AIFM Law

Alternative Investment Fund Managers Directive (AIFMD): learn ALFI’s position and hear answers to questions impacting the Luxembourg fund and asset management community.

The EU’s Alternative Investment Fund Managers Directive stems from a consensus among the G20 countries in favour of closer regulatory oversight of managers and their activities in the alternative fund sector. In particular, the directive seeks to ensure the establishment of robust risk and liquidity management systems while also enhancing transparency for investors.

The AIFMD was finally approved by the European Parliament on November 11, 2010 after 18 months of intense debate and negotiations.

Luxembourg fully implemented the AIFMD with the adoption of the AIFM Law on July 12, 2013, an important step in the ongoing development of the alternative investment fund industry and the strengthening of Luxembourg’s position as a global investment fund hub.

As a counterpart to increased regulatory oversight, a European passport for alternative investment fund managers (AIFMs) has been introduced for the marketing of their funds (AIFs) to professional investors within the EU, leading to the phasing out of existing private placement rules for distribution by EU member states.

The goals of the AIFMD are

• Regulation of activities in the alternative investment fund sector and monitoring of systematic risks.
• Creation of harmonised rules for the management and marketing of AIFs within the EU.
• Enhanced transparency for investors.

The AIFMD regime applies directly to AIFMs from the EU or outside marketing alternative funds within the union, whether the AIFs are domiciled within the EU or not, and it applies indirectly to all alternative funds whatever their domicile. There are exemptions for certain types of entity and their managers, but the law applies both to self-managed funds, which are treated as AIFMs, and to AIFs appointing an external AIFM.

1. Impact assessment of the AIFM Law on your business model:

• In or out of scope?
• Timing.
• Who is the AIFM?
• Is reorganisation of your existing structure necessary?

2. In-depth analysis of existing processes, operating rules and agreements.

3. Adaptation of your business model to the AIFMD requirements and implementation of new structures:

• Drafting of applications for authorisation of existing or new AIFMs.
• Adaptation or drafting of service provider agreements, such as depository agreements and delegation agreements.
• Assistance with the regulatory approval process.
• Assistance with the adaptation or drafting of organisational rules, for example on conflicts of interest.
• Assistance with the adaptation or drafting of rules of conduct.
• Adaptation or drafting of prospectuses.

4. Analysis regarding optimisation of VAT and other taxes.

5. Provision of reporting services for EU and non-EU AIFMs under the applicable obligations:

• Production of reports for the AIFM and AIF(s).
• Filing of AIFM and AIF(s) reports to the regulatory authorities (such as the CSSF and/or other EU member state regulators, as required).

6. Practical, individualised and interactive training sessions on the AIFMD/AIFM Law by Arendt Institute.

We assist a broad range of fund promoters and asset managers covering all alternative asset classes and other financial institutions on adapting to the requirements imposed by the AIFMD and Luxembourg’s AIFM Law.