Frequently Asked Questions

Capital-Hill Securities S.à r.l. is a Luxembourg-based multi-compartment securitisation vehicle (SPV) incorporated under the Securitisation Law of 22 March 2004 (RCS B288440). It provides issuance services (actively managed certificates, ETNs, tracker certificates and asset-backed notes) to family offices, institutions and professional investors.

A pre-IPO note is a security issued by a dedicated compartment that acquires or references shares in a late-stage private company ahead of a potential listing. Professional investors gain exposure through a clearable instrument with its own European ISIN, held in their existing custody account, without direct cap-table entry or subscription negotiations with the target company.

Each transaction is housed in a dedicated compartment. Under Luxembourg law, the assets and liabilities of each compartment are ring-fenced: creditors of one compartment have no recourse to the assets of another. Combined with the orphan ownership structure, this makes each issuance bankruptcy-remote.

Capital-Hill is held through a Dutch Stichting (orphan structure), meaning the platform is not owned by its originators or investors. This is standard practice for bankruptcy-remote issuance vehicles.

Products are reserved for professional and institutional investors within the meaning of MiFID II and equivalent regimes. They are not offered to retail investors.

Notes are issued with European ISINs, with pricing contributed to a dedicated Bloomberg page by a defined calculation agent, and can be listed on major European venues (MTF).

The Luxembourg Securitisation Law permits an extremely wide range of underlyings: listed and private equity, debt, real estate, funds, commodities exposure, digital assets, pre-IPO positions and other alternative assets, subject to structuring and eligibility review.

A fund requires its own legal entity, governance, NAV infrastructure and, in most cases, a regulated manager, with months of setup and significant fixed running costs. A securitised note achieves bankable, ISIN-bearing exposure through an existing platform: the compartment is opened for your transaction, the note is issued under documentation that already exists, and lifecycle administration is handled at platform level. Depending on the structure and management model, certain product types may require the involvement of an authorised manager, and this is assessed case by case during structuring.

It depends on the underlying, the documentation and the distribution setup, so the timeline is agreed case by case and confirmed with the term sheet. What is quick is the issuance mechanics: once the terms are settled, obtaining the European ISIN and setting up clearing takes a matter of days rather than weeks, because the notes are issued under an existing programme.

As a securitisation vehicle that does not issue securities to the public on a continuous basis, Capital-Hill is not subject to CSSF prudential supervision, in line with the standard regime under the 2004 Law. Each compartment is audited by a regulated audit firm, and regulated parties (paying agent, calculation agent) act on each issuance.

The platform works with an established network including a major private bank as paying agent, an international law firm as legal counsel, a Luxembourg audit firm, and a defined calculation agent responsible for the Bloomberg pricing contribution.

An AMC is a securitised note whose underlying portfolio is managed on a discretionary basis by an appointed manager according to a predefined strategy. Investors gain exposure through a single security with its own ISIN, without setting up a fund. On our platform, this function is delivered by issuing ETNs on baskets of financial instruments whose composition can be adjusted over time within predefined guidelines.