Scope of Services: Carta Luxembourg - CIV Entity Administration
Per annum pricing will be determined based on your individual CIV structure, needs, and complexities.
Please take note of the client deliverables and related timelines outlined below, as they will impact service and turnaround by the Carta team. We look forward to your continued partnership.
I. Accounting Function
CIV Entity
Local GAAP (LuxGAAP), International Financial Reporting Standards (IFRS) or U.S. GAAP Reporting
The following statements will be produced by Carta:
Balance sheet
Statement of Operations
Books and Records
Carta will keep safe, update and maintain the accounting books and records for the CIV Entity, as required by Applicable Laws1. You will have easy, read-only access to review the books and records.
For the CIV Entity, Carta will:
Recording and maintaining books of all transactions, if needed
Reconciling of bank accounts on a periodic or annual basis depending on needs
If applicable, provide the valuation of the investment in the fund entity
Necessary documents or information you will provide Carta:2
Fully executed constitutional documentation (the articles of association, limited partnership agreement or management regulations) with list of commitments and carry percentage by investors*
Fully executed subscription packets*
Tax Filings and K-1s (if applicable)
Onboarding data including CRS/FATCA self-cert forms, contact information*
Submit accrual adjustments and invoices
Banking and Payments3
Carta will:
Set up electronic payments for all cash activity as requested
Confirm all CIV Entity expenses are done in accordance with the operating agreements
When applicable, to release payments on your behalf upon approval
You will provide Carta:
Access to the entity’s bank account as required, with the ability to set up payments
Invoices and supporting documents for payments
Wire or other payment instructions and approval
You are responsible for:
Setting up bank accounts, one for each Carta administered entity, with your chosen banking partner
Ensuring accurate user profile setup within the Carta platform
Establishing authorized access to your bank account
Resolving any failed, rejected, returned, or on hold payments due to additional information or documentation needed by your banking partner
These services are subject to the Fund Administration Payment Terms and Conditions located at https://carta.com/legal/terms-agreements/luxembourg-fund-administration-payment-terms-conditions/
Year-end Financial Statements, Filings and Audit
Carta will:
Prepare financial statements including notes to the accounts (if required) in accordance with rules and regulations and accounting principles accepted by the Grand Duchy of Luxembourg
Manage year-end audit (if applicable) as agreed upon between Carta, Client, and auditor (based on the reporting policy stated in the fund entity's legal documents and regulation)
Draft and maintain timeline for all parties involved
Provide books, records, and supporting documentation to auditor and your other providers as applicable
Completion of auditor-provided template for audit confirms; auditor to send and collect from various parties (portfolio companies, banks, legal counsel, etc.)*
Distribute audit report and K-1s generated by your auditor and tax provider, respectively, through the Carta platform
Necessary documents or information you will provide Carta:2
Deliverables in accordance with agreed-upon timeline
Execution of the engagement letters, audit representation letter, audit confirmations, and tax returns with executed copies to Carta as applicable
Collection of financials and other valuation support of the underlying fund entity
II. Registrar Services
Investors register services
Carta will:
Prepare and maintain the investors register
Perform AML procedures with respect to current and prospective investors
Maintain investor static data
You will:
KYC documents collected from investors
Fully executed constitutional documents with list of commitments and carry percentage by investors
Fully executed subscription packets
Investor AEOIs, W-8s, W-9s, or other up to date tax and contact information*
Distributions
Carta will:
Perform distributions in line with commitments and carry percentage by investors
Send notifications to investors to update their wire instructions on the Carta platform
Draft and publish distribution notices through Carta platform
Set up distribution wires in your bank account as approved
You will:2
Provide the amount to be distributed and provide final sign-off on calculations.
* If you have purchased Fund Administration services, we will already have this information.
To discuss any services that are outside of the scope addressed above, please talk to your Carta representative.
1 ‘Applicable Laws’ means the applicable laws and regulations of the Grand Duchy of Luxembourg or abroad, including, for the avoidance of doubt, the Commission de Surveillance du Secteur Financier and other regulatory authorities' circulars, guidelines or instructions.
2 Additional documentation or information may be required by Carta as circumstances warrant. Client’s failure to meet required timelines for documentation may result in delay of delivery by Carta of any deliverables reliant on such client inputs.
3 Change in banking partner may result in a fee adjustment.
