Upcoming Changes to the CSSF Electronic Visa Stamp Procedure
On 6 March 2025, the Commission de Surveillance du Secteur Financier (CSSF) announced upcoming changes to the Electronic Visa Stamp (“e-Visa”) procedure for the prospectuses. This development is relevant for UCITS, UCI Part II funds, SIFs, and SICARs, streamlining the approval process and enhancing the security of electronically validated prospectuses
Key Aspects of the new e-Visa Stamp Procedure
The CSSF has announced the upcoming implementation of a new version of the electronic visa stamp, which will replace the current system. This updated version aims to enhance the security and reliability of approved prospectuses while improving their readability for investors and stakeholders.
The submission process for identifying any new or revised fund prospectus will transition to the eDesk e-Identification Prospectus application
As part of this transition, the CSSF has introduced a procedural change regarding certain prospectus amendments. A list of amendments that do not legally require prior authorisation or review by the CSSF has been established, allowing these modifications to be incorporated directly into the prospectus without prior approval. A dedicated guide will be made available through eDesk, detailing the new procedure, the scope of amendments that fall under this exemption, and the applicable conditions. In addition, the guide will include a technical part to facilitate the IT and operational implementation and will be published on 20 March 2025.
The existing administrative procedure for requests and amendments requiring prior review by the CSSF for authorisation or non-objection, in accordance with applicable laws and regulations, will continue to apply.
Impact on Funds and Fund Managers
The new e-Visa procedure will apply to the following types of funds submitting prospectuses for approval:
- Undertakings for Collective Investment in Transferable Securities (UCITS)
- Part II Undertakings for Collective Investment (UCIs)
- Investment Companies in risk capital (SICARs)
- Specialised Investment Funds (SIFs)
Please find hereafter the link to the communication : Upcoming evolution in the electronic VISA “stamp” procedure for the prospectuses of UCITS, Part II UCIs, SICARs and SIFs – CSSF
If you have any questions regarding the information above, our investment management team is here to help you. Please do not hesitate to contact us
Investment Funds - Guidelines of the Committee of European Securities Regulators (CESR) concerning eligible assets for investment by UCITS
The CSSF has issued on 26 November 2008 circular 08/380 in relation to the CESR's guidelines concerning eligible assets for investment by UCITS. This Circular replaces circular 08/339.
The only amendment that has been made compared to circular 08/339 is point 24 paragraph 1. The amended paragraph reads as follows: “Techniques and instruments relating to transferable securities and money market instruments include, but are not limited to, collateral under the provisions of directive 2002/47/EC on financial collateral arrangements, repurchase agreements, guarantees received, and securities lending. The requirement to comply with the provisions of Article 21 of Directive 85/611/EEC imply in particular that if UCITS are authorized to use repurchase agreements or securities lending, these operations must be taken into account to calculate the global exposure of the UCITS.”
CSSF - precisions on the prohibition of uncovered short selling
On 29 September 2008 the CSSF issued a press release providing precisions on the prohibition of naked short selling in publicly quoted banks and insurance companies. As can be seen from the precisions below, the CSSF prohibition does not cover market transactions that follow a clear hedging intent or market transactions which are necessary for the orderly functioning of the markets.
The following precisions or exemptions apply in light of the general rules and principles set out in the press release dated 19 September 2008:
- Uncovered (naked) short selling, in this context, means a transaction which results in creating a net short position or increasing any net short position that was held prior to 19 September 2008. Only net short positions (and not gross short positions) are prohibited (provided there is no duration mismatch between the netted positions). The prohibition also covers OTC transactions.
- The prohibition applies to all uncovered short selling where the underlying assets are shares of credit institutions or insurance undertakings admitted to trading on the regulated market of the Luxembourg Stock Exchange (excluding securities admitted to trading on the EuroMTF).
- The short selling rules cover not only the shares themselves but all instruments (for instance contracts for differences, options, futures or depository receipts) that give rise to an exposure to the issued share capital of a company.
- Market makers are generally exempt from the new short selling rules. This exemption covers market makers only when, in the particular circumstances of each transaction, they are acting in that capacity and with the intent of providing liquidity and of exercising genuine market making activities.
As regards Luxembourg market participants, in case they are entering into transactions in respect of securities admitted to trading on any other regulated market, they shall apply the rules as set out by the competent regulator of that regulated market.
Investment Funds - UCITS risk management process - clarification on the information to be provided to the CSSF
Two particularly relevant pieces of legislation in the context of eligible assets for investments by UCITS have recently been implemented in Luxembourg. The first one is the Grand-Ducal Regulation dated 8 February 2008, which amends certain definitions specified in the 2002 Law, and which replicates closely the EC Directive 2007/16/EC.
The other piece of legislation is the groundbreaking CSSF Circular 08/339 (released on 19 February 2008) which points out, inter alia, that the provisions of the above Grand-Ducal Regulation must be read in conjunction with the CESR guidelines.
Investors should first note that UCITS already set up at the time of the implementation of the guidelines will benefit from an extension until 23 July 2008 at the latest to comply with the guidelines.
However, more fundamentally, what should be raised is the somewhat more flexible attitude adopted by the CSSF, particularly in circumstances where there is further need of interpretation of the provisions of the Grand-Ducal Regulation and the CESR guidelines. The impact of this Circular should however not be overestimated since the CSSF already fully applied the provisions of the Directive and the related CESR advices, and hence no significant changes are to be expected in practice. However, this evolution of the CSSF’s practice is especially remarkable throughout the appreciation of the circumstances in which a security embeds a derivative or permitted investment within the 10% trash ratio (e.g possibility to include regulated open-ended hedge funds, funds of hedge funds, real estate funds and commodity funds). This more flexible attitude of the CSSF is also to be noted in its administrative practice.
Investment Funds - Update on the eligible assets for investments for UCITS
Two particularly relevant pieces of legislation in the context of eligible assets for investments by UCITS have recently been implemented in Luxembourg. The first one is the Grand-Ducal Regulation dated 8 February 2008, which amends certain definitions specified in the 2002 Law, and which replicates closely the EC Directive 2007/16/EC.
The other piece of legislation is the groundbreaking CSSF Circular 08/339 (released on 19 February 2008) which points out, inter alia, that the provisions of the above Grand-Ducal Regulation must be read in conjunction with the CESR guidelines.
Investors should first note that UCITS already set up at the time of the implementation of the guidelines will benefit from an extension until 23 July 2008 at the latest to comply with the guidelines.
However, more fundamentally, what should be raised is the somewhat more flexible attitude adopted by the CSSF, particularly in circumstances where there is further need of interpretation of the provisions of the Grand-Ducal Regulation and the CESR guidelines. The impact of this Circular should however not be overestimated since the CSSF already fully applied the provisions of the Directive and the related CESR advices, and hence no significant changes are to be expected in practice. However, this evolution of the CSSF’s practice is especially remarkable throughout the appreciation of the circumstances in which a security embeds a derivative or permitted investment within the 10% trash ratio (e.g possibility to include regulated open-ended hedge funds, funds of hedge funds, real estate funds and commodity funds). This more flexible attitude of the CSSF is also to be noted in its administrative practice.
