 June 2004) is a Luxembourg vehicle regulated by the CSSF, designed to invest in risk capital (PE/VC), reserved for well-informed investors and benefiting from a specific tax regime.

Legal basis

Law of 15 June 2004 on the risk-capital investment company; CSSF authorisation and supervision. Taxable as a capital company but income from securities exempt; not subject to subscription tax.

Key takeaway

  • The SICAR is dedicated to risk capital, with no diversification constraint.
  • Specific tax regime: not subject to subscription tax, income from securities exempt.
  • FSL operates the SICAR; CSSF authorisation is coordinated with the lawyer.

SICAR vs RAIF vs SIF

CriterionSICARRAIFSIF
CSSF authorisationYesNo (authorised AIFM)Yes
StrategyRisk capital (PE/VC)All assetsAll, diversified
DiversificationNot requiredYes (except option)Yes
Subscription taxNo0.01%0.01%

Who this is for

  • Private equity and venture capital managers
  • Well-informed investors targeting risk capital
  • Sponsors seeking a regulated vehicle without a diversification requirement

What we do

  • SICAR scoping and two-tier structure with a SOPARFI
  • Accounting, valuation and investor reporting
  • Substance, governance and CSSF / depositary coordination
  • Carried interest and distributions tracking

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FAQ

Frequently asked questions

What is a SICAR?
The SICAR (risk-capital investment company, law of 15 June 2004) is a CSSF-regulated vehicle dedicated to private equity and venture capital, reserved for well-informed investors.
Difference with a RAIF or SIF?
The SICAR is dedicated to risk capital, with no diversification requirement, and is not subject to subscription tax. The RAIF is more flexible and fast (authorised AIFM, no direct authorisation); the SIF is diversified and CSSF-authorised.
What taxation for a SICAR?
The SICAR is taxable as a capital company, but income and gains on securities are exempt; it is not subject to the subscription tax.
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