The CSSF published on 17 April 2025 a 4th version of the FAQ in order to add a question 6.1. The question raised relates to the notion of “central administration” within the meaning of the 2010 Law, the 2007 Law and the 2004 Law and whether it is identical to the notion of “UCI administration” within the meaning of the CSSF Circular 22/811 on authorisation and organisation of entities acting as UCI administrator (“UCIA Circular”).
The answer is no. According to Article 88 of the 2010 Law (relating to undertakings for collective investment), Article 3 of the 2007 Law (relating to specialised investment funds (“SIF”) and Article 1(3) of the 2004 Law (relating to the investment company in risk capital “SICAR”), the central administration of Part II UCIs, SIFs or SICARs must be situated in Luxembourg. The notion of “central administration” within the meaning of the 2010 Law, the 2007 Law and the 2004 Law should be interpreted by reference to the notion of “central administration” as referred to in the Law of 10 August 1915 on commercial companies (meaning the “decision-making centre” and an “administrative centre”) and is therefore broader than the notion of “UCI administration” within the meaning of the UCIA Circular.
The notion of UCI administration activity as used in the UCIA Circular 22/811 encompasses the performance of registrar, NAV calculation and accounting and client communication functions.
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