Funds
SICAR lawyer in Luxembourg
The firm supports the creation and legal structuring of a SICAR in Luxembourg, an investment company in risk capital dedicated to venture capital and private equity: choice of form, constitutive documentation, framing of well-informed investors and preparation of the relationships with the CSSF and the regulated service providers.
Legal content reviewed by Maître Cora Maglo, Avocate à la Cour, Liste I du Barreau de Luxembourg depuis 2009.
The SICAR (investment company in risk capital) is a Luxembourg vehicle designed to invest in venture capital and private equity, reserved for well-informed investors. Its success rests on a suitable form, consistent constitutive documents and a rigorous articulation with the manager, the depositary and the central administration.
Cerno Law Firm structures and documents the legal side of the SICAR, in coordination with the fund manager, the depositary and the central administration, and prepares the items submitted to the supervision of the CSSF. The firm is neither a regulated fund manager nor an authorised AIFM: it acts as legal counsel.
The need
As a promoter or investor, you wish to create or structure a SICAR to carry venture capital or private equity investments in Luxembourg.
Without sound constitutive documentation and a clear framework for well-informed investors, the legal certainty of the vehicle and its acceptance by the regulated service providers are weakened.
The risk
An unsuitable form, an incomplete issue document, poorly framed well-informed investor criteria, an imprecise investment policy, deficient articulation with the manager and the depositary.
A poorly documented SICAR exposes you to friction with the CSSF, to launch delays and to disputes between promoters and investors.
How the firm helps
Advice on the form of the SICAR, drafting of the articles and the issue document, framing of the well-informed investor criteria and the investment policy, preparation of the documentation submitted to the CSSF, in coordination with the manager, the depositary and the central administration.
Cerno is a law firm admitted to the Luxembourg Bar: it supports the legal structuring and documentation, without holding itself out as a regulated fund manager or an authorised AIFM. The digital tools serve only to simplify the collection of information, the qualification of the matter and the tracking of steps; they never replace the lawyer’s advice, who drafts and coordinates each document.
Practice areas
When to call on the firm
- Create a SICAR for a private equity or venture fund.
- Structure the documentation for well-informed investors.
- Articulate the relationships with the manager and the depositary.
- Prepare the legal file submitted to the supervision of the CSSF.
Method
Our engagement process
- 1
Information intake
You describe your need via a structured form or an initial call. Our digital tools serve only to organise this information and save time.
- 2
Lawyer qualification
Maître Maglo reviews your situation, identifies the legal issues and confirms the feasibility and exact scope of the engagement.
- 3
Transparent quote
You receive a clear fee proposal, a fixed fee or a range, before any engagement. Nothing is billed without your approval.
- 4
Legal work
The firm drafts, negotiates or litigates as required. Every deliverable is designed and approved by a lawyer admitted to the Luxembourg Bar.
- 5
Tracking and delivery
You follow your matter transparently and receive your finalised documents with the explanations you need.
Documents required
- • Investment project and envisaged strategy
- • Intended SICAR form and identity of the promoters
- • Profile of the targeted well-informed investors
- • Intended service providers (manager, depositary, central administration)
Deliverables
- • Drafted articles and issue document
- • Legal framework for well-informed investors and the investment policy
- • Legal coordination with the service providers and CSSF preparation
Indicative timing
The first documentation is delivered within a few business days; the structuring and supervision timeline depends on exchanges with the CSSF and the regulated service providers.
Stated fees
Consultation from 175 € excl. VAT; structuring and documentation of the SICAR on a quote depending on the complexity of the matter. Everything is quoted before any engagement.
FAQ
Frequently asked questions
What is a SICAR in Luxembourg?
It is an investment company in risk capital, a vehicle dedicated to venture capital and private equity, reserved for well-informed investors. The firm structures and documents its legal side.
Does the firm manage the SICAR or act as AIFM?
No. Regulated management is the responsibility of a fund manager authorised by the CSSF and, where applicable, of an authorised AIFM. Cerno is a law firm that supports the legal structuring and documentation, in coordination with these service providers.
Who can invest in a SICAR?
Access is reserved for well-informed investors meeting precise criteria. The firm provides the legal framing for the qualification of these investors in the vehicle’s documentation.
Is Cerno a fund or a piece of software?
No. Cerno is a law firm admitted to the Luxembourg Bar. It provides legal support for the SICAR and coordinates, where needed, the manager, the depositary and the central administration; it does not manage funds and does not provide any regulated management service.
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Choosing Cerno means choosing over 17 years of experience
- 2013
- independent firm
- 2009
- at the Bar since 2009
- 7
- working languages
- 100+
- companies & SOPARFI structured
- 200+
- visas & residence permits obtained
- 170
- client nationalities served
- 300+
- due diligence reviews conducted
Around twenty M&A transactions supported · one of the best visa approval rates in Luxembourg.
Since 2009, we devote our expertise to your satisfaction: more than 85% of our clients renew their trust in us.
Our work
Representative matters, anonymised
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Entrust my matter to the firmExpertise & authority
Ongoing review and analysis of Luxembourg and European case law
Avocate à la Cour, List I of the Luxembourg Bar since 2009
Trained at the London School of Economics, formerly at Clifford Chance and Bonn Steichen & Partners
Member of international networks: EILN, AEA, Cross Border Advisory Solutions
Every matter handled and approved by a lawyer admitted to the Bar
Support in 7 languages, clients of 170 nationalities
Testimonials
What our clients say
Had a consultation with Me Cora Maglo about my Luxembourg Blue Card application. She explained everything clearly: the process, timeline and documents I need, and helped me with my wife’s family reunification too. Honest and practical advice. I felt confident after talking to her.Farshid Pourlatifi
J’ai beaucoup apprécié le service de Maître Maglo : son sérieux, sa sympathie, son professionnalisme et sa disponibilité. Toujours répondu rapidement et clairement, avec des conseils pragmatiques, sans pousser à des procédures longues et coûteuses lorsqu’elles ne sont pas justifiées.Nathan Wirtzfeld
Super assistance and great support! Highly recommend. All my questions were answered, Cora and her team kept me updated all the time. I will definitely reach out to them next time for my residency.Tatiana
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