Funds

Structuring investment vehicles, and more specifically funds, requires a thorough comprehension of both:

• corporate law, as it applies among others to specific mechanisms used in the investment structures context, i.e. all mechanisms surrounding the issuance of shares or other instruments, specifics of the classes of shares, etc., and

• specific governance aspects and technicities, which must be carefully tackled in order to set up the equilibrium amongst the vehicle’s organs and committees, as well as the various specificities which result from taking into account the best interest of all investors/shareholders and more generally avoiding conflicts of interests.

LIME’s team has a thorough knowledge of the different types of Alternative Investment Funds (“AIF’s”) and investment vehicles, and has assisted with the structuring of numerous investment vehicles and private funds over the years, be it for the choice of the adequate corporate structures, the setting-up of essential governance mechanisms, or for advising on conflict of interests issues.

Belgian corporate and regulatory laws contemplate numerous forms of institutional and private investment structures. The setting-up of institutional or private investment structures, including when they are regulated as AIF’s, requires a highly specialized level of expertise, including for regulatory and tax issues.

Our team has assisted with the structuring of a wide variety of investment vehicles, be they subject to Alternative Investment Fund Managers (“AIFM”) regulation or not, including in the real estate sector. In this context, LIME’s team has assisted various clients with all steps of the incorporation process, including the drafting of the required agreements (subscription agreement, management agreement, …) and the commercialization issues.

In addition to the major restructuring of the investment fund landscape that came with the Alternative Investment Fund Managers Directive (2011/61/UE) (“AIFMD”), the European legislation had put in place various instruments at the European level, in order to move toward a uniform structuring of funds and commercialization of their shares across the European Union:

• Regulation (EU) 2015/760 on European long-term investment funds

• Regulation (EU) No 345/2013 on European venture capital funds

• Regulation (EU) No 346/2013 on European social entrepreneurship funds

The “label” for funds may over time be a source of important new activities at European Union or international levels.

Our team has been actively working within the Belgian legal community to favor the development of such instruments in Belgium, though one must acknowledge that at this stage, no tangible developments have yet taken place.

Fund managers are aware of the impact of their investment and of the specificities of corporate social responsibility that must be considered or favored during the investment process or thereafter.

The specific features of this “impact conscious instrument” is a major challenge which aims at combining social, environmental and more generally non-financial objectives in addition to promoting shareholders profitability.

Our team has experience and is advising on the various aspects of impact investment:

• structuring of the fund

• governance

• criteria of social responsibility

• advice as to the legal aspects of the investments and their management

More specifically, LIME has assisted Inpulse in the setting-up in October 2018 of the Helenos fund, the first private equity fund dedicated to inclusive finance in Europe.

Investments funds often face the necessity to proceed with some restructuring during their lifecycle, be it to redirect their investment policy and reshape their investment focus due to market evolution, or to enable economies of scale in a group context.

Our team has been paying specific attention to constraints faced by investment funds in the context of such restructurings and has developed a particular expertise in that field.

• Our team assisted on several occasions, over 2014 through 2016, a major Belgian credit institution in the context of the restructuring of an investment fund based in Luxembourg

• Our team assisted for complex questions relating to the cross-border merger of sub-funds of a Belgian Sicav through acquisition by sub-funds of a Luxembourg Sicav