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

CP12/32
Implementation of the Alternative Investment Fund Managers Directive
Marketing notifications and passporting
Annex X
10.5 Articles 31 and 32 of the Directive relate to the marketing of AIFs managed by authorised
AIFMs both domestically and in other Member States. Annexes III and IV of the Directive set
out the documentation requirements needed to notify the AIFM’s competent authority of the
planned marketing of an AIF in the AIFM’s home Member State or in other Member States.
National private placement
10.6 The Directive also gives Member States discretion to retain or put in place national
marketing regimes for offerings to professional investors (‘private placement regime’).
Respondents to DP12/1 generally supported the current private placement regime in the
UK, and suggested that only minimal changes be made to the regime as a result of AIFMD,
such as a public register of privately placed funds. 126
10.7 Where a UK or EEA AIFM wishes to market a non-EEA AIF in the EEA, the Directive
allows Member States to maintain a private placement regime subject to certain conditions
such as that: 127
• the AIFM must comply with the AIFMD except for certain depositary requirements;
• appropriate cooperation arrangements are in place between the competent authorities
of the AIFM’s home Member State and the supervisory authorities of the third country
where the non-EEA AIF is established; and
• the third country where the non-EEA AIF is established is not listed as a noncooperative
country or territory by the Financial Action Task Force (FATF).
10.8 Similarly for non-EEA AIFMs who wish to market an AIF in the EU, the Directive allows
Member States to maintain a private placement regime subject to certain conditions such
as that 128 :
• the AIFM must only comply with the transparency requirements and, where applicable,
also the private equity notification requirements;
• appropriate cooperation arrangements are in place, as applicable, between the competent
authorities of the Member States where the AIFs are marketed, the competent authorities
of the EEA AIFs concerned, and the supervisory authorities of the third EEA country
where the non-EEA AIF or AIFM is established; and
• the third country where the non-EEA AIF or AIFM is established is not listed as a
non-cooperative country or territory by the FATF.
126 Question 53 of DP12/1.
127 Article 36 (1) AIFMD.
128 Article 42 (1) AIFMD
80 Financial Services Authority November 2012