AIFMD II is now part of Luxembourg law: five practical points for managers and sponsors

Luxembourg has transposed the revised Alternative Investment Fund Managers Directive (« AIFMD II« , Directive (EU) 2024/927). The law of 3 March 2026, published in the Official Journal on 9 March 2026, amends both the law of 17 December 2010 on undertakings for collective investment and the law of 12 July 2013 on alternative investment fund managers. It applies from 16 April 2026, with the new supervisory reporting obligations following from 16 April 2027.

Luxembourg has, broadly, transposed the directive as it stands, without adding extra national requirements. For managers and sponsors with Luxembourg vehicles, or planning one, that makes the question less « what is different here? » and more « what do we need to update? ». Five points to check.

1. Put the dates in your compliance calendar. The rules have applied since 16 April 2026. The reporting changes apply from 16 April 2027, so there is still time to adapt reporting processes, but not much if your data comes from several service providers.
2. Map your delegation chain. AIFMD II tightens the rules on delegation, and managers must notify the CSSF of their delegation and sub-delegation arrangements, including information on the delegates, where they are located and how they are supervised. List every delegate (portfolio management, risk, administration, distribution) and check that your agreements and your notifications match.
3. If you manage open-ended funds, review your liquidity tools. The directive requires open-ended funds to have liquidity management tools available. Luxembourg allows funds to use tools beyond those listed in the directive. Check which tools your funds can use, whether the offering documents describe them clearly, and who decides when to activate them.
4. If you lend, check your strategy against the new framework. AIFMD II introduces a framework for loan-originating alternative investment funds. Luxembourg has also used the option to prohibit AIFs from granting loans to consumers in Luxembourg. If your fund originates loans, or plans to, confirm how your strategy is classified and what the framework then requires of its structure and policies.
5. Update your documents and investor communications. Offering documents, manager and delegation agreements, and policies may need amendments. Plan the changes together rather than one at a time, and decide how you will inform investors.

In short. The text is largely familiar, but the details of delegation, liquidity and lending can change how a vehicle is structured and documented. A short review now is cheaper than a correction later.

If you would like to discuss how this affects a specific structure, please get in touch: Jan Merckx | jmerckx@lmplaw.lu | +352 621 568 199.