Closed-end investment funds in Luxembourg: market overview following the enforcement of the AIFMD 16 October 2014

Transcription

1 Closed-end investment funds in Luxembourg: market overview following the enforcement of the AIFMD

2 Agenda I. Investment vehicles in Luxembourg - overview II. Closed-ended funds in Luxembourg III. Impacts of AIFMD on closed-ended funds in Luxembourg 2

3 Investment vehicles in Luxembourg - overview 1

4 1.1 Types of investment vehicles in Luxembourg UCITS (1987) Part II Funds (1987) SIFs (2007) SICARS (2004) Securitization Vehicles (2004) Soparfis (1915) 4

5 1.2 Evolution per type of investment vehicle (1/2) Part I Part II Institutional funds/sif Evolution of AuM by legal status (EUR bn) Evolution of number of funds in Luxembourg by legal status Part I Part II Institutional funds/sif Net assets, EURm (August 2014) Part I (law 2010) UCITS 2,461,916 83% Part II (law 2010) 171,092 6% SIF 337,512 11% Total 2,970, % Sources : CSSF Number of funds (August 2014) Part I (law 2010) UCITS 1, % Part II (law 2010) % SIF 1, % Total 3, % 5

6 1.2 Evolution per type of investment vehicle (2/2) Evolution of net assets of SICAR (EUR bn) Evolution of number of SICAR and securitization vehicles SICAR Securitization vehicle Number of funds (September 2014) SICAR 284 Securitization vehicles 32 Total 316 Sources : CSSF 6

7 1.3 Characteristics of investment vehicles UCITS Part II Funds SIFs SICARs Securitization Vehicles CSSF supervision CSSF supervision CSSF supervision CSSF supervision Generally no CSSF supervision Retail investors Retail investors Well informed investors Only liquid assets; max 10% in one asset All assets eligible; max 20% in one asset All assets eligible; max 30% in one asset Well informed investors Risk capital only; no risk diversification requirement Retail investors All assets eligible generally securitization of debt; no risk diversification requirement Soparfis No CSSF supervision Retail investors All assets eligible; no risk diversification requirement No corporate tax No corporate tax No corporate tax Corporate tax Corporate tax Corporate tax Open ended Open or closed Open or closed Closed ended, Closed ended, Closed ended, ended ended generally generally generally 7

8 1.4 Investment strategies in SIFs 2010/2013 Comparison by asset classes In number of funds In AuM 80% 70% 68% 62% 80% 70% 72% 63% 60% 60% 50% 50% 40% 40% 30% 30% 20% 10% 15% 16% 7% 9% 10% 5% 5% 3% 20% 10% 16% 11% 10% 11% 8% 3% 4% 2% 0% Transferable Securities or assimilated Alternative Investment (HF&FoHF) Real Estate Other* Private Equity 0% Transferable Securities or assimilated Alternative Investment (HF&FoHF) Real Estate Other* Private Equity Fitzrovia SIF - end 2010 Fitzrovia SIF - end 2013 Fitzrovia - SIF end 2010 Fitzrovia - SIF end 2013 * Other = Art, Feeder vehicle, Mortgage-Backed Securities, Unidentified Ø Mainstream assets fell while alternative assets rose from 2010 to

9 Closed-ended funds in Luxembourg 2

10 2.1 Evolution of Luxembourg Private Equity Funds EUR bn ,1 1,1 2,0 Source: CSSF/Monterey AuM of Luxembourg Private Equity Funds (EUR bn) 15,3 22,5 22,5 17,4 19,7 2,0 21,8 15,6 5,6 31,7 22,2 8,5 30,6 12,3 52,2 32,9 17,7 57,1 32,3 23, Part 2 SIF SICAR Source: CSSF/Monterey Number of Private Equity Funds in Luxembourg* Part II SIF SICAR Total 10

11 2.2 Evolution of Luxembourg Real Estate Funds EUR bn AuM of Luxembourg Real Estate Funds (EUR bn) 8,0 3,3 4,7 15,4 8,1 20,9 14,7 7,3 6,2 18,9 14,8 21,4 17,6 24,0 4,1 3,8 3,1 25,9 20,9 24,1 30,1 28,4 1,8 1, (Q3) Part 2 Institutional Funds/SIF Number of Real Estate Funds in Luxembourg Part II Institutional Funds/SIF - (Q3) Source: ALFI/CSSF Source: ALFI/CSSF 11

12 2.3 The reason for success of Luxembourg closedended funds In addition to features explained above: Different legal forms available allowing control of ownership by the fund sponsor and tax transparency: Corporate forms: (SICAV/F): S.A., S.C.A., S.à r.l., SCS, SCSp* Contractual forms: FCP* * Tax transparent New legal form (SCSp) closed to UK partnership, in regulated (SIF; SICAR) or non regulated (Soparfi) form 12

13 2.3 The reason for success of Luxembourg closedended funds Legal forms by country of origin of the originator as at end % 90% 80% 70% 60% 50% 40% 30% 20% 10% 0% 8% 27% 38% 56% 54% 70% 67% 77% 77% 87% 92% 73% 62% 44% 46% 30% 33% 13% 23% 23% Lux. France Switz UK Other Belgium Sweden US Germany Japan Source : FCP SICAV New SIF launched by French, Swiss and UK and Belgium initiators have mainly been structured via SICAV Extensive use of SICAV for Luxembourg and French initiators Extensive use of FCP for German and Japanese initiators 13

14 Section 3 Market Data 2.3 The reason for success of Luxembourg closedended funds Legal form by asset class (# funds) as at end % 90% 80% 70% 60% 50% 40% 30% 20% 10% 0% 42% 58% Transferable Securities or assimilated 50% 50% Real Estate 70% 30% Alternative Investments (HF, FoHF) 79% 82% 21% 18% Private Equity Other Alternative Investments (HF & FoHF) : (N=56), Private Equity (N=38),Real Estate (N=76), Transferable Securities (N=157), Other non transferable securities : art, wine, container (N=17) Source : FCP SICAV Importance of the tax structuring in choosing the appropriate legal form. 14

15 Impacts of AIFMD on closed-ended funds in Luxembourg 3

16 Impacts of AIFMD on closed-ended funds in Luxembourg Definition of an AIF so wide that it includes most of the vehicles and legal forms mentioned above Many of Luxembourg closed-ended funds in Luxembourg are exempted from AIFMD compliance (de minimis rules) Exempted AIFs may have distribution issues as private placement not possible in certain countries (e.g. Germany, Sweden, France) Development of Luxembourg non regulated AIFs? 16

17 Contacts Xavier Balthazar Partner, Luxembourg This publication has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not act upon the information contained in this publication without obtaining specific professional advice. No representation or warranty (express or implied) is given as to the accuracy or completeness of the information contained in this publication, and, to the extent permitted by law, PricewaterhouseCoopers, Société coopérative, its members, employees and agents do not accept or assume any liability, responsibility or duty of care for any consequences of you or anyone else acting, or refraining to act, in reliance on the information contained in this publication or for any decision based on it PricewaterhouseCoopers, Société coopérative. All rights reserved. In this document, refers to PricewaterhouseCoopers, Société coopérative, which is a member firm of PricewaterhouseCoopers International Limited, each member firm of which is a separate legal entity.