Scope of Services: Carta Luxembourg - GP/Holding entity Accounting
Per annum pricing will be determined based on your individual entity 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.
Accounting Function
GP/Holding Entity (Entity)
Local GAAP (LuxGAAP)
The following statements will be produced by Carta:
Balance sheet
Statement of Operations
Schedule of Investments (SOI) (if applicable)
Books and Records
Carta will keep safe, update and maintain the accounting books and records for the Entity, as required by Applicable Laws1. You will have easy, read-only access to review the books and records.
For the Entity, Carta will:
Maintain and update the SOI on the Carta platform (if applicable)
Update valuations at quarter-end, or on a less frequent basis (semi-annual or annual) (if applicable for holding entity)
Recording and maintaining books of all transactions
Reconciling of bank accounts on an annual or periodic basis
Reconciling of inter-company accounts on an annual or periodic basis (if applicable)
Maintain loan and interest workings on an annual or periodic basis (if applicable)
Tax / VAT reconciliation on an annual or periodic basis (if applicable)
Provide annual reporting or periodic files
Necessary documents or information you will provide Carta:2
Fully executed constitutional documentation of the Entity
Tax Filings (if applicable)
Submit accrual adjustments and invoices in accordance with Entity’s financial reporting policy
Submit prices per share and/or ending valuation of ownership for updated valuation (requires finalized supporting documentation consistent with industry standards) (if applicable)
Bank statements of the Entity, unless Carta has access to the bank account
Investment documentation, loan agreements and other relevant legal documents
Transfer pricing reports (if applicable)
Board/Shareholders resolutions and minutes of meetings, unless Carta already performs Corporate Secretarial services.
Banking and Payments3
Carta will:
Set up electronic payments for all cash activity as requested
Confirm all Entity’s expenses (including management fee calculations) 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 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
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 generated by your auditor 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 for portfolio companies (if applicable)
Industry and geography details as well as updated contact info for all portfolio holdings (if applicable)
Entity’s valuation policy and valuation support to substantiate any discretionary valuation adjustments or approaches consistent with industry standards (if applicable)
Collected capitalization tables and annual financial statements for portfolio companies (if applicable)
Carta can assist with the following additional services, subject to additional fees:
Regulatory
CSSF/BCL Filings
Carta will:
Prepare annual and periodic regulatory reporting as required by the BCL and CSSF
Necessary documents or information you will provide Carta:
Any necessary financial data required in order to prepare the regulatory filings
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.
