Amendment to a registered AIFM

The necessary information for registration purposes must be kept up to date. Therefore, any change in the information provided in the initial application for registration must be communicated to the CSSF without delay and exclusively via email to aifm_registration@cssf.lu

Examples of changes (non-exhaustive list):

• change of the name of the AIFM;
• change of the address of the registered office of the AIFM;
• change in the governance of the AIFM (directors, conducting officers, others);
• change in the shareholding/shareholders of the AIFM;
• change of the name of an AIF managed by the AIFM;
• change of the address of the registered office of an AIF managed by the AIFM;
• liquidation of the AIFM.

In addition, pursuant to Article 5 of Delegated Regulation (EU) No 231/2013, the updated Registration Form must be transmitted at least once per year to the CSSF.

The management of an additional AIF (i.e. which was not communicated to the CSSF at the time of the initial application for registration) must be communicated to the CSSF in accordance with Circular CSSF 15/612 using the appropriate form, which can be downloaded from the section “Forms”.

Furthermore, when starting to manage an additional AIF, the AIFM must spontaneously provide an updated version of the “Registration form”.

The management of an additional AIF must be communicated to the CSSF through the applicable eDesk procedure within ten working days following the beginning of the management of this additional AIF.

Where the conditions set out in  Article 3(2) of the Law of 12 July 2013 on alternative investment fund managers (“AIFM Law”) are no longer fulfilled, the relevant AIFM must apply, within 30 calendar days, for an approval in accordance with the procedures set out in the AIFM Law.

Thus, according to Article 4(2) of Delegated Regulation (EU) No 231/2013, when:

• the total value of assets under management exceeds the relevant threshold set out in Article 3(2) of the AIFM Law and
• the AIFM considers that the situation is not of a temporary nature,

it shall notify the CSSF without delay of such excess by indicating that the situation is considered not to be of a temporary nature.

The AIFM shall seek, within thirty calendar days, a request for authorisation in accordance with the procedures provided by the 2013 Law.

A situation is not considered to be of a temporary nature if it is likely to last more than three months.

An AIFM, which is registered in accordance with the conditions of point (b) of Article 3(2) of the AIFM Law, shall notify the CSSF without delay when:

• an AIF that it manages uses/intends to use leverage or
• an AIF that it manages gives/intends to give the right to reimbursement during a period of five years from the date of the initial investment.

Every notification must be sent by email exclusively to the address aifm_registration@cssf.lu

In accordance with Article 4(3) to 4(5) of Delegated Regulation (EU) No 231/2013, when:

• the total value of the assets under management exceeds the relevant threshold set out in Article 3(2) of the AIFM Law and
• the relevant AIFM considers that the situation is of a temporary nature

the AIFM shall notify the CSSF without delay of such excess by indicating that the situation is considered to be of a temporary nature. The notification shall include supporting information to justify the AIFM’s assessment of the temporary nature of the situation, including a description of the situation and an explanation of the reasons for considering it temporary.

A situation shall not be considered of a temporary nature if it is likely to last for more than three months.

Three months after the date on which the total value of the assets under management exceeds the relevant threshold, the AIFM shall recalculate the total value of the assets under management in order to:

• demonstrate that it is below the relevant threshold or
• to demonstrate to the CSSF that the situation which resulted in the threshold being exceeded has been resolved and that an application for authorisation of the AIFM is not required in accordance with the procedures laid down in the AIFM Law.

Any notification must be sent by email exclusively to the following address: aifm_registration@cssf.lu

The termination of the management of an AIF must be communicated to the CSSF in accordance with Circular CSSF 15/612 using the appropriate form, which can be downloaded from the section “Forms”.

In addition, when terminating the management of an AIF, the manager must spontaneously provide an updated version of the “Registration Form”, submitted at the time of the initial request for registration.

The CSSF must be notified of the termination of the management of an AIF through the applicable eDesk procedure within ten working days following the end of the management of this AIF.

Finally, the manager must also ask the CSSF to be removed from the register of AIFMs, if the termination concerns the last AIF managed by the AIFM.

It is the sole responsibility of each AIFM to provide the CSSF – within the defined time limits – with any information required for the registration and maintenance of the registration, pursuant to Articles 3(2) and 3(3) of the AIFM Law and Delegated Regulation (EU) No 231/2013.