The SIF Law — Law of 13 February 2007 on specialised investment funds
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The SIF Law is Luxembourg's flexible, product-supervised wrapper for well-informed investors. The fund can run almost any strategy across any asset class, and the CSSF authorises and polices it as a product. In exchange, it accepts a risk-spreading obligation and a restricted investor base. The bargain is breadth for gate-keeping. You get wide investment freedom and a light diversification rule, but only €100,000-plus "well-informed" money may enter. The CSSF signs off before you launch and watches you after.
Scope and the core mechanism
The law applies to Luxembourg undertakings for collective investment reserved to well-informed investors: the specialised investment fund. The core mechanism is that the SIF is a product. The CSSF authorises the fund itself before it launches, enters it on an official list, and supervises it on an ongoing basis. That is the line that separates it from the RAIF, which is the same investor freedom without product-level CSSF authorisation (the RAIF is regulated indirectly, through its AIFM). It also separates the SIF from UCITS and Part II UCIs, which carry far heavier, retail-facing rulebooks. The SIF sits in the middle: professionally supervised, but with investment rules deliberately kept broad because its investors are sophisticated. The law is structured in two layers. General provisions apply to every SIF. An additional layer applies to SIFs that qualify as alternative investment funds and must appoint an authorised AIFM.
Key provisions
| Provision | What it says | The practical point |
|---|---|---|
| Eligible investors | Restricted to "well-informed investors": institutional and professional investors, plus others who confirm the status in writing. Those others must either invest at least €100,000 or be certified as sufficiently experienced by a credit institution, investment firm or management company. Threshold lowered from €125,000 by the law of 21 July 2023. | No retail. The €100,000 gate is per investor and hard. Get subscription onboarding wrong and you have an unauthorised distribution problem, not a paperwork one. |
| Risk spreading | The law requires risk spreading but sets no numeric limit itself; the ceiling lived in CSSF doctrine. The old Circular 07/309 30%-per-issuer rule is repealed by Circular 25/901 (19 Dec 2025). The circular reframes it as up to 50% in one entity and up to 70% for a single infrastructure investment. | The number moved. Check the date of any memo you rely on. A pre-2026 "30% max" note is now stale. Existing CSSF-approved funds may keep their prior rules (transitional). |
| Legal forms | Contractual fund (FCP, no legal personality, needs a management company) or an investment company (SICAV/SICAF) in the form of an SA, SARL, SCA, SCS or SCSp. May be a single fund or an umbrella with ring-fenced compartments. | The SCSp (special limited partnership) is the private-markets default; compartment ring-fencing lets one vehicle house several strategies without cross-liability. |
| Depositary + central admin | A SIF must appoint a Luxembourg depositary (a credit institution or investment firm established in Luxembourg) and maintain its central administration in Luxembourg. | Substance is not optional. Depositary + admin in-country is a fixed cost you price in from day one. It is what "supervised product" buys you. |
| Subscription tax | Annual taxe d'abonnement of 0.01% of net assets, calculated and payable quarterly, with statutory exemptions (e.g. certain money-market and pension-pooling assets). No income or corporate tax on the fund itself. | Cheap to run on a tax basis: the SIF's tax appeal is the 0.01% NAV levy, not a headline rate. Confirm the exemption fits before you assume it. |
| CSSF supervision | The fund is authorised by the CSSF before launch, entered on the official list, and supervised on an ongoing basis. Governance and risk-spreading expectations are now framed by Circular 25/901. | This is the SIF's defining trade versus the RAIF: slower, authorised launch in exchange for the CSSF "product" stamp that some allocators require. |
Amendment history
| Date | Instrument | What changed |
|---|---|---|
| 13 Feb 2007 | Loi du 13 février 2007 | Original SIF Law: created the well-informed-investor fund, replacing the 1991 institutional-fund regime. |
| 12 Jul 2013 | AIFM Law of 12 July 2013 | Transposed AIFMD; added the AIF-specific layer (authorised AIFM, depositary and reporting duties) for in-scope SIFs. |
| 21 Jul 2023 | Toolbox law of 21 July 2023 | Lowered the well-informed-investor minimum from €125,000 to €100,000 and aligned it across SIF/SICAR/RAIF. Effective 28 July 2023. |
| 19 Dec 2025 | CSSF Circular 25/901 | Not an amendment to the law: a supervisory circular. Repealed Circular 07/309 and reframed SIF risk spreading (50% / 70% infrastructure). Consolidates SIF, SICAR and Part II UCI doctrine. |
What it works with
The SIF is one option in Luxembourg's regulated-fund toolkit, and it is easiest to understand by contrast. A SIF is the flexible any-strategy fund; a SICAR is its risk-capital cousin, purpose-built for private equity and venture and with no risk-spreading requirement at all. The RAIF is the "same investor rules, faster launch" alternative. It drops the CSSF product authorisation and relies on its AIFM instead. That is why CSSF Circular 25/901 hits SIFs directly but RAIFs only by reference. The RAIF Law of 2016 is the statute to read alongside this one when you are choosing between a supervised and an unsupervised wrapper. For a side-by-side against Ireland, the Channel Islands and the rest, see the domicile comparison. And because most SIFs are AIFs, the AIFMD II tracker governs the manager layer that sits on top.
In practice: the SIF's headline selling point (CSSF authorisation) is also its cost. Unlike the RAIF, you cannot launch first and be supervised through your AIFM. The CSSF authorises the fund before it opens, which adds weeks and a real approval risk to your timeline. And the risk-spreading rule applies to even the most sophisticated manager. It is not disapplied because your investors are professional. The number you diversify to changed at the end of 2025: anyone still running to the old 30% ceiling from a pre-2026 memo is working off repealed doctrine.
To verify
- 26 March 2012 amendment: the SIF Law is commonly cited as amended in 2012 (AIFMD-preparation era). Its specific changes are not yet confirmed against the Legilux consolidated text. Confirm the instrument and its effect against the amendment table in the Legilux consolidated version.
- Exact taxe d'abonnement exemptions: the 0.01% rate is confirmed. The full list of exempt asset classes (money-market instruments, pension pooling, cross-invested compartments) should be checked article-by-article in the consolidated law before relying on any one exemption.
- 25/901 transitional scope: the circular states existing CSSF-approved funds may continue under their prior rules. The precise boundary (new sub-funds of an existing umbrella? material changes?) should be read directly in the circular text rather than from secondary summaries.
- Consolidated ELI version date: the Legilux ELI resolves to the consolidated law. But the "applicable as at" date shown on the page was not captured here; note it when citing a specific version.
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