Market · Funds talent
AIFMD depositary and fund-structuring lawyers.
A dated EU reform, two product factories and a depositary function that does not travel as a passport. Read the work, the hubs and the hiring logic — without treating ‘funds lawyer’ as one interchangeable seat.
Is this a regulatory year — or a hireable practice?
Pick the lens that matches your brief. AIFMD II is a dated work programme. Depositary and fund-structuring counsel are not the same seat. The scarcity is real for the dual-skilled mid-level; it is not a blank cheque for every funds CV.
National application of Directive (EU) 2024/927 is the start of re-papering, not the end of it. Reporting follows in 2027; some Level 2 detail is delayed until after October 2027. Multi-year counsel demand.
Demand is strongest for mid-levels who already own a vehicle or a depositary file — and for counsel who can read AIFMD II into a live Luxembourg or Irish product. Every structural driver is laid out below.
- 16 Apr 2026
- AIFMD II national applicationReporting deferred to April 2027
- Directive (EU) 2024/927; Skadden 2026
- €8.61T
- Luxembourg UCITS + AIF assets (Apr 2026)CSSF-supervised UCIs €6.63T in May 2026
- ALFI / CSSF / BCL
- 15–20%
- Projected rise in fund-governance demandValuers, liquidity and compliance roles
- ALFI via KiTalent, Mar 2026
- 211
- Authorised ELTIFs in the EU (Jul 2025)124 domiciled in Luxembourg; ~€34bn AUM end-2025
- ALFI; EFAMA / Scope 2026
The directive created product law. The pipeline still trains generalists.
AIFMD II is not a circular you file and forget. It turns loan funds, liquidity tools and depositary access into documented EU product — and the talent market is still organised around ‘funds’ as a single word.
For a decade, European alternative-fund legal work split, in practice, along two quiet lines. One desk built the vehicle: the RAIF or QIAIF, the partnership wrapper, the offering and the side letters. The other desk documented the depositary — the independent function that safekeeps assets, monitors cash and oversees the AIFM. Sponsors treated both as plumbing. Every live AIF still needs a vehicle and a depositary. AIFMD II made both of those files longer. Applied from 16 April 2026, the amending directive turns that plumbing into a multi-year legal programme.
The official text is not vague about why. Recital 3 of Directive (EU) 2024/927 records an EU AIF market of EUR 6.8 trillion in net asset value at the end of 2022, more than EUR 250 billion of private credit extended to Union businesses, and growth of more than 15 percent between 2020 and 2022. Those are official, dated figures, not a 2026 census. They are still the Commission’s own reason for harmonising loan origination, tightening delegation oversight, opening a narrow path to cross-border depositaries and forcing open-ended funds onto a common liquidity-tool list.
Legal demand follows the text. Every loan-originating AIF needs policies, leverage arithmetic and retention analysis that did not exist as a single EU product law before. Every open-ended AIF needs at least two liquidity tools written into its constitution and explained to investors. Every AIFM needs to show two full-time, EU-resident people conducting the business, and a delegation map the supervisor can read. Every depositary appointment now has to be checked against a Member-State option that Luxembourg cannot use inbound and some smaller markets can. That is counsel hours. It is also a hiring problem, because the people who can do that work sit in a small number of seats and take years to train.
This piece is a talent-market read, not a substitution for a Blackline of the directive. It sets out the reforms that actually consume hours, the difference between depositary and formation work, the product stack, why supply stays thin, the hubs, and how firms and candidates should act. Treat AUM figures as official or industry statistics as of the month cited. Treat compensation anecdotes as directional and narrowly sourced. No vacancy-to-candidate ratio is published for this specialism, and this article does not invent one.
Product law harmonisedTraining pipeline lagged
Loan origination as an EU product; mandatory LMT selection; a two-person substance rule; a narrow depositary derogation; CSD visibility in the custody chain; a 2027 reporting lift.
Mint mid-levels who already negotiate depositary liability, close a RAIF or QIAIF unsupervised, and write a loan-origination policy in the same week. That stock is still training-shaped.
Every live AIF still needs a vehicle and a depositary. AIFMD II made both of those files longer.
The six workstreams that actually consume counsel hours.
AIFMD II is a targeted amendment, not a repeal. The hiring conversation should follow the workstreams, not the acronym.
Directive (EU) 2024/927 was adopted on 13 March 2024, published in the Official Journal on 26 March 2024, and given a two-year transposition clock that expired on 16 April 2026. Luxembourg completed that clock with Bill of Law n° 8628, adopted on 12 February 2026 and in force on the directive date, with reporting deferred to April 2027 (Debevoise). Ireland wrote the same package into a revised AIF Rulebook effective 5 May 2026 (Ogier; A&L Goodbody). CMS’s May 2026 implementation table still showed several Member States running late or on draft texts — which is itself a reason to keep jurisdiction-specific counsel, not a reason to pause hiring.
Two timing caveats matter for staffing, and neither is a stay. Jones Day noted in December 2025 that the Commission adopted LMT regulatory technical standards on 18 November 2025, with compliance not mandatory until 16 April 2027. Skadden, writing on application day, recorded the Commission’s October 2025 decision to delay a wider set of non-essential Level 2 acts until after 1 October 2027, including the detailed RTS that would tell supervisors how to test an open-ended loan-originating AIF. Level 1 still applies. National options still differ. The files are live.
| Workstream | What changed | Hours that follow | Talent signal |
|---|---|---|---|
| Loan-originating AIFs | First EU-wide product framework: originate-to-distribute ban, ≥5% risk retention, 175%/300% leverage caps, credit policies, closed-ended preference | Policies, LPA and PPM re-cuts, borrower restrictions, grandfathering files | Credit-funds specialists; scarce crossover with depositary |
| Liquidity management tools | Open-ended AIFs must select at least two tools from a harmonised list; suspension and side-pocket powers sit alongside | Tool selection memos, constitutional amendments, investor disclosure, activation protocols | Evergreen / wealth-wrapper fluency |
| Depositary and custody | Optional cross-border appointment in thin markets; CSDs brought into the custody chain; information-flow duties | Appointment options, depositary agreements, CSD/sub-custody maps, change-of-depositary | True depositary counsel remains thin |
| Delegation and substance | Two full-time EU-resident conductors of the business; deeper delegation reporting and monitoring | Programme-of-activities updates, delegation registers, CSSF/CBI filings | AIFM licensing and substance lawyers |
| Reporting and disclosure | Broader supervisory reporting; fee, LMT and loan-portfolio disclosures to investors; reporting from 2027 | Template gap analyses, side-letter and PPM alignment | Regulatory-reporting adjacent, not a substitute for product counsel |
| Third-country / NPPR | AML high-risk and EU tax-list conditions replace the older FATF-only screen | Non-EU AIFM marketing maps, depositary third-country checks | US-sponsor / London arranging overlay |
Loan origination, in the numbers the text actually uses
A loan-originating AIF is, in the implementing conversation, an AIF whose strategy is mainly to originate loans or whose originated loans represent at least 50 percent of NAV (Debevoise, describing the Luxembourg transposition). The directive then imposes a closed-ended preference; commitment-method leverage caps of 175 percent of NAV for open-ended structures and 300 percent for closed-ended ones; a prohibition on originating solely to sell; and a requirement to retain at least 5 percent of the notional value of a loan that is later transferred, subject to stated exceptions. Transitional relief exists for vehicles established before 15 April 2024. Ireland used the same moment to delete its domestic loan-origination QIAIF category and fold credit funds into the harmonised EU rules (Ogier).
That is why private-credit product lawyers and depositary lawyers now share a file. A loan book changes the depositary’s cash-monitoring and asset-verification work as much as it changes the LPA. Hiring only a leveraged-finance lateral, or only a vanilla PE funds associate, leaves half the directive on the floor. The adjacent private-credit, funds and PE partner-demand map is the client-system view of the same stack.
What the depositary lawyer actually documents.
AIFMD never made the depositary optional. AIFMD II made the appointment geography slightly more flexible — and the custody chain slightly more visible. That is a specialist file.
Under the original AIFMD, every AIF must appoint a single depositary. The statutory duties are still the ones laterals have to be able to explain without notes: safekeeping of custodial assets and verification of other assets; cash-flow monitoring; and oversight of subscriptions and redemptions, valuation, income and compliance with the fund rules. Eligible depositaries are, in the main, credit institutions, investment firms and, in some Member States, specialised depositary companies. The function is independent of the AIFM. Liability for loss of financial instruments held in custody is the clause that still takes the longest to negotiate.
AIFMD II did not rewrite that core. It did two more specific things. First, it tried to ease concentrated markets that lack a competitive supply of depositary services by letting Member States permit, case by case and with prior approval, the appointment of a depositary established in another Member State. Debevoise records the practical limit: the derogation is not available where the domestic depositary market exceeds a EUR 50 billion threshold. Luxembourg sits above it, so a Luxembourg AIF still appoints a Luxembourg depositary. A Luxembourg depositary may act for a foreign AIF if that AIF’s home state has switched the option on. CMS’s May 2026 table puts the Netherlands in the “permitted, AFM approval” column and Austria in the “no foreign depositary for domestic AIFs” column. That is option mapping, not a passport. AIFMD II did not passport the depositary. It opened a narrow door, and Luxembourg does not stand on the inbound side of it.
Second, the amending directive brings central securities depositories into the custody chain so that information still flows when a CSD holds the asset, and it relieves the depositary of ex-ante due diligence where custody is delegated to a CSD. Those sound like back-office tweaks. They are counsel hours on operating memoranda, sub-custody maps and liability schedules.
- Depositary agreement and liability schedule
- AIFM–depositary operating memorandum
- Cash-monitoring and subscription/redemption procedures
- Sub-custody and CSD information-flow map
- Cross-border appointment file (where the option exists)
- Change-of-depositary and novation mechanics
- CSSF / CBI notifications and fitness supporting papers
Depositary work also sits next to fund-finance closings. Almost every large subscription or NAV facility still needs domicile counsel on capacity, perfection and opinions — a point our fund-finance talent map treats as structural, not cosmetic. A lawyer who can speak both the depositary agreement and the facility opinion is uncommon, and that uncommonness is exactly what platform builds are trying to buy.
AIFMD II did not passport the depositary. It opened a narrow door, and Luxembourg does not stand on the inbound side of it.
The vehicles that turn the directive into billable files.
AIFMD is a manager directive. The hours still attach to products. Hire against the wrapper you actually sell.
AIFMD regulates the AIFM. Clients buy vehicles. The 2025–2026 wave is not “more funds law” in the abstract. It is RAIFs and SCSps being re-cut for loan origination, QIAIFs coming off a retired Irish L-QIAIF silo, ELTIF 2.0 overlays being dropped onto private-asset strategies, and open-ended or evergreen sleeves that now have to name at least two liquidity tools.
ELTIF 2.0 — Regulation (EU) 2023/606 — applied from 10 January 2024. ALFI, reading the ESMA register as of July 2025, counted 211 authorised ELTIFs in the EU, 124 of them domiciled in Luxembourg, close to 60 percent of the stock. EFAMA, citing Scope Fund Analysis (16 April 2026), put ELTIF assets at about EUR 34 billion at the end of 2025, up 55 percent year on year, and reported that the number of ELTIFs had doubled since the reform, with 56 managers launching one for the first time. Those are still small numbers next to the multi-trillion domicile stocks. They are disproportionately heavy on legal hours, because retail-accessible private assets pull depositary oversight, liquidity architecture and distribution documentation into the same closing.
| Vehicle | When it is used | Depositary consequence | Talent signal |
|---|---|---|---|
| Luxembourg RAIF | Speed-to-market AIF; no CSSF product approval; must appoint an authorised AIFM | Luxembourg depositary mandatory | Volume formation product; mid-level execution scarce |
| Luxembourg SIF / SICAR / Part II | CSSF-supervised product; retail-adjacent or specialised strategies; longer approval path | Luxembourg depositary; heavier oversight file | Supervised-product specialists |
| Luxembourg SCSp / SCS | Partnership wrapper under or beside a RAIF/SIF; PE and private-credit default | Where the vehicle is an AIF, depositary still attaches | Partnership + tax overlay |
| Irish QIAIF / ICAV | CBI-authorised professional AIF; 24-hour QIAIF path; AIFMD II now replaces the old L-QIAIF silo | Irish depositary; CBI pre-clearance of the service providers | English-language product factory |
| ELTIF (2.0 overlay) | Long-term / retail-accessible wrapper on an AIF; passport to professional and retail investors | Home-state depositary of the AIF; extra ELTIF portfolio and liquidity rules | Wealth-channel premium skill |
| German KAGB Sondervermögen | BaFin-supervised German AIF; industrial and mid-market credit adjacency | German Verwahrstelle; no open LME-style auction | Structural, language-gated |
Six structural reasons the bench stays short.
Scarcity here is not a vibe. It is a calendar problem, a dual-desk problem and a substance problem at once.
A dated, multi-year work wave
16 April 2026 is the application date, not the end of the file. Reporting lands in 2027. Some Level 2 detail is delayed until after October 2027. Re-papering, policies and depositary updates run for years.
Dual desk, not one label
The scarce profile combines fund-vehicle architecture with depositary, AIFM-substance and loan-origination literacy. Pure M&A, banking or even vanilla PE laterals still need a product curriculum.
Substance is a geographic filter
AIFMD II requires at least two full-time, EU-resident persons to conduct the AIFM’s business. CSSF and CBI substance practice keeps core control functions on the ground. The commuter pool shrinks.
Fit-and-proper clocks
Control-function and conducting-officer approvals are not start-date events. Recruiter research puts CSSF business-card processes in a four-to-six-month band — a hiring constraint no signing bonus can compress.
Languages and local forms
Luxembourg files still move in English plus French and often German. Ireland is English-first but CBI rulebook-specific. A monolingual funds CV is only a partial substitute in the product factories.
Ready-now hiring bias
Platforms buying Luxembourg or Dublin capacity want lawyers who have already closed RAIFs, QIAIFs, depositary appointments or loan-fund policies. The training pyramid is slower than the directive calendar.
Recruiter research on the Luxembourg governance market is one of the few published attempts to put numbers on the adjacent pool. KiTalent, in March 2026, reported an ALFI impact assessment projecting a 15 to 20 percent increase in demand for independent fund-governance professionals — independent valuers, liquidity-management and compliance roles — as a consequence of AIFMD II. The same note puts CSSF control-function approvals in a four-to-six-month band and describes a market in which physical-presence rules have reduced the historic commuter supplement from Trier, Metz and Arlon. Those are governance and compliance figures, not a headcount of funds partners. They still matter, because funds practices hire from the same bilingual, substance-eligible, fit-and-proper-cleared pool.
Substance rules filter the pool. Fit-and-proper clocks slow the refill. The directive calendar does not wait for either.
Compensation colour should stay in its lane. The 50 to 100 percent signing-bonus band that circulates in Luxembourg commentary attaches, in the same KiTalent note, to Pillar Two tax specialists, not to depositary counsel as a class. Treat it as a scarcity signal in an adjacent technical seat. This article asserts no partner guarantee, no book premium and no vacancy-to-candidate ratio for AIFMD lawyers.
Substance rules filter the pool. Fit-and-proper clocks slow the refill. The directive calendar does not wait for either.
Hubs that multiply counsel demand.
AIFMD product work is multi-office by design. Domicile counsel and arranging counsel travel together on any book that is actually used.
Luxembourg
EU domicile and depositary factory. Combined UCITS and AIF assets about EUR 8.61 trillion in April 2026. No inbound depositary derogation. Substance and language filter the pool.
Dublin
English-language QIAIF, ICAV and ELTIF platform. Irish-domiciled funds above EUR 5.6 trillion at end-2025. AIF Rulebook aligned to AIFMD II from 5 May 2026.
London
Arranging, sponsor-counsel and cross-border books that feed Lux and Irish vehicles. UK AIFM reform is on a separate, more flexible track — divergence is now a diligence topic.
Frankfurt · Paris · Milan
Frankfurt is KAGB and German loan-fund product. Paris and Milan are distribution, local AIFM and ELTIF-adjacent seats rather than open depositary auctions.
Luxembourg is the EU product and depositary factory in the sense that matters for hiring: the vehicles live there, the depositary must live there for a Luxembourg AIF, and CSSF substance keeps conducting officers and control functions on the ground. ALFI’s combined CSSF and BCL reading put Luxembourg-domiciled UCITS and AIF assets at EUR 8,608.606 billion in April 2026, up 16.70 percent over twelve months. CSSF-supervised UCI net assets were EUR 6,634.393 billion at the end of May 2026. The IMF’s 2024 FSAP already described the Grand Duchy as Europe’s largest investment-fund domicile by assets and the second-largest globally, with fund assets around eighty times GDP. Those are structural facts about a market, not a marketing line.
Public laterals news is a capacity signal, not a league table. Simpson Thacher announced a Luxembourg office on 27 November 2024 and hired a three-partner funds team to sit it. Law.com International, in July 2026, treated subsequent US-firm office openings in the city as evidence that the local bar is funds-weighted in the way Brussels is competition-weighted. Read that as demand for people who can already close Luxembourg product — not as a scoreboard.
Dublin is the English-language counterpart. Ogier, citing Irish Funds, put Irish-domiciled investment-fund assets above EUR 5.6 trillion at 31 December 2025, up 39 percent in twenty-four months, and noted 1,007 promoters using Ireland to domicile or service funds. The 5 May 2026 AIF Rulebook is the hiring brief: loan funds now live inside AIFMD II, liquidity tools need to be written down, and a generation of QIAIF documents will be refreshed at the next prospectus cycle rather than in a forced rewrite. QIAIF approval can still be as short as 24 hours once the AIFM, depositary and other parties are pre-cleared (Irish Funds) — which only increases the premium on lawyers who already know the CBI file.
London remains the arranging and sponsor-counsel hub that feeds both factories. Skadden’s April 2026 roundup is the clean reminder that the UK is consulting on a more flexible, NAV-threshold AIFM regime rather than transposing AIFMD II. Divergence is now a diligence topic on any book that still wants both a London advising seat and an EU product. Frankfurt is KAGB, BaFin and German loan-fund architecture. Paris and Milan show up as distribution, local AIFM and ELTIF-adjacent seats. New York appears when a US sponsor needs an EU wrapper next to a ’40 Act or BDC conversation. For a wider private-capital read of the same geography, see the partner-demand cluster piece.
Firm briefs and candidate paths — same market, different levers.
Hiring partners should buy a desk and a vehicle, not a label. Candidates should own one depositary or one product file they can walk through cold.
Partner demand builds the Luxembourg or Dublin platform. Mid-level demand keeps the RAIFs, QIAIFs, depositary appointments and loan-fund policies closing. Staff-attorney lanes absorb amendment volume; they do not replace structuring talent.
| Factor | What to interrogate | Weighs most for |
|---|---|---|
| Vehicle ownership | Have you closed a RAIF, SIF, SCSp, QIAIF/ICAV or ELTIF as primary drafter — not only a joinder or a side letter? | All mid-levels |
| Depositary file | A negotiated depositary agreement, operating memorandum, liability schedule or change-of-depositary — not only a capacity opinion. | Depositary / funds regulatory |
| Loan-origination literacy | Credit policies, leverage and retention analysis, closed- vs open-ended LO AIF, grandfathering of pre-15 April 2024 books. | Private-credit product |
| LMT / evergreen exposure | Tool selection, constitutional amendments and wealth-channel or ELTIF liquidity architecture. | 2024–2026 books |
| Substance and delegation | Programme of activities, two-person rule, delegation register, CSSF Circular 18/698-style filings or CBI equivalents. | AIFM licensing |
| Languages and seat | English plus French and/or German for Luxembourg; willingness to sit Kirchberg or IFSC rather than commute around the substance test. | Domicile seats |
| Side of the table | Sponsor/AIFM, depositary bank, or both. Dual-sided is a premium on platform builds. | Platform fit |
Capacity risk is product-shaped: AIFMD II re-papering plus new loan-fund and ELTIF flow, against a thin dual-desk mid-level stock in two substance-gated cities.
- Write a skills matrix, not only years of PQE. Vehicle types, depositary vs AIFM vs sponsor side, loan-origination, LMTs, languages, seat.
- Decide which desk you are hiring. A formation partner does not automatically own the depositary file. A depositary specialist does not automatically close a RAIF/SCSp stack.
- Plant seats where the vehicles live. Luxembourg for EU product and depositary; Dublin for English-language QIAIF/ELTIF; London for arranging; Frankfurt when the book is KAGB.
- Budget the approval clock. Fit-and-proper and conducting-officer processes run in months. A start date is not a billing date.
- For sponsor GCs: internalise ordinary amendments when volume justifies it; keep external counsel for first-of-kind loan-origination policies, ELTIF overlays and depositary switches.
The market pays for a file you can walk through — a vehicle, a depositary appointment, a loan-fund policy — not for a lifetime of side-letter clean-up alone.
- Own one primary closing. A RAIF, QIAIF, SCSp or ELTIF you drafted beats a long list of “assisted on”.
- Collect one depositary workstream. Appointment, operating memorandum or change-of-depositary. That single file separates a 2026 book from a generic funds CV.
- Learn the loan-origination arithmetic. 175/300 leverage, 5 percent retention, closed-ended preference, grandfathering. Private credit is no longer a local overlay.
- Treat languages and seat as part of the skill. Luxembourg substance is not a remote-work product. Dublin is more mobile but still CBI-specific.
- Explore quietly. A specialist search that works no-names first and never circulates materials without consent protects the seat while you test fit. See our lateral-move decision guide.
- Q1 Is the need formation, depositary, AIFM substance, or loan-fund product — or a named combination? If you only have “AIFMD lawyer, 5 years” → you will overpay for a label.
- Q2 Can you name the vehicles and the seat (RAIF/SCSp in Luxembourg, QIAIF in Dublin, KAGB in Frankfurt)? If the seat is “Europe, remote” → substance rules will fail the hire after the offer.
- Q3 Does at least one shortlisted lawyer already own a closing or a depositary file you can diligence? If every CV is adjacent → budget a supervised ramp; do not staff a live re-papering programme on hope.
- → All three clear? Run a targeted, confidential search — and train behind the people you buy.
Common questions about AIFMD depositary and fund-structuring lawyers
What changed on 16 April 2026 for AIFMD depositary and fund-structuring lawyers?
That date is the Member-State application deadline for Directive (EU) 2024/927 (AIFMD II), which amends AIFMD and the UCITS Directive on delegation, liquidity tools, supervisory reporting, depositary and custody services, and loan origination. The legal work is not a single filing. It is a multi-year programme of product re-papering, depositary-agreement updates, loan-origination policy builds, liquidity-tool selection and disclosure, and substance documentation. Enhanced reporting is deferred to April 2027. Certain non-essential Level 2 measures have been delayed until after 1 October 2027, so national texts still need to be read jurisdiction by jurisdiction.
How is depositary counsel different from a fund-formation lawyer?
Fund-formation counsel designs the vehicle — RAIF, SIF, Part II, SICAV, SCSp, ICAV, QIAIF, ELTIF overlay — and the LPA, offering and side-letter stack. Depositary counsel documents the independent safekeeping, cash-monitoring and oversight function that AIFMD requires every AIF to appoint: the depositary agreement, operating memoranda, liability allocation, sub-custody chains (including CSDs after AIFMD II), cash-flow procedures and change-of-depositary projects. The two desks meet on every live AIF. They are not substitutes. A formation partner who has never negotiated a depositary liability clause still needs ramp time; a depositary specialist who has never closed a RAIF/SCSp stack is only a partial fit for a product-factory mandate.
Did AIFMD II create a depositary passport?
No. It created a narrow, optional derogation for Member States whose domestic depositary market is thin (the eligibility test is framed around a EUR 50 billion threshold). An AIF in such a market may, with prior approval, appoint a depositary in another Member State. Luxembourg’s depositary market sits above that threshold, so Luxembourg AIFs still appoint a Luxembourg depositary. Luxembourg depositaries may, however, act for a non-domestic AIF where that AIF’s home state has switched the option on. The Netherlands has permitted cross-border appointments subject to AFM approval. Austria has not. The legal work is therefore option-mapping and appointment files — not a general passport.
Which hubs actually hire AIFMD depositary and fund-structuring lawyers?
Luxembourg is the EU product and depositary factory: RAIF/SIF/SCSp stacks, CSSF substance, and a depositary market that cannot use the inbound derogation. Combined UCITS and AIF assets there reached about EUR 8.61 trillion in April 2026 (ALFI, combining CSSF and BCL). Dublin is the English-language QIAIF/ICAV and ELTIF platform; Irish-domiciled funds stood above EUR 5.6 trillion at end-2025 (Ogier, citing Irish Funds). London remains the arranging and sponsor-counsel hub that feeds both domiciles. Frankfurt is KAGB / BaFin and German loan-fund product. Paris, Milan and Amsterdam are secondary product and distribution seats. New York appears when a US sponsor needs EU wrappers next to ’40 Act or BDC product.
Is the talent shortage real, or just a busy regulatory year?
Both can be true at once. The product and regulatory wave is dated and sourced. The scarcity is structural: bilingual or trilingual drafting, CSSF or CBI fit-and-proper processes that KiTalent puts at four to six months for control-function approvals, physical-presence substance rules that shrink the commuter pool, and a training funnel that still produces more general corporate or banking lawyers than lawyers who can close a depositary agreement and a loan-originating RAIF. An ALFI impact assessment, as reported by KiTalent in March 2026, projected a 15–20 percent rise in demand for independent fund-governance professionals (valuers, liquidity-management and compliance roles) tied to AIFMD II. That is a governance-headcount signal, not a lawyer census — but it lands on the same constrained local pool that funds practices hire from.
What should a firm or a candidate actually do?
Firms should write a skills matrix, not a years-of-PQE line: vehicle types closed, depositary vs AIFM vs sponsor side, loan-origination and LMT exposure, languages, and willingness to sit Luxembourg or Dublin. Candidates should collect one closed depositary or change-of-depositary file and one AIFMD II re-papering or loan-fund workstream, and decide whether they are a domicile product lawyer or a London/New York arranging lawyer who needs a domicile partner. Explore on a no-names basis. A higher headline package in a seat that cannot staff CSSF substance, or that has no depositary relationships, is not a better platform.
Every external figure on this page has a source.
Directive dates and statutory mechanics come from EUR-Lex and national transpositions. Domicile AUM figures are official or industry statistics as of the month cited. Talent-pool colour is attributed recruiter research, not a census.
Sources & further reading
23 references- EUR-Lex — Directive (EU) 2024/927 (AIFMD II), 13 March 2024 eur-lex.europa.eu ↗
- Skadden — AIFMD II Roundup: Key Reforms, EU Implementation and the UK Alternative (16 April 2026) skadden.com ↗
- Jones Day — AIFMD II Implementation: The Final Countdown (December 2025) jonesday.com ↗
- Debevoise — Luxembourg Proceeds with AIFMD II Implementation (Bill 8628, 4 March 2026) debevoise.com ↗
- CMS — AIFMD II Implementation across jurisdictions (28 May 2026) cms.law ↗
- Chambers — 16 April 2026: AIFMD II Finally Takes Effect (5 May 2026) chambers.com ↗
- Norton Rose Fulbright / Regulation Tomorrow — New obligations from 16 April 2026 regulationtomorrow.com ↗
- ALFI — Luxembourg fund market statistics (combined CSSF/BCL AuM, April–May 2026) alfi.lu ↗
- ALFI — ELTIF page (211 EU ELTIFs, 124 Luxembourg, July 2025; ELTIF 2.0 applied 10 January 2024) alfi.lu ↗
- EFAMA — Updated ELTIF 2.0 publication (23 June 2026; ~EUR 34bn AUM end-2025, citing Scope 16 April 2026) efama.org ↗
- Ogier — Central Bank of Ireland AIF Rulebook overhaul (11 May 2026; >EUR 5.6tn Irish funds AUM) ogier.com ↗
- A&L Goodbody — Ireland implements AIFMD II; revised AIF Rulebook (8 May 2026) algoodbody.com ↗
- Irish Funds — Fund types and legal structures (QIAIF; AIF Rulebook) irishfunds.ie ↗
- Central Bank of Ireland — Introduction to AIFs centralbank.ie ↗
- KiTalent — Luxembourg’s Legal and Fund Governance Sector in 2026 (March 2026; ALFI 15–20% citation) kitalent.com ↗
- Simpson Thacher — Luxembourg office and funds partner trio (27 November 2024) stblaw.com ↗
- Law.com International — New HSF Kramer and Simpson Thacher Luxembourg offices (20 July 2026) law.com ↗
- AIMA — Loan origination funds: from AIFMD II to Luxembourg bill 8628 (24 November 2025) aima.org ↗
- IMF — Luxembourg FSAP: investment-fund industry scale (2024) elibrary.imf.org ↗
- CSSF — Investment fund industry statistics cssf.lu ↗
- Sartori & Partners — Private Credit, Funds and PE: The Practices Driving Partner Demand ↗
- Sartori & Partners — Fund Finance and Subscription-Line Counsel: Demand Outstrips Supply ↗
- Sartori & Partners — Capital Solutions: Buzzword or New Legal Practice? ↗
AUM figures mix official CSSF/BCL/ALFI statistics, Irish Funds figures as cited by counsel, and the directive’s own end-2022 recital. ELTIF counts and AUM come from ALFI (ESMA register) and EFAMA (Scope). The 15–20 percent governance-demand band is an ALFI impact assessment as reported by KiTalent, not a lawyer-headcount survey. Compensation anecdotes are narrowly sourced to Pillar Two tax laterals. Level 2 timing follows the Commission’s October 2025 de-prioritisation letter as reported by Skadden and Jones Day.
For the client-system view of the same private-capital stack, see Private Credit, Funds and PE and the industry verticals on private credit and private equity. For the adjacent finance-counsel bottleneck, see fund-finance and subscription-line counsel.
Next steps on the funds talent map.
Depositary and fund-structuring work sits next to private credit, PE and fund finance. These pieces extend the map without repeating this article’s angle.
Private Credit, Funds and PE: The Practices Driving Partner Demand
Why private credit, investment funds and private equity hire as one stack — secondaries, AIFMD II and the London–New York–Frankfurt–Luxembourg map.
Read the private-capital stackFund Finance and Subscription-Line Counsel: Demand Outstrips Supply
The adjacent dual-skill bottleneck — sub-line versus NAV, New York, Charlotte, London and the fund domiciles.
Read the fund-finance mapShould You Make a Lateral Move?
A candid framework for lawyers weighing a move — signals, timing, diligence and how to explore without putting your seat at risk.
Weigh a moveA quiet conversation
Building an AIFMD product bench — or weighing a move onto one?
We map depositary counsel and fund-structuring lawyers across Luxembourg, Dublin, London and Frankfurt — and we are just as willing to say a mandate is not ready as to open a search. Confidential, no obligation.