Legal update:
Luxembourg
On 1 September 2026, the CSSF announced the launch of eRegister by eDesk, a centralised, streamlined and universally accessible point of entry designed to simplify access to public information held by the CSSF.
The initial feature of eRegister enables professionals to access identification data of funds, sub-funds and share classes via an application programming interface (API). Access is subject to the prior signing of an agreement between the CSSF and the applicant, whether a natural or legal person; interested parties are invited to submit their request by email, with technical details and data specifications to be provided upon signature of the agreement.
Statutory compartments for unregulated SCS/SCSp AIFs
On 30 July 2026, Bill of Law No. 8814 was tabled before the Luxembourg Parliament, proposing to insert a new Article 28bis into the AIFM Law. The bill would allow an SCS (société en commandite simple) or SCSp (société en commandite spéciale) qualifying as an AIF and managed by an EU-authorised AIFM to adopt a multi-compartment structure with statutory ring-fencing between compartments, without being subject to any of Luxembourg’s fund product laws (SIF Law, SICAR Law or RAIF Law). Until now, statutory segregation was available only under those product regimes; outside them, an SCS or SCSp could replicate segregation only contractually. The proposed regime imposes no diversification requirement and no minimum capital, permits separate liquidation of individual compartments and allows cross-compartment investment subject to anti-circular safeguards. It is expected to be particularly valuable for parallel fund, feeder, co-investment and multi-strategy arrangements. The bill is now proceeding through the legislative process, with opinions from the Council of State and the Chamber of Commerce expected before it can be put to a vote.
On 17 September 2026, the CSSF published the first version of its dedicated form for the authorisation or registration of IFMs as BMAs under the BMR. The form, available in XLSX format, is relevant for alternative investment fund managers and Chapter 15 management companies that carry out or intend to carry out benchmark administration activities. IFMs concerned should use this form when applying to the CSSF for authorisation or registration as a BMA.
Enforcement phase for RCS and RBO compliance
On 9 September 2026, LBR published a public notice announcing the launch, on 21 September 2026, of the enforcement phase of its register compliance procedure for the RCS and the RBO. This procedure was introduced by the Law of 23 January 2025 and further detailed in LBR Circular 26/02. It follows a preliminary phase during which LBR verified existing records, notified registered entities of deficiencies and made a compliance guide available on its portal.
The enforcement phase targets entities whose RCS or RBO file contains incorrect, outdated, inconsistent or missing information, or where a required filing or other formality remains outstanding. Non-profit associations (ASBLs) and foundations are currently excluded. LBR will initiate enforcement proceedings on a rolling basis over several weeks and, thereafter, as new instances of non-compliance are detected.
The sanctions follow a graduated escalation. Proceedings are opened by registered letter sent to the entity’s registered office address, granting a period to remedy the identified deficiencies. Where deficiencies persist: (i) after 30 days, a compliance warning becomes visible on the entity’s file on the LBR portal; (ii) after 60 days, the deficiencies are highlighted on extracts and certificates issued by LBR; (iii) after seven months, a daily penalty payment of EUR 40 is imposed for a maximum of 90 days (i.e. up to EUR 3,600); and (iv) after 12 months, LBR may delete the entity from the register ex officio (without dissolution or loss of legal personality) and refer the matter to the public prosecutor, which may in turn lead to administrative dissolution proceedings. The entity may regularise its position at any stage, and measures already applied — other than penalty payments already incurred — are lifted upon full remediation.
Fund vehicles incorporated as Luxembourg companies — such as SICAVs, SICARs or partnerships with a corporate general partner — and their management companies should verify the completeness and accuracy of their RCS and RBO filings and ensure that their registered office address is effective and monitored, as failure to receive the LBR’s registered letter does not suspend the applicable deadlines. This is also relevant for transaction-related due diligence, conditions precedent and post-closing compliance checks involving Luxembourg entities.
LBR Circular 26/01 on determining beneficial owners of companies held by a trust or foundation
On 19 August 2026, LBR published Circular 26/01, clarifying the approach to be followed for the RBO where a Luxembourg company falling within the scope of the Law of 13 January 2019 is held by a trust or a foundation. As a general rule, the beneficial owner of a Luxembourg company is any natural person who ultimately owns or controls it through a sufficient shareholding, voting rights or ownership interest; where none can be identified, the senior managing official is, or the senior managing officials are registered instead.
By way of exception, where a company is held by a trust or a foundation, LBR considers that the beneficial owners to be declared in the RBO are instead the beneficial owners of the underlying trust or foundation, determined by reference to the settlor(s), the trustee(s)/fiduciary(ies), the protector(s) (if any), the beneficiary(ies) (or, where not yet designated, the class of persons in whose main interest the structure was set up or operates), and any other natural person exercising ultimate control by direct or indirect ownership or by other means. LBR notes that this position aligns with the AMLR approach, which is not yet directly applicable but may usefully guide interpretation.
This is relevant for Luxembourg fund structures with trust or foundation-owned entities in their holding chain (for example, certain family office or private wealth-linked AIF structures), which should ensure their RBO filings identify beneficial owners by reference to the underlying trust or foundation rather than to the immediate corporate holder.
Luxembourg Specialised Financial Chambers
On 12 May 2026, the Luxembourg government tabled Bill of Law No. 8748 in the Chamber of Deputies. The bill proposes the creation of specialised economic and financial chambers within the district courts and the Court of Appeal, together with a dedicated economic and financial department and an anti-money laundering unit inside the Prosecutor General’s office. Nine new judicial posts would be created to staff these structures.
The proposed chambers would grant the Luxembourg district court sitting in commercial matters exclusive nationwide jurisdiction over a defined catalogue of financial disputes, including those relating to trusts, financial collateral, securitisation vehicles, SICARs, SIFs, UCIs/UCITS, AIFMs, RAIFs and related regulated structures. Procedural innovations would include the possibility of filing English-language documents without certified translation and a mandatory preparatory hearing to fix a procedural timetable.
The bill has attracted significant criticism. In opinions published recently, the Cour supérieure de Justice, the Conseil national de la justice, the Parquet and the Conseil de l’Ordre des Avocats, have all raised concerns, including the risk of understaffing other court divisions, insufficient incentives for judges to specialise and the potential for forum shopping.
Given these reservations, the bill still has to clear the ordinary legislative process, including the Council of State’s opinion, and further amendments appear likely. If adopted as currently drafted, the new chambers will become operational on 16 September 2027.