The securitisation vehicle


  1. Introduction
  2. Eligible Investors
  3. Legal form
  4. Authorisation and supervision
  5. Capital requirement
  6. Investment policy
  7. Legal and regulatory framework
  8. Custodian bank
  9. Central administration / domiciliation
  10. Offering document and annual report
  11. Issue of new shares
  12. Dividends distribution
  13. Net asset valuation
  14. Compartments
  15. Tax regime
  16. VAT
  1. Introduction

The main purpose of the securitisation law is to design a legal and a tax neutral environment for securitisation transactions realised through Luxembourg. The securisation is a technique through which a company be it a bank, a trading company, etc wish to remove a given asset from its balance sheet. This party is called the initiator or the originator. The securitisation vehicle will issue securities (shares or bonds) towards investors against cash consideration. The Securitisation Vehicle (hereinafer referred as “SV”) will then acquire the contemplated asset. Said asset is most of the time acquired with a discount and the discount which is equal to the return of the investor will depend on the risk underluying in the asset acquired.

The scope of the securisation is very broad and offers a fully flexibiliy, legal certainty in a neutral tax environment for the investors.

A securitisation transaction can be depicted as follows :


  1. Eligible Investors
  1. Legal forms

The most common legal forms are the SA or Sàrl (see our comparative table).

  1. Authorisation and supervision
  1. Capital requirement
  1. Investment policy
  1. Legal and regulatory framework
  1. Custodian bank
  1. Central administration / domiciliation
  1. Offering document and annual report
  1. Issue of new shares
  1. Dividends distribution
  1. Net asset valuation
  1. Compartments
  1. Tax regime

Transparent entities

Opaque entities

  1. VAT