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scope of the Law. The legal representatives of aSIF (the “Directors”) are, however, required toobtain the CSSF's approval. To obtain suchapproval, the Directors of each SIF must submitevidence of their professional qualification, goodstanding and integrity to manage the SIF.A SIF needs to develop a conflict of interestpolicy as well as a risk management system.8. Disclosure and ReportingEach SIF must establish an offering document.Such offering document need not have anyrequired minimum content and must be updatedin the event of a new issuance of securities.Subject to the applicability of the LuxembourgProspectus Law of 10 July 2005 (which would inprinciple apply only in the event of a listing orpublic offering), the SIF Law does not prescribeany particular minimum content. It must, inprinciple, contain information necessary for aninvestor to be able to make an informedjudgment of the investment proposed and therisks involved.In respect of disclosure and reportingrequirements, a SIF is required only to producean annual audited report covering the relevantfinancial year and that must be made availableto investors within six months of the end of thefinancial year. It should be noted that neither along-form report nor semi-annual report isrequired.9. TaxationIn principle, no withholding tax on capital gainsis levied on non-resident investors beyond thescope of the EU Savings Directive.Consequently, non-resident investors aretypically not subject to capital gains taxation inLuxembourg on the disposal of shares in a SIF.SIFs are subject to an annual subscription tax(taxe d'abonnement of 0.01 %) levied on thebasis of the value of the entire net assets on thelast day of each quarter of the year. However,certain institutional cash funds and pensionpooling funds are exempt from the subscriptiontax.The Grand-Duchy of Luxembourg has enteredinto 70 double taxation treaties (to date), and aSIF in corporate form is covered by many ofthem. As a FCP under Luxembourg law has nofiscal status as a legal entity, a SIF organised inthe form of a FCP should typically not be able tobenefit from such double taxation treaties. Thisapplies as well to SIFS in the form of an s.c.s. ors.c.s.p., which are deemed transparent for taxpurposes. If in the form of a limited partnership(s.c.s.) or special limited partnership (s.c.s.p.),the SIF is not liable for corporate or net worthtax; however, this applies in respect of MBT onlyto the extent that any general partner that is aLuxembourg company holds less that 5% of thepartnership interests of the s.c.s. or s.c.s.p.Instead, the investors should directly claim anytreaty benefits under the particular doubletaxation treaty concluded between theircountries of residence and the domicile wherethe underlying assets are located.The SIF is liable for a minimum annual fee of€ 3,000 to the CSSF.10. Applicability of AIFMSIFs, as typical alternative investment vehicles,fall within the scope of the AIFM Law. However,if it is in the form of a SICAV/SICAF, is selfmanaged,and if the entirety of its shares is heldby a single shareholder, then such SIF shouldnot be considered an “alternative investmentfund” for purposes of the AIFM Law. If a selfmanagedSIF is an AIFM for purposes of theAIFM Law, its initial capital must be €300,000.(For more information regarding the AIFM Law,See F., infra.)E. PRIVATE WEALTH MANAGEMENTCOMPANYThe Luxembourg vehicle known as a privatewealth management company (société degestion de patrimoine familial), or “SPF,” wasintroduced into Luxembourg law in May of 2007in order to replace the 1929 holding company,which regime was repealed as of the end of2010.1. Permitted InvestmentsThe SPF is intended as a tax-efficient entity forthe management of private wealth, whose solepurpose is to acquire, hold, manage, anddispose of financial instruments, cash, and otherassets, but without carrying out a commercialactivity.An SPF may hold participations in other entities,provided that it is not involved in or interferes intheir management. Furthermore, an SPF maynot hold real estate directly, but it may hold realestate indirectly through a fiscally-opaquesubsidiary.An SPF is not required to entrust its assets to acustodian.2. Lending TransactionsAn SPF may borrow funds, and, in this respect,is not subject to a specific maximum debt ratio.The amount of debt, however, may have animpact on its fiscal status (see below“Taxation”). An SPF may not engage inremunerated lending, regardless of whether theentity to whom it lends is an affiliate company. Itmay, however, make advances and provideguarantees to an affiliate company as anancillary activity and without remuneration.10