Posts in Business

Mandatory notifications in a Brexit context

August 23rd, 2019 Posted by Business 0 thoughts on “Mandatory notifications in a Brexit context”

ALFI Newsflash: ‘As set out in Press Release 19/33, in the event of a hard Brexit, firms that are currently authorised in the UK will be considered as third country firms and will lose the benefit of their existing passporting rights in the EU. UK firms should already have taken the necessary steps to anticipate the consequences of a possible hard Brexit.

The CSSF has now announced that dedicated Brexit notification forms are available for all firms and investment funds through the CSSF eDesk portal.’

https://edesk.apps.cssf.lu/edesk-dashboard/dashboard

AIFMD: New Pre-Marketing Rules

July 30th, 2019 Posted by Business 0 thoughts on “AIFMD: New Pre-Marketing Rules”

After one year of negotiations, the Cross-border Distribution Directive (CBDD) amends the Alternative Investment Fund Managers Directive (AIFMD) and introduces new rules for the pre-marketing of alternative investment funds (AIFs) in the European Union (EU).

The Directive ((EU) 2019/1160) and Regulation ((EU) 2019/1156) introduce a new regime for investment funds with the aim to: eliminate current regulatory barriers to the cross-border distribution of funds, improve transparency by aligning marketing requirements and fees, harmonise national rules for the verification of marketing material by national authorities, enable ESMA to monitor investment funds and allow to pre-market a fund.

One of the main criticisms of the existing AIFMD marketing framework has been the different interpretation of the term “marketing” across Member States. For example, the UK and Luxembourg interpret the marketing concept as applying at a relatively late stage, being when the offer of interests in an AIF is capable of being accepted by investors on final form subscription documents. Whereas in other countries AIFMD marketing activity is interpreted as taking place much earlier.

The new pre-marketing rules apply to authorised EU AIFMs in respect of which an AIF is: (i) established but not yet notified for marketing; or (ii) not yet established at all. There is a definition of pre-marketing that would allow EU authorised fund managers to market a new fund to potential professional investors without a marketing application provided that they comply with the requirements included in the Directive.

It should be noted, however, that where a professional investor in a Member State subscribes for units/shares in a pre-marketed AIF within 18 months of the AIFM starting to pre-market, this will be deemed the result of marketing and would be subject to notification. As such, reverse solicitation becomes potentially more problematic.

Ultimately, the European Commission hopes that, by removing perceived inefficiencies, the cost for cross-border distribution will be reduced and made simpler and quicker, thereby allowing for more marketing of funds across the EU. It remains to be seen whether this will be the case.

How this impacts UK managers and distribution of funds between the UK and EU 27 is still largely dependent on the outcomes to Brexit negotiations. The Regulation will apply from August 1, 2019 and the Directive will be fully transposed from 2 August 2021.

The New Prospectus Law

July 30th, 2019 Posted by Business 0 thoughts on “The New Prospectus Law”

Effective 21 July 2019, the new Prospectus Regulation (“PR”) regime was published. The New Prospectus Act repeals the Luxembourg act dated 10 July 2005 on prospectuses for securities, as amended (the Old Prospectus Act) and, together with the Prospectus Regulation, which is directly applicable across the EU, has created new prospectus regimes in Luxembourg.

Prospectuses approved in accordance with the 2005 Law before 21 July 2019 will continue to be governed by such law until the end of their validity, or until 12 months have elapsed after 21 July 2019, whichever occurs first.

The new national prospectus regime does not substantially deviate from the previous one; the changes merely aim to simplify and align the previous national prospectus regime with the regime under the Prospectus Regulation. 

Some of the highlights amongst others are listed below:

The Luxembourg legislator has opted to exempt offers of securities to the public with a total consideration of less than €8,000,000 in the EU over a period of 12 months from the obligation to publish a prospectus in accordance with the Prospectus Regulation. The amount of such total consideration corresponds to the maximum amount that was allowed to be exempted pursuant to the option provided for by the Prospectus Regulation;

However, in case of an offering of securities to the public with a total consideration of at least €5,000,000, an information note is required. Such an information note will contain brief information about the issuer, the securities, the conditions, and reasons for the offering of the securities. An issuer wishing to make use of this exemption will notify the CSSF prior to making such an offer. No formal approval of the offering and the information note is required;

Offers of securities to the public falling outside of the scope of the Prospectus Regulation shall be made pursuant to the domestic prospectus regime as outlined in Part III of the New Prospectus Law. This domestic prospectus regime is in broad lines comparable to the simplified prospectus regime currently existing under the 2005 Law.

The Luxembourg national prospectus law regime is aligned with the exemption mentioned above, which means that a simplified prospectus will have to be drawn up and approved by the CSSF according to the New Prospectus Law in case of an offering of securities to the public with a total consideration of at least €8,000,000. However, in case of an offering of securities to the public with a total consideration of at least €5,000,000 an information note and a notification to the CSSF prior to making an offer to the public is required;

Following the notion of the voluntary prospectus regime introduced by the Prospectus Regulation, the New Prospectus Law will allow issuers otherwise exempted from the obligation to publish a simplified prospectus to draw up and publish such prospectus on a voluntary basis in accordance with the provisions of the New Prospectus Law. In case of any further information or if we can be of any assistance, please do not hesitate to contact us on prisma@prisma.lu.

New ESG Guidelines for Annual Reports

July 23rd, 2019 Posted by Business 0 thoughts on “New ESG Guidelines for Annual Reports”

In a context of increasing popularity of Environmental, Social and Governance (ESG) investments, the European Commission has published new guidelines on Tuesday, 18th June 2019, to improve the reporting of climate-related information in annual reports. The guidelines concern public interest entities and large companies with more than 500 employees operating in the EU whose development, performance, position and activities are related to climate in a material way.

The new guidelines suggest climate-related disclosures for five reporting areas:

  • Business model
  • Policies and due diligence
  • Outcome of policies
  • Principal risks and risk management
  • Key performance indicators

The concerned companies should be able to use the new guidelines for reports published in 2020, covering financial year 2019.

Would you like some assistance concerning the production of your annual reports? Let Prisma help you.

We at Prisma are aware of the challenges involved in the production of financial reports and are here to take the workload off your shoulders by providing you with an accurate and timely delivery of your financial reports. Prisma is specialised in the production of Audited Annual Reports, Unaudited Semi-Annual Reports, Quarterly and Monthly Financial Accounts.

We offer report production including all creation stages ranging from planning to typesetting, translation, print, review management and distribution. Our experienced Project Managers collaborate with all parties involved throughout the entire process of the project.

For more information, please contact us at prisma@prisma.lu or 43 48 89-1

New Electronic Applications for UCITs, SICAR, UCI Part II, specialized investment funds

June 3rd, 2019 Posted by Business 0 thoughts on “New Electronic Applications for UCITs, SICAR, UCI Part II, specialized investment funds”

The CSSF is planning to issue a new portal which will allow for electronic fund applications as of autumn 2019 and is supposed to replace the current email and postal submission channels.

The new portal will facilitate the application process by offering an interface for the submission of all relevant documents and information to the Luxembourg regulator, but also for the exchange of queries and answers in relation to the application. More transparency will be provided through an indication of the status quo of the application – up to its approval notification.

Would you like some support with your fund applications? Let Prisma assist you.

Fund registrations can trigger a lot of challenges in producing and gathering all relevant documents in time, knowing that a quick market access is key to success.

Prisma has significant experience in the production of any fund documentation, such as prospectuses, UCITS KIIDs, Annual / Interim / Quarterly Reports, Articles of Association and Regulatory Forms. We build streamlined and personalised processes for our clients in order to master individual client expectations and ensure in-time productions of the relevant documents.

Our services

  • Single point of contact
  • Project management and coordination of the entire production cycle
  • Communication with all involved parties
  • Time management and regular updates
  • Punctual delivery of your fund documentation

Smart documents

We also offer electronic documents with smart functionalities such as editable application and account opening forms. Instead of manually filling in the documents, you will be able to process the documents on screen and benefit from the automated transfer of the information onto the next copies. Additional functionalities such as extract reports from the forms can be added upon request.

For more information, please contact us at prisma@prisma.lu or 43 48 89-1.

Electronic Fund Applications

June 3rd, 2019 Posted by Business 0 thoughts on “Electronic Fund Applications”

The CSSF is planning to issue a new portal which will allow for electronic fund applications as of autumn 2019

Do you require editable application and account opening forms with embedded rules? (e.g. if you complete one copy, the other two will be completed automatically)

Any other design-driven documents?

Contact us any time for more information! prisma@prisma.lu or 43 48 89-1

Women in Banking and Asset Management: How will your actions speak louder than words?

February 26th, 2019 Posted by Business 0 thoughts on “Women in Banking and Asset Management: How will your actions speak louder than words?”

International Women’s Day is celebrated on March 8 every year. At EY, our commitment towards gender equality is steadfast and central to our purpose of building a better working world. The EY Partners have the great pleasure to invite you to our next BAM Club event about Women Leadership in Banking, Asset Management and Asset Servicing. At EY, our commitment towards gender equality is steadfast and central to our purpose of building a better working world. Let’s all celebrate the progress made, but let’s also recognize there is a lot more to do. Please join us for a panel discussion on women leadership in banking, asset management and asset servicing.

This event is open to both women and men.

Sponsor: Isabelle Nicks – Partner, D&I Responsible, EY

Panel Moderator: R.J. Donofrio – Senior Manager, EY

Panelists:

  • Carole Miltgen – Entrepreneur and CEO of her company, Prisma
  • Vanessa Roger GrĂĽneklee – Head of Investment Management and Distribution Change, Schroder Investment Management
  • Chris Skelton – Head of Continental Europe Institutional Services, Fidelity International
  • Sandrine De Vuyst – Head of Private Banking, ING

https://www.ey.com/lu/en/newsroom/events_general-overview-events?fbclid=IwAR3Kybj9xqBYuv2bJYWOlVFslYlnPEeLMM05uWyGUNsQrTLJDAlVCU9vA-g

Luxembourg companies prepare for no-deal brexit

February 11th, 2019 Posted by Business 0 thoughts on “Luxembourg companies prepare for no-deal brexit”

As foreign affairs minister Jean Asselborn said: “I don’t know what’s going to happen on 29 March. But there’s so much at stake in the EU and for the UK. We’ve really got to find a conclusion, which isn’t destructive but positive.”

http://delano.lu/d/detail/news/luxembourg-companies-prepare-no-deal-brexit/202832

«Il y a du bon dans les process»

February 8th, 2019 Posted by Business 0 thoughts on “«Il y a du bon dans les process»”

“It is necessary to rethink the ways of recognizing the talent of an employee and above all, to do it other than by management. This will avoid indefinite layers of managers that make decision-making more complex…

…Everything is a matter of process. This extreme procedureization I explain by an ideology of fear. Today we are afraid of everything, we do not want to be responsible, we want to protect ourselves. The risk is very often seen as a threat, very rarely as an opportunity.
The processes paralyze the actions.”

http://paperjam.lu/news/il-y-a-du-bon-dans-les-process

Data complaints doubled after GDPR

January 30th, 2019 Posted by Business 0 thoughts on “Data complaints doubled after GDPR”

A spokesman for the National Commission for Data Protection (CNPD), the body that enforces GDPR rules in Luxembourg, told Delano on 29 January that: “The CNPD has received 351 complaints since 25 May.” Just over half of complaints (193) were lodged after 28 September, meaning the number of grievances slowed slightly at the end of last year.

http://delano.lu/d/detail/news/data-complaints-doubled-after-gdpr-watchdog/201632

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