CP12/32: Implementation of the Alternative ... - BVCA admin

CP12/32
Implementation of the Alternative Investment Fund Managers Directive
Annex X
Prospectus Directive. 44 These requirements may be substantially new for AIFMs managing
or marketing AIFs in the UK where the AIFs are unregulated CIS marketed exclusively to
professional investors.
Pre-sale disclosure requirements for UK-authorised funds
6.11 The Directive allows Member States to continue to impose national requirements on both
AIFMs and AIFs where the AIF is marketed to retail investors. 45 As discussed in DP12/1 46 ,
the UK currently has national pre-sale investor disclosure rules for authorised AIFs
(i.e. NURS and QIS). We do not intend to reconsider our current NURS and QIS disclosure
requirements for the purpose of AIFMD implementation. They will continue to apply for
the time being, in addition to the standard AIFMD requirements transposed in FUND 3.2.
The NURS and QIS disclosure requirements are likely to fall within the scope of the EU
Packaged Retail Investment Products (PRIPs) initiative 47 and we will need to reconsider
them at a later date in light of developments in that area. This approach was supported by
the majority of respondents to DP12/1.
6.12 We will address in CP2 how best to integrate the AIFMD requirements with the current
rules about the contents of NURS and QIS prospectuses.
Ongoing disclosure requirements
6.13 The Directive also requires AIFMs managing or marketing AIFs in the EEA to make certain
ongoing disclosures to investors. These are transposed in our draft rules FUND 3.2.5R and
3.2.6R. AIFMs must periodically disclose information to investors regarding the liquidity
and risk profile of the AIF. AIFMs that manage AIFs employing leverage must disclose, on a
regular basis, any changes to the AIF’s maximum level of leverage, as well as any right of
reuse of collateral or any guarantee granted under the leveraging arrangement.
6.14 We expect the Level 2 Regulation to provide further detail on the information to be
disclosed and to set out the required frequency of disclosure. It is likely that in most cases
the information will have to be disclosed as part of the AIF’s periodic reporting to investors
and, at a minimum, along with the annual report. However, AIFMs should notify investors
immediately if they activate any special liquidity arrangements permitted under the AIF’s
constitution, such as gates, side pockets or suspensions of redemptions.
44 Directive 2003/71/EC.
45 Article 43 AIFMD.
46 Paragraphs 6.6-6.10 and questions 33 and 34 of DP12/1.
47 See the European Commission’s Proposal for a Regulation of the European Parliament and of the Council on key information
documents for investment products, July 2012 http://ec.europa.eu/internal_market/finservices-retail/docs/investment_
products/20120703-proposal_en.pdf
42 Financial Services Authority November 2012