Scope of Services: Carta Luxembourg - Registrar/Transfer Agency
Per annum pricing will be determined based on your individual fund 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.
The services are available for Alternative Investment Funds in Luxembourg in the form of:
Unregulated SCSp/SCS/SCA
Reserved Alternative Investment Fund (RAIF)
Investment companies in risk capital (SICAR)
Specialised Investment Funds (SIF)
Investors register services
Carta will:
Prepare and maintain the Investors register
Maintain investor static data
Perform AML procedures with respect to Investors and prospective investors
Enter on the register every allotment, issue, transfer, conversion, redemption and/or purchase of interests along with the names and addresses of each Investor and the number of interests in each class held by such Investor
Make the register available for inspection and supply copies of the register, in accordance with the instructions from authorized persons of the Fund Entity
During Carta's business hours: Permit the auditor, the NAV calculator services provider (if applicable), and any duly appointed agent or representative of the Fund Entity to inspect the register and any other Fund Entity records required by this engagement to be kept by Carta
Necessary documents or information you will provide Carta:1
KYC documents collected from investors.
Fully executed constitutional documents with list of commitments and carry percentage by member
Fully executed subscription packets
Fully executed side letters (if applicable)
Investor AEOIs, W-8s, W-9s, or other up to date tax and contact information
Information about disregarded entities
Capital Calls
Carta will:
Provide high level cash projections to understand cash needs
Add new investors to the Carta platform and issue the initial capital call notice upon your execution of the subscription agreement
Execute on your post initial capital call requests
The following are available on Carta platform:
Calculation by investor, letter preparation and distribution of capital call notices to investors
Tracking receipts of payments
Follow-ups with Investors post-due date
You will:
Submit and approve capital requests through the Carta platform
Provide a percentage or dollar amount to be called and other required information
Provide potential investments and realizations for cash projections
Notify Carta of commitment or carry percentage changes by member
Application of Equalisation Interest
Carta will apply Equalisation Interest to future capital calls or distributions (as specified by the Client)
You will:
Provide interest waivers via side letters (if applicable)
Distributions
Carta will:
Perform waterfall calculations in accordance with the constitutional document
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:1
Provide the amount to be distributed and provide final sign-off on calculations.
Investor information and communications
Investors will be responsible for updating their information, including maintaining investor contact preferences, wire instructions, and other requested information on the Carta platform.
All communications will be on the Carta platform, which will serve as the communication repository for communications like capital calls, distributions, periodic and annual reports, investor update letters, tax documents, etc.
Carta will assist with providing you answers to LP questions related to fund information (such as queries on NAV, commitment, etc) on the Carta platform.
To discuss any services that are outside of the scope addressed above, please talk to your Carta representative.
1 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.
