Obligations and conditions for approval by CSSF

As long as securitisation vehicles (company or fund) do not continuously issue stocks and bonds aimed to the public, they do not have to be approved and supervised by the CSSF. This also applies to their management companies in case they are securitisation funds.

Securitisation vehicles that continuously issue stocks and bonds aimed to the public ("regulated securitisation vehicles") are to obtain approval from the "Commission de Surveillance du Secteur Financier" (hereafter referred to as "CSSF") to carry out their activities.

The following terms appear to be understood as follows: by the CSSF:

  • "continuously": issues securities more than once per calendar quarter (4 times per year).
  • "aimed to the public": issues securities either public advertising or investors who do not invest more than Euro 125,000.- per person.

It is to be noted that these two conditions are cumulative for the vehicle to have to be approved according to the following rules :

  • Securitisation vehicles are only approved if the CSSF approves their issuing documentation, and the management rules of securitisation funds and articles of incorporation of securitisation companies and, as the case may be, also approves their management companies. Securitisation companies and securitisation fund management companies are to have at their disposal appropriate organisation and means to carry out their activity and allow CSSF monitoring.
  • All members of administration, management and monitoring vehicles of approved securitisation companies or management companies of securitisation vehicles along with their direct or indirect shareholders and partners, in a position to exert a significant influence on the way business in such companies is carried out, must be of good repute and experience or possess the means that are necessary for the exercise of their functions. To this end, the CSSF is to be notified immediately of the identity of these people as well as of any replacement.
  • Any change in supervision of securitisation companies or management companies, any replacement of management company as well as any amendment in the internal management rules or charter are subject to prior approval of the CSSF.