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2016

AIFMD included in the EEA agreement

Following the Icelandic parliament Alþingi’s vote of approval on 23rd September 2016, the Joint Committee of the European Economic Area (EEA) followed-up on 30th September 2016 with the decision to adopt a package of 31 legal acts relating to the European financial supervisory framework, including the Alternative Investment Fund Managers Directive (AIFMD), with effective date as of 1st October 2016.
 

With the AIFMD included in the EEA agreement between the European Union (EU) and Iceland, Liechtenstein and Norway, the three states join the EU’s single market and consequently its passporting rights for the cross-border management and sale of alternative investment funds (AIFs) by alternative investment asset managers (AIFMs).
 

The parliaments of Liechtenstein (Landtag) and Norway (Stortinget) approved the package in May 2016 and June 2016, respectively.
 

You will find the press release announcing the inclusion of the 31 legal acts in the EEA agreement via this link.

2015

13 October 2015 - ESMA begins to assess Australia, Canada, Japan, the Cayman Islands, the Isle of Man and Bermuda regarding the AIFMD passport extension


In his speech (PDF, 110KB) to the Economic and Monetary Affairs Committee in the European Parliament, Chair of ESMA Steven Maijoor explained the next steps by ESMA regarding the AIFMD passport extension.


First, ESMA will continue its assessment of Hong Kong, Singapore and the United States with the goal to reach a definitive conclusion on the question whether to extend the AIFMD passport to those countries.


Second, ESMA will begin to assess a second group of six non-EU countries, namely Australia, Canada, Japan, the Cayman Islands, the Isle of Man and Bermuda, which were selected using the same criteria as for the first set of advice submitted in July to the European Parliament, the Council and the Commission.


Third, ESMA intends to put in place an extensive framework foreseen by the co-legislators in case the passport is indeed extended to one or more non-EU countries. This element includes making preparations for the significant role ESMA will play in the functioning of the passporting system.

In general, ESMA has also identified certain issues, including divergent approaches across member states with respect to marketing rules, which ESMA is seeking to further harmonize.

1 October 2015 – ESMA updates Q&A on AIFMD


ESMA’s Q&A – ESMA/2015/1490 PDF, 359KB) update concerns following topics:


Depositaries

The amendment clarifies that assets held in sub-custody at any Central Securities Depository (CSD) or third country CSD must fully comply with the set of delegation rules established under Article 21(11) of the AIFMD.

 

10 August 2015 - CSSF updates its FAQ regarding AIFMD in relation to the roles of PDAOFIs, the reporting of non-EU AIFMs to the CSSF and passive marketing

In its 9th FAQ update (PDF, 265 KB) on the application of the AIFMD in Luxembourg, the CSSF clarified:


Compatibility of an AIFM status with that of a credit institution or an investment firm:

The status of a credit institution or an investment firm is not compatible with that of an authorised AIFM. However, credit institutions or investment firms can combine their status with that of a registered AIFM registration under certain conditions.

Role of a Professional Depositaries of Assets Other than Financial Instruments (PDAOFI):

A PDAOFI may be appointed as a depositary for (i) AIFs, which have no redemption rights during five years following the date of an initial investment; or (ii) AIFs, which do not invest in assets that must be held in custody or which invest in non-listed companies in order to eventually acquire control according to their main investment policy;

When a PDAOFI acts as single-depositary, it is also responsible for the safekeeping of financial instruments that can be held in custody. The PDAOFI will have to delegate custody for financial instruments to eligible delegates and ensure that the cash of the AIFs are held with eligible entities.

Reporting of a non- EU AIFM to the CSSF:

A non- EU AIFM has to report to the CSSF only in the case the non-EU AIFM is marketing AIFs to professional investors in Luxembourg and as long as the passport regime is not available to non-EU AIFMs;
A non-EU AIFM that manages both the feeder AIF and the non-EU master AIF, and manages or markets a feeder AIF (whether EU or non-EU) in Luxembourg also has to report to the CSSF for the non-EU master AIF(s) of such feeder, even if the non-EU master AIF is not marketed in the EU.

Initial capital and own funds requirements applicable to AIFMs:

The CSSF clarified that for the own funds calculation, an AIFM that also holds a Chapter 15 ManCo license should consider the value of the portfolio as the sum of the net asset values (NAV) of the managed portfolios (i.e. AIFs, UCITS, and other UCI which do not qualify as AIFs). Investments by AIFs in other AIFs that are managed by the same AIFM shall be excluded from the value of the portfolio;
Similarly, when an external AIFM, which does not hold a Chapter 15 ManCo license assesses its own funds requirement it shall consider the value of the portfolio as the sum of the net asset values (NAV) of the managed portfolios (AIFs only). Investments by AIFs in other AIFs that are managed by the same AIFM shall also be excluded from the value of the portfolio; and
All AIFMs that wish to cover potential professional liability risk by additional own funds shall consider the value of the portfolios of AIFs managed to be sum of the absolute value of all assets of all AIFs managed by the AIFM, including assets acquired through use of leverage and with derivative instruments valued at their market value – including investments by AIFs in other AIFs that are managed by the AIFM.

Reverse solicitation:

The CSSF understands that “marketing” takes place when the AIF, the AIFM or an intermediary acting on their behalf seeks to raise capital by actively making units or shares of an AIF available for purchase to a potential investor. In addition, the CSSF states that when prospective investors can “formally subscribe or commit to subscribe” to shares or units of an AIF through marketing material (e.g. advertising, distribution of AIF documents to prospective investors, road shows and distance marketing) it will consider this as “marketing”;

While a marketing activity should take place on the Luxembourg territory in order to qualify as marketing in Luxembourg - “distance marketing” (e.g. via telephone, website) also qualifies as marketing in Luxembourg. In principle, distance marketing qualifies as marketing in Luxembourg when (i) the investors are domiciled or have their registered office in Luxembourg, and (ii) the relevant materials may be used “to formally subscribe or commit to subscribe” to shares or units of that AIF by the investors;

The term “reverse solicitation” is defined as providing information regarding an AIF to a potential investor following the initiative of that potential investor (or agent of that investor) without any active role by the AIF, its AIFM or an intermediary acting on their behalf. The cumulative components of this definition are: (a) that the investor, an agent of the investor, has approached the AIFM or the AIF on its own initiative with the intention of investing in or receiving information regarding the AIF(s) managed by the AIFM, and (b) that neither the AIFM, nor the AIF or any intermediary acting on their behalf has solicited the investor to invest in the relevant AIF. In remains that the burden of proof of “reverse solicitation” lies with the AIFM.

30 July 2015 – Guernsey, Jersey and Switzerland receive a positive advice for the possible extension of the AIFMD passport


On 30 July ESMA published its advice to the European Council, Parliament and Commission– ESMA/2015/1236 (PDF, 1.36 MB) – on the application of the AIFMD passport to non-EU AIFMs and AIFs and published its opinion – ESMA/2015/1235 (PDF, 886 KB) – on the functioning of the AIFMD EU passport and of the National Private Placement Regimes (NPPR).


ESMA identified 22 so-called third countries, which either currently act as the domicile of non-EU AIFMs that market AIFs in the EU and/or domicile non-EU AIFs marketed in the EU. Out of those 22 countries, ESMA completed an assessment of 6 jurisdictions for the potential extension of the AIFMD passport: Guernsey, Jersey, Hong Kong, Singapore, Switzerland and the US.


ESMA concluded that it is able to recommend the extension of the ‘passport’ to AIFMs and AIFs based in Jersey, Guernsey and Switzerland subject to the implementation of certain legislation. Jersey and Guernsey AIFMs wishing to market their AIFs in the EU under the passport would have to “opt-in” to their respective AIFMD-like regimes. Switzerland will need to enact the new amendments to the Federal Act on Stock Exchanges and Securities Trading (SESTA), which are due to enter into force on 1 January 2016 and are targeted to improve the effectiveness of the cooperation process between national competent authorities.


ESMA was not able to give positive advice on the US, Hong Kong and Singapore at this stage, as it does not have sufficient detailed information to complete the analysis in some cases or in the case of the US is concerned about distortions to competition. ESMA also advised that the legislators “may wish to consider whether to wait until ESMA has delivered positive advice on a sufficient number of non-EU countries before triggering the legislative procedures” to extend the AIFMD passport to Jersey, Guernsey and Switzerland.

ESMA is of the opinion that the delay in the implementation and transposition of AIFMD makes it difficult to provide a comprehensive assessment on the functioning of the AIFMD passport. ESMA investigated the effectiveness of the AIFMD passport and identified (i) divergent approaches in relation to “marketing” rules, (ii) the definition of a “material changes”, (iii) the definition of a “professional investor” and (iv) that a wide range of cost are charged by different National Competent Authorities (NCAs) with fees varying from EUR772 to over EUR 2,000 per AIF. Furthermore, ESMA notes that (a) the introduction by EU Member States of additional requirements in the application process as well as (b) the varying information requested from one jurisdiction to another generate significant obstacles for managers to use of the passport.

In regards to the use of NPPRs across Europe, ESMA’s overall assessment is that there seems to be no strong evidence suggesting that NPPRs impose any issues on the functioning and implementation of the AIFMD framework – including the functioning of the AIFMD passport. Finally, ESMA proposes to prepare another opinion on the functioning of the passport after a longer time of AIFMD implementation.

21 July 2015 - ESMA updates Q&A on AIFMD

ESMA’s Q&A – ESMA/2015/1137 (PDF, 373 KB) update concerns the following topics:


Reporting to national competent authorities (NCAs)

When reporting information to NCAs under Article 42 of the AIFMD, a non-EU AIFM marketing AIFs in several EU Member States under the National Private Placement Regime (NPPR) will only have to report the information regarding the AIFs that are marketed in a particular EU Member State to the relevant NCA. In case this EU Member State applies ESMA’s opinion on collection of information for the effective monitoring of systemic risk under Article 24(5) of the AIFMD, the non-EU AIFM should also report information on non-EU master AIFs, which are not marketed in the EU but that have either EU feeder AIFs or non-EU feeder AIFs marketed in the Union under Article 42.
Question 65 of the Q&A provides guidance to AIFMs on the conversion of the total value of assets under management (AuM) into Euro, whereby ESMA recommends that the AIFM takes the rounded values of the AIFs in their base currency. Both the rounded values in the base currency and in Euro must be reported for the purpose of questions 33, 34 and 48 of the consolidated reporting template for AIF-specific information. The exchange rate used for the conversion should also be reported in questions 37 and 50 of the reporting template.
Question 66 of the Q&A clarifies that the procedure for the first reporting of AIFs should be the same as for the first reporting of AIFMs, meaning that an AIFM should not report any information about new AIFs for the reporting period during which the new AIFs was created. However, the value of such new AIFs should be included in the total value of AuM of the AIFM during that reporting period. As a consequence, the total value of AuM of the AIFM at the reporting date will not match the sum of the values of AuM of the AIFs reported for the same period.

Calculation of the total value of assets under management (AuM)

ESMA clarifies that assets acquired through a short sale should be included in the calculation of AuM.

12 May 2015 - ESMA updates Q&A on AIFMD


ESMA’s Q&A – 2015/ESMA/850 (PDF, 182 KB) update concerns following topics:


Reporting to national competent authorities (NCAs)

Each AIFM shall fulfil its reporting obligations on an individual basis for the AIFs it manages and/or markets in the European Union (EU) and according to its own reporting frequency. This obligation also applies where AIFMs have sister companies and are owned by another AIFM.
In reporting information on subscriptions, AIFMs should consider, for the private equity AIFs, actual capital drawdowns instead of commitments.
A registered AIFM which decides to become a fully licensed AIFM will have to report to its National Competent Authority (NCA) all information as listed in Article 24 of the Directive. The reporting frequency will remain on an annual basis as long as the total assets under management (AuM) do not exceed the thresholds of Article 110 of the implementing Regulation (Level 2). Above those thresholds, the reporting to NCAs will become more frequent. Article 3 makes no distinction between EU-AIFMs and non-EU AIFMFs. Therefore, non-EU AIFMs whose total value of AuMs does not exceed the thresholds indicated by Article 3(2) AIFMD and that market their AIFs via private placement shall report to the NCA of their target Member States the information required by Article 3(3) AIFMD but also, where applicable, the information that these Member States may additionally require under the private placement regime.
For the purpose of questions 128 to 130 of the consolidated reporting template, where an AIF invests exclusively in assets denominated in the base currency of the AIF, the AIFM shall report the long and short positions in this currency.
For the purpose of questions 267 to 278 of the consolidated reporting template AIFMs shall not consider distribution of dividends to investors as redemptions.
The procedure for the first reporting on AIFs shall be the same as for the first reporting on AIFMs. Details are contained in paragraphs 11 to 13 of ESMA’s guidelines on reporting obligations under Articles 3(3)(d) and 24 (1), (2) and (4) of the AIFMD.
To determine the frequency of reporting, AIFMs should consider each sub-AIF of an umbrella AIF separately.
AIFMs should take into account cash and cash equivalents for the purpose of the main instruments in which the AIF is trading (questions 64 to 77 of the consolidated reporting template), the principal exposures of the AIF (questions 94 to 102 of the consolidated reporting template) and the five most important portfolio concentrations (questions 103 to 112 of the consolidated reporting template).
For the first reporting on AIFs, the procedure to follow is the same as for the first report on AIFMs as set out in paragraph 11 to 13 in the ESMA Guidelines on reporting obligations under Articles 3(3)(d) and 24(1), (2) and (4) of the AIFMD.

Calculation of leverage

When calculating their exposure under the commitment approach pursuant to Article 8 of the Level 2, AIFMs should take into account the absolute values of their AIFs valued as required by Article 19 AIFMD and the criteria set by Article 8(2) to (9) of the Level 2. For derivatives, the AIFM shall follow the requirements of Article 8(2)a of the Level 2 by converting the positions into an equivalent position of that derivative using the conversion methodologies laid down in Annex II of the Level 2.


6 May 2015 - CSSF publishes Circular 15/612 on information to communicate with regard to non-regulated AIFs and regulated non-EU AIFs


CSSF Circular 15/612 (PDF, 62.6 KB) introduces new information requirements which apply to fully-licensed AIFMs as well as to registered AIFMs if they start managing an additional AIF which is non-regulated or is regulated in a non-EU country. An additional AIF is a fund which was neither mentioned at the time of application for registration or licensing as an AIFM, nor in an update of the application file, including new sub-funds of umbrella funds.


The CSSF needs this additional information to have a global and up-to-date view of all AIFs managed by Luxembourg registered and authorised AIFMs and be able to fulfil its quarterly reporting obligation towards ESMA which consists of providing a list of all AIFs managed by Luxembourg AIFMs together with additional information on the management and marketing of those funds.


Information must be provided to the CSSF on an ad-hoc basis:

Within 10 working days after the AIFM has started managing an additional AIF by filling the appropriate form (for an additional AIF or an additional sub-fund).
Within 10 working days when they stop managing any of these funds.

26 March 2015 - ESMA publishes updated Q&A on AIFMD


ESMA’s Q&A – 2015/ESMA/630 (PDF, 171 KB) update concerns following topics:


Reporting to national authorities

Identically to EU AIFMs, non-EU AIFMs shall calculate a unique reporting frequency that takes into account all the EU AIFs they manage and all AIFs (EU and non-EU) they market in the EU to calculate the reporting frequency and apply the same reporting frequency to all Member States in which they market their AIFs.
AIFMs should report information on long and short value of exposures for all the sub-asset types of questions 122 to 124 of the consolidated reporting template. The information should be provided in the base currency of the AIF. This means that the sum of the short and long value of exposures in questions 129 and 130 should equal the sum of the questions 122 to 124.
Non-EU AIFMs marketing their AIFs without a passport in a Member State will have to include the results of stress tests foreseen by the AIFMD in the context of risk and liquidity management in the reporting to national authorities if the national private placement rules of the Member State so require and if such stress tests were carried out.

Notification of AIFMs

Once an AIFM has notified a first AIF to manage in a host Member State, it will not have to undertake a new notification process under Article 33(2) of the Directive for the AIFs it further intends to manage in this Member State. An update as foreseen in Article 33(6) in the event of any change shall be provided to the Member State: the AIFM should specify if the new AIFs are of a different type than those for which the notification had been undertaken.

Calculation of leverage

When calculating the exposure of an AIF in accordance with the gross method under Article 7(a) of the Delegated Regulation, the AIFM should exclude the value of all cash and cash equivalents held in the base currency of the AIF and fulfilling the criteria set by this provision.

Additional own funds

When calculating the additional own funds, AIFM can exclude investments by AIFs in other AIFs they manage.
To the contrary they should not exclude them from the calculation of additional own funds for the covering of potential liability risks arising from professional negligence as such investments increase the operational risk.

Scope

Member States can allow an authorised EU AIFM to market units or shares of an EU feeder AIF which has a non-EU master AIF managed by a non EU-AIFM to professional investors on its territory. But since Member States are allowed by Article 36(2) to impose stricter rules, they can also require the non-EU AIFM to become authorised under the AIFMD.

11 February 2015 - CSSF publishes description of controls performed on submitted AIFMD reporting files

On 11 February 2015, the Commission de Surveillance du Secteur Financier (CSSF) released a first version of a document, which describes the different feedback files that the senders of the AIFM reporting are receiving and elaborates on the controls that the CSSF performs on the reporting files.

According to the CSSF, every AIFM and technical agent must receive at least three positive feedback files until all control checks are performed adequately. This does not exclude that the CSSF might contact the AIFM again at a later stage in relation with the content of the reporting file(s).

In case the AIFM or the technical agent encounters problems with feedback files and/or error messages, the affected party is invited to report these issues to its service provider and/or contact the CSSF by email.

The CSSF intends to update this document on a regular basis to tackle any problems encountered. The document is available under the following link (PDF, 292 KB).

Latest overview of the AIFMD readiness within the European Union


By 22 July 2013, all member states of the European Union were supposed to transpose the AIFMD into national law. Applicable grandfathering rules allow to apply until 22 July 2014 to receive a necessary AIFM license to manage and market AIFs after this date.

As of 25 February 2015, our latest State of Play document provides an overview of the status of the transposition progress of each EU member state.

The AIFMD has been transposed by the following countries (in alphabetical order): Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Malta, Netherlands, Portugal, Slovakia, Spain, Sweden and the United Kingdom. Gibraltar, Liechtenstein and Norway also transposed.

For a general overview of the AIFMD, please have a look at our AIFMD brochure Re-shaping for the Future. If you have more specific questions and would like tailored support on your application or implementation, please contact our regulatory advisory team directly.

9 January 2015 - ESMA publishes updated Q&A on AIFMD


ESMA’s Q&A – 2015/11 (PDF, 359KB) update concern the reporting to national authorities.

AIFMs should report information on redemptions and subscriptions by reporting their total value for the whole reporting period and by taking into account the month of the redemptions and subscriptions were executed instead of the month where they were received unless it is the same month.
The information on the change in NAV should be reported for each month of the reporting period. Where no official NAV is available for the calculation, AIFMs should use estimations of the NAV. In such case ESMA recommends the use of the previous NAV.
AIFMs should report information on the percentage of gross and net investment returns per month for each month of the reporting period. Here again, where no official NAV is available for the calculation, AIFMs should use estimations of the NAV. In such case ESMA recommends the use of the previous NAV.
Where an AIFM manages funds and fund of funds at the same time, the aggregated information at the level of the AIFM should not be reported later than 45 days after the end of the reporting period. ESMA specifies that information on AIF which are not funds of funds must be reported one month after the end of the reporting period.
 

2014

1 December 2014 - ESMA issues Consultation Paper on Guidelines on asset segregation under AIFMD


ESMA published a consultation paper - ESMA/2014/1326 (PDF, 428 KB) - today with a proposal on the guidance on the asset segregation requirements in case of third party delegation of safe-keeping duties.

When the depositary delegates safe-keeping duties to a third party, the asset segregation requirements under Article 21(11)(d) of the AIFMD and Article 99(1)(a) of the Commission Delegated Regulation No 231/2013 apply at the level of the third party as well as at the level of any further sub-delegates of that third-party. Practical questions have arisen whether the AIF assets which can be held in an AIF omnibus account at the sub-delegate level shall be only those deposited by the same delegating depositary or, alternatively, whether the omnibus account can contain AIF assets deposited by several delegating depositaries. The proposal points out two possible options.

Option1:
The account on which the AIF’s assets are to be kept by the sub-delegate may only comprise assets of the AIF and assets of other AIFs of the same delegating depositary. Assets of AIFs of other depositaries would be considered as assets of the third party’s “other clients” for the purpose of Article 99(1)(a) of the Commission Delegated Regulation No 231/2013.

Option 2:
A sub-delegate holding assets for multiple depositary clients would not be required to have separate accounts for the AIF assets of each of the delegating depositaries.

ESMA is seeking feedback from AIF depositaries and their delegates, AIFMs and AIF investors until 30 January 2015 with a view to finalize the guidelines and to publish a final report in the second quarter of 2015


11 November 2014 - ESMA publishes updated Q&A on the reporting and calculation of AuM under AIFMD


ESMA’s Q&A - 2014/1357 (PDF, 501KB) further clarifies the reporting to national authorities and the calculation of the total value of assets under management (AuM). Key findings are:
Reporting to national authorities:

ESMA specifies that, where AIFMs include repo and reverse repurchase agreements for the purpose of answering questions 148 and 149 of the consolidated reporting template, they should only mention securities received by the managed AIFs.
When answering questions 157 to 159 of the above mentioned template, therefore reporting the value of collateral and other credit support posted to all counterparties, AIFMs shall also include collateral passed to a clearing member for transmission to a CCP.
For the purpose of calculating the notional value for derivative instruments as required by question 127, AIFMs should convert the derivative positions into an equivalent position in the underlying assets in accordance with Annex II of the Delegated Regulation using the value at trading date, not the value at the reporting date.
AIFMs should allocate sovereign bonds which fall in the categories ‘Non-G10 with 0-1 year/1year+ term to maturity’ and also in the categories ‘EU bonds with 0-1 year/1 year + term to maturity’ to the categories ‘EU bonds with 0-1 year/1 year + term to maturity’.

Calculation of the total value of AuM:

AIFMs should include short derivative positions in the calculation of the total value of AuM. They shall be converted into an equivalent position in the underlying assets and the absolute value of that equivalent position shall be used in the calculation.
AIFMs should additionally include short non-derivative positions for the calculation of the total value of AuM since the Delegated Regulation requires the inclusion of all assets acquired through use of leverage.

7 November 2014 - ESMA publishes Call for Evidence on AIFMD passport and third country AIFMs


ESMA (ESMA/2014/1340 (PDF, 317 KB)) is collecting data from industry stakeholders, in order to provide the European Commission with:

An opinion on the functioning of the EU passport already in use and of national private placement regimes across the Member States; and
An advice on the extension of the passport to the management and/or marketing of AIFs by non-EU AIFMs and to the marketing of non-EU AIFs by EU AIFM

ESMA is seeking feedback until 8 January 2015. For the preparation of the advice on extension of the passport regime, ESMA will assess investor protection, risk of market disruption and systemic risk in relation with third countries. The opinion on the functioning of the EU passport regime will be based on information gathered from the industry stakeholders on their experience with the EU passport and the national private placement regimes. The opinion and advice will also be based on information received by national competent authorities according to article 67 (2) and (3) of the AIFMD. Both documents will have to be issued by 22 July 2015. Where both opinion and advice are positive regarding the functioning of the passport and its extension, the EU Commission will have to issue a delegated act within three months of receipt of these.

ALFI issued Q&A on AIFMD reporting & guidance on AIFMD reporting to investors and annual reports


On 3 October 2014, ALFI published the Q&A document (PDF, 452 KB) proposing answers to technical questions on AIFMD reporting, complementing both ESMA’s Q&A document on application of the AIFMD and the FAQ document on AIFM published by the CSSF.


Within the second document, ALFI provides guidance (PDF, 518 KB) for the preparation of Luxembourg annual reports of regulated AIFs (mainly UCI Part II and SIFs) under the AIFMD. It focuses on the annual report to investors pursuant to article 20 of the AIFMD law as well as on periodic disclosure to investors.

30 September 2014 - ESMA publishes updated Q&A on the reporting and delegation under AIFMD

ESMA’s Q&A (2014/1194) (PDF, 348 KB), further clarifies the reporting to national competent authorities under Articles 3, 24 and 42 (section III), and introduces a new section on delegation (section VIII). Key findings are:

Section III is extended to clarify details with respect to the first reporting for AIFMs:
Non-EU AIFMs marketing their AIF in the EU shall continue to report to national competent authorities after the marketing period has ended unless they confirm that no investors in the jurisdiction concerned are invested in the AIF; and they take into account all the EU AIF they manage and AIF they market in the EU to calculate a unique reporting frequency.
Use AuM when reporting information under Questions 48 and 86 to 93 of the consolidated reporting template for AIF-specific information. If the authorities to which they report apply ESMA’s opinion on the collection of information under Article 24(5), AIFMs should also use the total value of AuM for questions 86 to 93.
The position type for derivative instruments should be determined by reference to the exposure to the underlying of the derivative instrument, in particular for a long position and a short position on a put option. AIFMs should also report information on turnover of financial derivative instruments based on both market values and notional values.
The total number of open positions AIFMs should take into account all cash accounts that exists. Bank overdrafts should be treated as short positions in “Cash and Cash Equivalent”.
The value of securities borrowed for short positions, the market value of the securities borrowed should be applied.
Where the time delay for having the proceeds of a sale available on a cash account has a non-negligible impact on the liquidity profile of the AIF, this should be taken into account.
Section VIII regards delegation. It clarifies that if an AIFM manages multiple AIFs the assessment of whether any delegation of portfolio management and/or risk management by the AIFM results in the AIFM becoming a letter-box entity should be carried out at the level of each individual AIF.

New KPMG report on details and insights on the status of AIFMD transposition across Europe.


8 August 2014 - Guidelines on reporting obligations published by ESMA

With the publication of the translated guidelines on reporting obligations under Article 3(3)(d) and 24(1), (2) and (4) of the AIFMD (ESMA/2014/869) on the ESMA website, the draft guidelines already outlined in Annex II of the Final report (ESMA/2013/1339) issued in November 2013, become effective within 2 months. The guidelines describe AIFM and AIF data reporting under the AIFMD to competent authorities.

22 July 2014 - End of the one year transitional period


The one year transitional period to submit an application for authorisation to the CSSF ended for AIFMs performing activities under the directive before 22 July 2013. As of 22 July 2014 (PDF, 60 KB), the CSSF received a total number of 773 applications: 215 requests for authorisation of which 151 entities have received their AIFM license; and 558 requests for registration of which 487 entities have been granted the status of registered AIFM.

21 July 2014 - ESMA publishes updated Q&A on the application of the AIFMD

ESMA’s Q&A (2014/868) (PDF, 387 KB), further clarifies the reporting to national competent authorities under Articles 3, 24 and 42 (section III), and the obligations for depositaries (section VI) and the calculation of leverage (section VII). Key findings are:

Section III gives more clarification on reporting data for derivatives, repos, FX spot trades, no trades, reverse repurchase agreements, cash holdings, bank overdrafts, substantial leverage, multiple share classes, re-hypothicated collateral and investment strategies with negative values during the reporting period in the consolidated reporting template.
Section VI clarifies the duties of the depositary:
No cash monitoring is required for cash accounts opened in the name of financial/legal structures set up and controlled by the AIF/AIFM to hold the underlying investments.
Cash flow reconciliation cannot be delegated to third parties, and only supporting tasks, such as administrative or technical functions, may be delegated.
Cash monitoring includes cash accounts used for subscriptions and redemptions opened in the name of the AIF/AIFM or depositary.
Defines ‘close of business day’ for cash monitoring as the end of business day in the jurisdiction in which the depositary is established.
Depositaries need to verify AIF compliance with fund rules, instruments of incorporation and anti-money laundering, yet are not obliged to verify compliance with labour law or contracts with third parties unrelated to asset or risk management activities.
Confirms that the depositary is required to verify the ownership of derivative contracts that are subject to netting clauses.
Confirms that units in funds should be held in custody, unless national law requires that they are registered in the name of the AIF/AIFM.
Section VII, a private equity fund raising debt through a financial structure to finance the acquisition of a non-listed company shall be included in the calculation of leverage exposure if certain conditions are met.

18 July 2014 - The CSSF publishes the seventh version of the AIFM FAQ


The seventh version of the AIFM FAQ issued by the CSSF, responds to new questions relating to the calculation of capital requirements (question 17) and on the framework for marketing activities to professional investors in Luxembourg without passport by non-EU AIFMs (question 18).

The CSSF clarifies (read in conjunction with related ESMA documents), that an AIFM, that has been authorised or registered in Luxembourg, but has no information to report at the first reporting date, needs to indicate that it has nothing to report.
Initial capital and own funds requirements are applicable to a dual licensed UCITS ManCo/AIFM and a single licensed AIFM, as well as the risks to be covered by additional own funds/professional indemnity insurance.
Non-EU AIFMs marketing an AIF to professional investors in Luxembourg without a passport, need to inform the CSSF prior to any marketing activity.

Overview of the AIFMD readiness within the European Union

By 22 July 2013, all member states of the European Union were supposed to transpose the AIFMD into national law. Applicable grandfathering rules allow to apply until 22 July 2014 to receive a necessary AIFM license to manage and market AIFs after this date.

As of 24 June 2014, our State of Play document provides an overview of the status of the transposition progress of each EU member state.

The AIFMD has been transposed by the following countries (in alphabetical order): Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Ireland, Latvia, Luxembourg, Malta, Netherlands, Slovenia, Sweden and the United Kingdom. Gibraltar and Liechtenstein also transposed.

For a general overview of the AIFMD, please have a look at our AIFMD brochure Re-shaping for the Future. If you have more specific questions and would like tailored support on your application or implementation, please contact our regulatory advisory team directly.


Belgium adopted the AIFMD


On 17 June 2014, the act implementing the AIFMD in Belgium has been published in the Official Gazette (PDF, 1.6 MB).

AIFMD Insider News


AIFMD Insider News is an online article series that KPMG’s global AIFMD practice created to help those operating in the alternative investment sector to understand the issues; to share advice and insights and to cut through the complexity of AIFMD by exploring some of today’s ‘hot topics’.

 

25 March 2014 - ESMA issued Q&A update - Reporting to national competent authorities

Within the Q&A (2014/296 - PDF, 130 KB), ESMA exclusively updated section III, the reporting to national competent authorities. Out of those new and updated 18 questions and answers, key findings are:

Repurchase transactions shall be considered as financing operations for the purpose of reporting. Therefore, AIFMs shall take into account the counterparties of those transactions and the aggregated amount when reporting the information related to funding sources.
One set of questions is further defining the calculation of the geographical exposure as a percentage of the NAV of the AIF, the basis for numerator and denominator, and the breakdown in investment strategies. Negative values are possible, but should equal 100% as result.
AIFMs should aggregate the market value of all securities traded and report the percentage of the market value of securities traded on a regulated exchange or OTC. This also has to be performed for the total number of trades.
Further answers are given on how to report the information of the liquidity portfolio, the information on investor liquidity, the definition of the inception date for authorised/pre-authorised AIFs.
AIFMs are requested to submit the last AIF report not later than one month after the end of the quarter in which the AIF has been liquidated or is put into liquidation.

20 March 2014 - CSSF updates application questionnaire for the set up of a fully licensed AIFM

From now on, AIFM license applicants are requested to include two additional appendices in their application file. The additions came in an update to the “Application questionnaire for the set up of a fully licensed AIFM” that the CSSF issued on 20 March 2014.

The first new appendix is a table allowing for easy comparison between a company’s remuneration policy and the requirements outlined in Annex II of AIFM Law and ESMA’s Guidelines on sound remuneration. For each requirement, the reference table should include an extract of the corresponding part of the remuneration policy, the status of compliance as well as justifications for partial or non-compliance
If your portfolio or risk management activities are delegated, you need to explain how you’re making sure that third party providers also respect the remuneration requirements laid out in Annex II of AIFM Law. This should include information about any other regulatory standards that they comply with, such as MiFID or the CRD package

18 March 2014 - CSSF unveils final timeline and deadlines


On 17 March 2014, the CSSF updated its FAQ (PDF, 207 KB) on AIFMD in which it clarified the start date of the initial reporting period.

The earliest reporting start period for AIFMs authorized between 22 July 2013 and 30 June 2014 will be 1 July 2014, unless AIFMs chooses to report for earlier periods in accordance with the ESMA reporting guidelines. The end date and the deadline for transmission dates will depend on the reporting frequency and the type of AIFs (i.e. funds of funds will have an extra 15 days compared to the other funds).

AIFMs authorized between 1 and 22 July 2014 are required to cover the period from 1 October 2014 to 31 December 2014 in their first reporting, regardless of the reporting frequency of AIFs.

The start date for registered AIFMs falling under the lighter reporting regime will depend on the year they received their registration confirmation. AIFMs registered and confirmed in 2013, will have to cover the period from1 January to 31 December 2014 (or earlier for the voluntary adopters of ESMA reporting guidelines). For 2014 AIFMs, a detailed reporting table has been prepared by the CSSF for guidance.

20 February 2014 - New version of AIFM FAQ released by the CSSF


A new version of AIFM FAQ (PDF, 1.2 MB) was released by the CSSF on 20 February 2014, with new questions on the valuation of AIFs assets and on the requirements for reporting of transaction costs. The CSSF confirms that the appointment of a third party as the AIF’s external valuer must be formalised by a written contract, which clearly states that the third party is appointed as external valuer in the sense of article 17(4)a) of the AIFM law, and sets out its tasks. In relation to transaction costs, Luxembourg Part II funds must disclose the transaction costs in their financial reports.

17 February 2014 - ESMA publishes Q&A document on AIFMD


The Q&A (PDF, 200 KB) includes questions on the application of AIFMD remuneration rules. For AIFMs authorized in 2014 the rules on variable remuneration should apply to the 2015 accounting period. When delegating portfolio management or risk management activities the remuneration rules should only apply to the delegates identified staff, and only in respect of the remuneration for the delegated activities. Entities that are subject to the CRD rules are considered to be subject to remuneration rules that are equally as effective as the AIFMD.


13 January 2014 - CSSF issues circular on reporting obligations for AIFMs

The CSSF has issued Circular 14/581 (PDF, 100 KB), clarifying the technical details that AIFMs need in order to fulfill their reporting obligations under the AIFM law. This document details the naming conventions for the reporting files, mechanisms to transfer the files electronically to the CSSF and certain codes and values which have to be included in the reporting files (e.g. national codes, reporting member state).

10 January 2014 - CSSF updates FAQ on AIFMD

The CSSF has published the 4th version of the Frequently Asked Questions (FAQ) document (PDF, 223 KB) concerning the AIFM law in Luxembourg. The CSSF has made additions to topics already covered in the former version and even added several new topics.


Key aspects include:

Authorisation procedure:
All AIFMs benefitting from the grandfathering provisions and which need to be authorised are asked to submit their application request to the CSSF as soon as possible and by 1 April 2014 at the latest.
Reporting:
Date of the first reporting, reporting period and frequency are aligned with the approach proposed by ESMA in the final guidelines on reporting obligations under the AIFMD. The FAQ also confirms that all additional information set out in ESMA’s opinion on reporting under Article 24 (5) of AIFMD have to be reported including, inter alia, information on high-frequency trading, VaR (where relevant) and information on short positions that are held for hedging purposes.
Annual reports:
Authorised AIFMs have to ensure that an annual report based on the elements described in AIFM law is made available in respect of all those AIFs where the AIFMs’ authorisation date is prior to the end of the relevant AIFs fiscal year.
Determination of the AIFM in the case of limited partnerships:
Société en Commandite par Action (SCA) and Société en Commandite Simple (SCS) that qualify as AIF can either be a) internally/self-managed AIFM managed by the gérant in case the purpose of the gérant is limited to the gérance of the given limited partnership or b) appoint the general partner, gérant or other external AIFM appointed by the gérant. Société en Commandité Spéciale (SCSp) that qualify as AIF can either appoint the general partner, gérant or other external AIFM appointed by the gérant, but cannot be internally/self-managed AIFM.
 

2013

17 December 2013 - Commission adopts AIFMD RTS defining open-ended and closed ended AIFs

On 17 December the European Commission finally adopted the Regulatory Technical Standards (RTS) to determine types of AIFMs and distinguish whether an AIFM manages open-ended or closed-ended AIFs, or both, to allow the AIFM to correctly apply the specific liquidity management rules and valuation procedures to the different AIFs it manages.

An open-ended AIF is differentiated from a closed-ended AIF by the fact that it redeems shares from its investors prior to its liquidation or wind-down phase in accordance with a frequency and procedures that are set down in its offering document or instruments of incorporation. Any reduction in the capital of an AIF in line with its instruments of incorporation and any trading of an AIF on a secondary market should not be considered as a redemption of shares and should not render an AIF open-ended.

To take account for the fact that no harmonised definition of closed-ended AIFs existed in the EU prior to the AIFMD, the RTS clarifies that AIFMs can benefit from the transitional periods in Articles 61(3) and (4) of the AIFMD and continue to manage without a license their closed-ended AIFs that are in an advanced or final stage of their investment cycle, if they manage closed-ended AIF that have not redeemed their shares for an initial period of 5 years.


12 December 2013 - AIFMD MoUs signed by the EU authorities


ESMA provides an useful summary (PDF, 132 KB) of the state of play regarding the signature of the MoUs with third country regulators on their website.


1 October 2013 - AIFMD transposition status


A brief updated overview of the impact on AIFMs of the transposition requirements of the AIFMD now that the deadline for EU member states to transpose the Directive into national law has passed.

1 October 2013 - ESMA published the final guidelines on the reporting obligations for alternative investment fund managers


These guidelines provide clarification on the information that AIFMs should report to the authorities as well as indications as to the timing of reporting. ESMA also published some technical supporting material (a consolidated reporting template, detailed IT guidance for filing of the XML and the XSD schema) that will facilitate the reporting by AIFMs to regulators. In addition to the guidelines ESMA published an Opinion providing details on a set of supplementary information that, in its view, the national authorities should require of AIFMs for the monitoring of systemic risk. This includes information on the number of transactions and their values carried out using high frequency algorithmic trading and information on the VaR of the AIFs. The relevant ESMA documents are available here. A summary has been posted in our Fund News, edition 107.


6 September 2013 - FCA’s publishes proposal for implementing the AIFMD’s Remuneration Code

The FCA published its consultation paper (‘CP 13/9’) which includes, in Chapter 14, its proposals and draft guidance setting out how it intends to amend the FCA’s AIFM Remuneration Code (SYSC 19B) to implement key elements of ESMA’s final guidelines on AIFM remuneration. Chapter 14 of FCA’s CP 13/9 (361 pages) is available here. A summary has been posted in our Fund News, edition 107.


21 August 2013 - ESMA opinion on draft Regulatory Technical Standards on types of AIFMs

ESMA has published its formal opinion to the European Commission, in response to the letter received on 8 July from the Commission, which rejected ESMA’s draft Regulatory Technical Standards on the types of AIFMs. The opinion can be found via this link

In the opinion ESMA makes it clear, that it stands behind its original interpretation of the AIFMD Level 1 text and disagrees with the view of DG Markt, but has prepared an amended draft to ensure timely implementation of the AIFMD:

“ESMA does not consider that the solution proposed by DG MARKT in the Letter is the only reasonable way of interpreting the AIFMD provisions. In this respect, ESMA would like to stress that draft RTS submitted by ESMA should be made subject to amendments by the Commission only in very restricted and extraordinary circumstances.

However, in order to ensure a timely implementation of the AIFMD provisions and move the process forward with the Commission, ESMA decided to submit an amended version of the draft RTS for the Commission’s consideration.

ESMA believes that these revised RTS fully address the concerns expressed in the Letter, while retaining some more flexibility to take account of existing market practice. Indeed, the key element for the identification of an open-ended AIF on the basis of the revised RTS is the existence of repurchases or redemptions of the AIF’s shares or units prior to the commencement of its liquidation phase or wind-down, provided that the repurchases or redemptions happen at the investors’ request. At the same time, the revised draft clarifies that certain decreases in the capital of the AIF do not qualify as repurchases or redemptions for the purpose of the definition.”

14 August 2013 - ESMA final guidelines on the key concepts of the AIFMD

ESMA published its final guidelines on the key concepts of the AIFMD, which include definitions around what is considered to be an AIF.

The guidelines can be consulted on the ESMA website and have been translated into the official languages of the EU. They will enter into force in two months, following the date of publication by ESMA.

In accordance with Article 16(3) of the ESMA Regulation, competent authorities and financial market participants must make every effort to comply with the guidelines. Competent authorities to whom the guidelines apply should comply by incorporating them into their supervisory practices.

Competent authorities to which these guidelines apply must notify ESMA whether they comply or intend to comply with the guidelines, with reasons for non-compliance, within two months of the date of publication by ESMA.

1 August 2013 - ESMA issues an Opinion on practical arrangements for the late transposition of the AIFMD


ESMA believes that the late transposition should not be an impediment to the use of the AIFM marketing or management passport. The passages concerned are as follows:

Notification of marketing of EU AIFs when the host MS of the AIFM has not transposed the Directive (Articles 31 and 32 of the Directive)
Management passport (Article 33 of the Directive)

Find the complete version of the Opinion by ESMA (PDF, 97KB)


18 July 2013 - Summer update from CSSF sets 16 August self-assessment deadline for all potential AIFM, subject to authorization


With the AIFMD fully transposed into Luxembourg law, the CSSF now requires any person established in Luxembourg and potentially qualifying as an AIFM to perform a self-assessment to:

Evaluate whether it qualifies as an AIFM under the new AIFM law, and if yes
Assess whether it falls under the authorization or registration requirements of the AIFM law.
Read on about the requirements here


15 July 2013 - Luxembourg publishes the AIFM Act


On 15 July 2013, Luxembourg published the AIFM Act in the Mémorial, signaling that the act has now officially entered into force. The act was published in Mémorial n°119 “Gestionnaires de fonds d’investissement alternatifs” a week ahead of the 22 July EU deadline for transposition.

Access the Mémorial in full here (PDF, 340 MB)


10 July 2013 - Luxembourg Parliament adopts new AIFM Act, fully transposing the AIFMD into national law

On 10 July 2013 the Luxembourg Parliament voted the Bill of law n°6471 transposing the AIFMD (Alternative Investment Fund Managers Directive 2011/61/EU) in Luxembourg. The AIFM Act will enter into force on the day of its publication in the Mémorial (official gazette) which is expected to occur within days, and in advance of official EU deadline for transposition of 22 July 2013. The accompanying detailed AIFMD implementing rules take the form of EU Regulations and as such are directly applicable in Luxembourg, without the need for any local transposition.
Read more on the new act here

18 June 2013 - CSSF provides AIFMD FAQ and authorisation questionnaire

The CSSF published a FAQ (PDF, 100 KB) highlighting some of the key aspects of the AIFMD regulation from a Luxembourg perspective and a questionnaire on the AIFM authorisation / registration procedure. These publications primarily address AIFMs and AIFs that are already established in or would like to set up in Luxembourg and occur in anticipation of the adoption of the Luxembourg law implementing AIFMD by the parliament, expected to be published by the end of June or in early July.

7 June 2013 - German Federal Council agreed to AIFMD implementation draft


The German Federal Council (Bundesrat) agreed to the draft Kapitalanlagegesetzbuch (KAGB) (PDF, 2.16 MB) adopted by the Federal Parliament (Bundestag) on 17 May 2013. Therefore, Germany is the first country adopting the AIFM Directive.
The AIFM Tax Adaptation Law (separated bill) was rejected by Bundesrat and will now have to go to conciliation committee.

24 May 2013 - ESMA launches guidelines on reporting obligations of the AIFMD

ESMA published its guidelines on reporting obligations, and consults on further clarifying the information that AIFMs have to report to national competent authorities, the timing and reporting period, as well as procedures to follow when AIFMs move from one reporting obligation to another. The consultation is open until 1 July 2013.

24 May 2013 - ESMA published final report on key concepts of the AIFMD


The purpose of these guidelines is to ensure a common and consistent application of the concepts that comprise the definition of AIF in Article 4(1)a of the AIFMD by clarifying each of these concepts. The guidelines will now be translated into the official languages of the EU, and the final texts will be published on the ESMA website. The guidelines will become applicable two months after the publication of the translations.

21 May 2013 - Parliament issued draft bill of law 6471 including amendments


The Parliament (Chambre des Deputés) issued the bill of law 6471 inlcuding amendments by observations of the Council of State (Conseil d’Etat) and of the Parliament’s Finance and Budget Commission.

16 May 2013 - Regulations published in the Official Journal of the European Union

Commission Implementing Regulation (EU) No 447/2013 (PDF, 693 KB) establishing the procedure for AIFMs which choose to opt in under Directive 2011/61/EU
Commission Implementing Regulation (EU) No 448/2013 (PDF, 697 KB) establishing a procedure for determining the Member State of reference of a non-EU AIFM

15 May 2013 - Central Bank of Ireland published its AIF Rulebook, a Q&A document and draft application forms


The draft application forms allow AIFMs to apply for authorisation. All documents are available on their website.


30 April 2013 - Overview: AIFMD Transposition across EU Member States

Member states will have to transpose the AIFMD into national law by 22 July 2013.

This overview provides you with the State of Play (PDF, 690 KB) for each Member State.


23 April 2013 - Draft bill to implement AIFMD deposited in Austrian Parliament

The draft bill to implement the AIFM Directive has been deposited at the Austrian Parliament. The consultation period ends on the 8 May 2013.

17 April 2013 - French Trésor launched a public consultation to implement AIFMD


The French Trésor launched a public consultation on the draft regulations that will transpose the AIFMD into French law. The consultation closed for comment on 15 May 2013.


16 April 2013 - The French regulator AMF published a Q&A for AIFMs


The Autorité des Marchés Financiers (AMF) has published a Q&A document (PDF, 760 KB) to help asset management companies to prepare for the implementation of the AIFMD. It is designed as a user guide for existing asset management companies and provides among other points a practical description of getting an authorisation under the AIFM Directive. Asset management companies now have the possibility to file an AIFM authorisation application with the AMF.

2 April 2013 - ESMA publishes draft regulatory technical standards on types of AIFMs

ESMA has published its draft regulatory technical standards (RTS) (PDF, 117KB) to determine types of AIFMs, where relevant in the application of the AIFMD.


The draft RTS distinguish AIFMs managing AIF of the open-ended type and AIFMs managing AIFs of the closed-ended type. The definitions set out in the RTS are needed in order to apply the rules on liquidity management, the valuation procedures and the transitional provisions of the AIFMD. The document will now go to the European Commission for final adoption.

27 March 2013 - European Commission publishes Q&A on AIFMD

The European Commission published on its website a Q&A section on the application of the AIFMD.
This section provides responses to several technical questions raised in relation to AIFMD, including the key topic of the transitional period for pre-existing AIFMs.
Further questions can also be submitted directly to the Commission online.
The Q&A section covers following topics:


Cooperation between Member States' competent authorities
Definition of an AIF
Delegation
Depositary
Issues related to Article 37 AIFMD
Issues related to master AIFs and feeder AIFs
Issues related to private equity
Marketing to retail investors
MiFID firms and MiFID activities
Own funds
Passport issues
Remuneration
Reporting requirements
Responsibility of Member States' competent authorities
Scope and exemptions
Transitional provisions
Transposition
Valuation

22 March 2013 - AIFMD Commission Delegated Regulation (“Level 2”) published in the Official Journal of the EU

The AIFMD Commission Delegated Regulation (EU) (PDF, 1.5 MB) No 231/2013 of 19 December 2012 was published in the Official Journal of the European Union on 22 March 2013. It will enter into force on 20 days after publication (11 April) and will apply from 22 July 2013. It supplements the AIFM Directive 2011/61/EU of the European Parliament and of the Council with regard to exemptions, general operating conditions, depositaries, leverage, transparency and supervision.

19 March 2013 - FSA issued second consultation paper

On 19 March 2013, the FSA issued a second consultation paper (CP13/9) (PDF, 2.3 MB) to cover all persistent issues set out in Annex 6 of the first consultation paper (November 2012). Responses are accepted until 10 May 2013.

13 March 2013 - HM Treasury published a second consultation on AIFMD transposition

HM Treasury published a second consultation (PDF, 240KB) to transpose the AIFMD. The transposition into UK law will require a further set of policy decisions which could not be consulted on in time for the first consultation paper. Draft regulations (PDF, 50 KB) accompany this consultation paper and these are intended to be combined with the draft regulations attached to the first consultation paper. Comments on the consultation can be made until 5 April 2013.


February 2013 - AIFMD: Re-shaping of the Future (Third Edition)

 


The AIFMD will have a significant re-shaping effect on the alternative investment fund industry in Europe and beyond.


In this Third Edition (PDF, 1.3 MB), we provide an overview of the AIFMD (Level I and Level II) legal and regulatory framework that will govern the alternative investment fund industry in the EU from July 2013 and re-shape the operations of managers and the alternative funds they manage.

11 February 2013 - ESMA: Final Report on Guidelines on Remuneration of AIFMs


AIFMs will be asked to introduce sound and prudent remuneration policies and organisational structures which avoid conflicts of interest that may lead to excessive risk taking. Key elements include:

AIFs internal governance: that sound and prudent remuneration policies/ structures exist and are not circumvented
Categories of staff covered, whose activities might have material impact on the AIFs risk profile (senior management, risk takers, control functions, and similar)
Types of remuneration covering all forms and amounts of payment or benefit paid by the AIFM/AIF (Incl. carried interest, transfer of units), being divided into fixed (without linkage to performance) and variable (additional remuneration due to performance)

Guidelines (PDF, 900KB) will apply from 22 July 2013, subject to transitional provisions of the AIFMD.

KPMG’s advisory department on Remuneration is providing summary slides (PDF, 1.3 MB) and is available for consultation.

Overview of cooperation arrangements with Third Countries

The co-operation arrangements under AIFMD shall be in place between EU and non-EU securities supervisors by July 2013. This will be done through a common Memorandum of Understanding (MoU), which will facilitate the cross-border supervision of those entities subject to AIFMD such as managers of alternative investment funds, depositaries and entities performing tasks under delegation by the manager.


ESMA is discussing with non-EU supervisors of entities subject to the requirements of the AIFMD about supervisory co-operation issues. The overview of the cooperation arrangements with Third Countries (PDF, 424KB) can be accessed here.
 

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