Asset class
Crowdinvesting in Luxembourg
Luxembourg crowdinvesting positions are usually held through a special purpose vehicle registered locally, not directly by the investor. A platform or fiduciary intermediary typically sits between the fundraiser and the investor's name. When payments stop, the first question is not why, but which layer of that chain actually holds the claim you think you have. See the overview of crowdinvesting and platform debt for how this pattern repeats across jurisdictions.
Register and custody layer
Luxembourg SPVs used for crowdinvesting are commonly structured as a société à responsabilité limitée or a société en commandite, recorded at the local trade register. That registration confirms the entity exists. It does not confirm that the investor is listed as a shareholder or lender inside it. Many platforms hold the underlying position through a fiduciary contract or a nominee arrangement, so the investor's name never reaches the company's own register. What decides the claim is whether the register entry, the fiduciary contract, or the platform's internal ledger is the instrument that actually grants rights against the SPV. See the Luxembourg jurisdiction page for how this fits the wider enforcement picture.
The document rarely handed over
Investors typically receive a subscription confirmation and a repayment schedule. They rarely receive the register extract or the fiduciary agreement that defines what the SPV owes the platform, and what the platform in turn owes the investor. That second document is the one that matters once a payment is missed, because it sets out whether the claim runs against the SPV directly or only against the platform as intermediary. Where such a document has to be used outside Luxembourg, apostille legalisation under the 1961 Hague Convention has applied to Luxembourg since 3 June 1979, which affects how the extract or agreement is authenticated for use abroad. The intermediary chain behind crowdinvesting sets out where this document tends to sit.
What belongs in a pre-deal report
A report on a Luxembourg crowdinvesting position should establish, at minimum:
- the SPV's registration status and legal form at the trade register
- whether the investor's position runs through the company's own register or through a fiduciary or nominee contract with the platform
- the custody or account statement covering the period from subscription to the missed payment
- whether any document relied on for enforcement abroad needs apostille legalisation, and whether that step has already been taken
- which body would have to hear a dispute over the position, since the competent authority depends on the applicable procedural rules and the structure actually used
A paid initial assessment reviews the file itself against these points, rather than against the structure described in a platform's marketing materials, and sets out what can and cannot be established before any step is taken on a missed payment.