Fundequate on LPEA stage in Warsaw
We are delighted to announce that Dariusz Landsberg, CEO of Fundequate, will be holding a panel discussion on VCs, Emerging, and First-Time Fund Managers. Joining the conversation will be:
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Hubert Szczolek – Operating Partner & CFO, Balnord
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Radoslaw Rejman – Partner, Movens Capital
Together, the panel will explore the structuring and operational challenges faced by VC first-time fund managers in Luxembourg.
Two different Luxembourg fund setups
The session will showcase two contrasting fund structures currently used by Central European managers in Luxembourg:
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Balnord – structured as a SCSp fund under a sub-threshold AIFM
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Movens Capital – operating as a RAIF in SCA SICAV form
This comparison demonstrates the breadth of the Luxembourg fund toolbox, which ranges from flexible special limited partnerships (SCSp) to the more sophisticated RAIF (Reserved Alternative Investment Fund) structures. Each comes with specific legal, tax and governance considerations, particularly for first-time managers establishing their presence in Luxembourg.
Why this matters for VC and PE managers
Choosing between structures like an SCSp and a RAIF SICAV-SCA is a strategic decision that impacts:
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Fundraising and investor access
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Delegation models and substance requirements
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Tax structuring and cross-border compliance
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Ongoing reporting and governance
At Fundequate, we specialise in guiding managers through these decisions, helping them navigate the complexity of Luxembourg AIFM regulation while focusing on growth.
Luxembourg meets Central Europe
This Warsaw seminar is more than an industry event — it is a platform where Luxembourg’s legal and tax expertise meets the momentum of Central European venture capital and private equity markets. For first-time managers and established GPs alike, Luxembourg offers a proven and scalable hub for international expansion.
We look forward to an engaging discussion in Warsaw and to sharing our insights on how Luxembourg structures can best support ambitious VC managers in scaling across Europe and beyond.
Learn more at LPEA: Luxembourg Private Equity Seminar in Warsaw 2025
Author and expert
Dariusz Landsberg, FCCA
CEO Fundequate
LU 
FAQ
What is the difference between pre-marketing and marketing under AIFMD?
Pre-marketing refers to testing investor interest using draft, non-binding materials before the AIF is launched. Marketing is the formal promotion of the fund once it is live, with final documents and acceptance of subscriptions.
Who can be targeted during pre-marketing?
Only professional investors as defined by MiFID II may be approached during pre-marketing. Retail investors are strictly excluded.
What must an AIFM do before starting pre-marketing?
The AIFM must prepare compliant materials and notify the CSSF within 2 weeks of the start of pre-marketing, including a description of the activity, target jurisdictions, and investor classification.
Can draft fund documents be shared during pre-marketing?
Yes, but they must be clearly marked as “draft”, not for subscription, and may not include any means for investors to subscribe.
What triggers a regulatory breach in pre-marketing?
If a final subscription form is provided, or if any investor commits capital during pre-marketing, it is considered unlawful marketing and a breach of AIFMD rules.
How does the AIFMD passport support cross-border marketing?
Once marketing notification is approved by the CSSF, the AIFM can market to professional investors throughout the EU without needing national licences in each Member State.
Is reverse solicitation allowed for authorised AIFMs?
Yes, but it is not a substitute for pre-marketing or marketing. Reverse solicitation must be truly investor-initiated and cannot be engineered through indirect outreach.
What is required during investor onboarding?
Investors must complete full KYC/AML checks, submit FATCA/CRS self-certifications, and pass sanctions/PEP screening before any subscription can be accepted.
What documents can be shared during onboarding but before commitment?
Only non-executable fund documents, KYC forms, and identification documents may be shared before KYC validation. No final agreement can be signed.
What happens if KYC/AML is incomplete at the time of subscription?
The AIFM or GP must block any investment commitment until KYC/AML checks are validated. Accepting funds prematurely would violate Luxembourg AML laws and CSSF guidance.