GOVERNANCE, 06Aut. 10077274 · 142 Boulevard de la Pétrusse, Luxembourg

SOPARFI director in Luxembourg, holding substance and governance.

A SOPARFI director takes the holding's decisions in Luxembourg and documents governance: it is one of the decisive elements to defend substance and preserve the participation exemption. FSL provides directors and operational governance; the approval of fund officers is the CSSF's remit (fit & proper) and legal opinions are coordinated with our partner lawyers.

Get a quote in 3 minBook a consultation
In short

A SOPARFI director is a resident, qualified director of a financial participation company who exercises a genuine mandate: holding, agreement, distribution and oversight decisions, taken and documented in Luxembourg. Their presence is central to the holding's ATAD substance.

Reviewed by Mickaël LOCManaging Director · Licensed fiduciary 10077274 · Updated 2026ProfileLinkedIn
Legal basis

Mandate governed by the amended law of 10 August 1915; substance expected under the ATAD directives (laws of 21 December 2018 and 20 December 2019). The participation exemption (art. 166 LIR) presupposes effective management in Luxembourg.

Key takeaway

  • A SOPARFI director must exercise a genuine, not nominal, mandate.
  • The holding's decisions must be taken in Luxembourg.
  • Documented governance secures the participation exemption.

Who this is for

  • SOPARFIs and holdings claiming the participation exemption
  • Groups structuring the ownership of European subsidiaries
  • Private equity and real estate investors
  • Family offices consolidating a corporate estate

What we do

  • Director mandate with genuine powers
  • Boards held and documented in Luxembourg (mind & management)
  • Holding, financing and distribution decisions
  • Articulation with accounting, tax and domiciliation
  • Audit-ready substance file

A free first call within 24 hours, with a dedicated contact. NDA from first contact.

Check my eligibility

Ready to structure your soparfi director?

Free first call within 24 hours. Dedicated adviser, NDA from first contact.

Book a consultation

Preparation checklist

Get the list of documents and steps to start without friction.

Download the checklist
FAQ

Frequently asked questions

Why does a SOPARFI need a local director?
Because ATAD substance and the participation exemption presuppose effective management in Luxembourg: a competent director deciding locally significantly strengthens the file.
Is a single director enough?
It depends on the form and risk profile. We calibrate the board composition and substance level with you.
How does this differ from a generic independent director?
It is the same function applied specifically to a participation holding: ownership, distribution and participation-exemption issues specific to the SOPARFI.
Do you also handle the SOPARFI's accounting?
Yes. We combine directorship, Lux GAAP accounting, tax filings and domiciliation for coherent substance.
Request a quote

Request a quote

Reply within 24 business hours. NDA from first contact.

Step 1 of 3Your need

Which service, structure and timeline?

Urgency