SICAR Table
| SICAR | |
|---|---|
| Applicable legislation | Law of 15 June 2004 (“SICAR Law”) |
| Authorisation and supervision by the CSSF | Yes |
| Qualification as an AIF | Yes, unless exempt. It is exempt if it does not raise capital from a number of investors, with a view to investing it in accordance with a defined investment policy for the benefit of those investors |
| Exemption from AIFMD full regime under lighter regime (AIFMD registration regime) | Possible. |
| Eligible investors | Well-informed investors |
| Eligible assets | Restricted to investments in securities representing risk capital. According to the CSSF Circular 06/241, investment in risk capital is to be understood as the direct or indirect contribution of assets to entities in view of their launch, their development or their listing on a stock exchange. The SICAR is not allowed to invest directly in real estate (except for its own use or through its participations). |
| Risk diversification requirements | No risk diversification requirements. |
| Legal Form | - SA - Sàrl - SCA - SCS - SCSp - SCoSA The entities may be open-ended or closed-ended. |
| Umbrella structure | Yes. |
| Capital requirements | EUR 1,000,000 to be reached no later than 12 months following the auhorisation by the CSSF. |
| Required Luxembourg service providers | Depositary bank or professional of the financial sector providing depositary services, subject to conditions. - Administrative agent. - Registrar and Transfer Agent. - Approved statutory auditor. |
| Possibility of listing | Yes, but difficult in practice. |
| European passport | No, unless it falls under the scope of the full AIFMD regime. |
| Net asset value (NAV) calculation and redemption policy | Not required. |
| Overall income tax (corporate income tax and municipal business tax) | General aggregate rate: 24.94%. In certain cases, reduced corporate income tax rates may apply. Income derived from transferable securities (e.g. dividends received and capital gains realised on the sale of shares) is exempt.Income on cash held for the purpose of a future investment is also exempt (for one year). |
| Subscription tax | No subscription tax. |
| Wealth tax | No wealth tax. |
| Withholding tax on dividends / interests and capital gains | Not subject to withholding tax. |
| Benefit from double tax treaty network | Yes in case the SICAR is set-up as a corporate entity (except if set-up under the form of a SCS/SCSp). |
| Benefit from the EU Parent Subsidiary Directive | In principle yes, but certain jurisdictions where the target companies are located may challenge the application of the directive. |
| Thin capitalization rules (debt-to-equity ratio) | No debt-to-equity ratio. |
| Practical use | Private equity and venture capital transactions. |
