Loyens & Loeff

Luxembourg Limited Partnership Regime

The limited partnership legislation in Luxembourg has been modernised by the Luxembourg law dated 10 July 2013 (the Law) in ways that assist the establishment of vehicles suitable for structuring liquid or illiquid funds and unregulated and regulated funds. The Law also transposed Directive 2011/61/EU on Alternative Investment Fund Managers (the AIFMD) into Luxembourg domestic law.

The Law sets the stage for the use of Luxembourg unregulated limited partnerships as fund vehicles. As the investment platform which such vehicles use is often already based in Luxembourg, the whole fund structure can be efficiently set up in Luxembourg, i.e. in a single jurisdiction (with a Luxembourg AIFM if needed). This may result in operational, tax substance and cost advantages.

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