On 31 January 2022, the CSSF published CSSF Circular 22/795 on the application of the ESMA Guidelines on marketing communications (the “Circular”). The purpose of the Circular is to inform the market of the intention of the CSSF to apply the ESMA Guidelines on marketing communications under the CBDF Regulation (the “ESMA Guidelines”), which apply as of 2 February 2022, and to integrate them into its administrative practice.
The ESMA Guidelines establish common principles on the identification of marketing communications, the description of risks and rewards of purchasing units or shares of an AIF or a UCITS in an equally prominent manner, and the fair, clear and not misleading character of marketing communications, taking into account on-line aspects of such marketing communications. They were issued pursuant to article 4 (6) of the Cross-Border Distribution Fund Regulation (”CBDF Regulation”).
The Circular applies to all investment fund managers incorporated under Luxembourg law (“IFMs”), with the exception of registered alternative investment funds managers (“AIFMs”) (provided that they are not subject to other authorisation requirement such as, for example a EUVECA or EuSEF managers) and other AIFMs exempted from the application of the full provisions of the Luxembourg law of 12 July 2013 on alternative investment fund managers as per article 3 of this law.
The Circular also informs the market that the CSSF made use of the faculty given by article 7 of the CBDF Regulation to require prior notification of the marketing communications and that it will conduct testing on their compliance with the ESMA Guidelines and the CBDF Regulation. As a reminder, article 7 of the CBDF Regulation granted the faculty for national competent authorities to require prior notification of marketing communications from UCITS management companies and AIFMs managing AIFs marketed to retail investors. Additional details as to practical and/or technical aspects of the communication of such information will be issued by way of Annexes to the Circular and complemented by a CSSF FAQ.
Additional information in relation to this topic can be found in our previous newsletter.
Don’t hesitate to reach Evelyn Maher, Partner, at emaher@bsp.lu or Elena Bassi, Counsel, at ebassi@bsp.lu for any further information you may need in relation to this topic.
Share on
