AIFMD Distribution Registration

AIFMD Distribution Registration

Registering Your Fund for Distribution in the EU under AIFMD

Laven Partners provides a unique solution empowering managers to navigate local distribution requirements in Europe, post-AIFMD. The AIFMD Distribution Registration offers managers a dedicated program to facilitate the registration assistance for non-EEA Alternative Investments Funds (AIF) wishing to market their AIF to qualified investors in Europe.

An overview of the AIFMD process requirements in some of the main European countries is provided in the table below:

UK Immediate. No post-submission approval waiting period to commence marketing but it is good practice to wait to receive automated confirmation e-mail. No requirements above the minimum prescribed by AIFMD.
Austria In particular the condition of equivalence of the rules of the home country with Austrian law can make it difficult to obtain approval. If the conditions can be fulfilled it should take 3 to 6 months. Additional requirements amounting to full compliance with AIFMD and the appointment of a local representative in Austria. A fund manager intending to market to professional or retail investors in Austria must send a Notification Letter to the Austrian FMA together with a confirmation from the home country competent authority and the relevant information as required in Annex II of the Austrian AIFMG.
Belgium Authorisation from the FSMA required, typically obtained within 2-4 weeks. Minimum AIFMD requirements as per Article 42 and additional confirmations may be requested as part of the application.
Denmark Minimum three month process for approval following submission. Appointment of a depositary required. Additional documentation and confirmations requested as part of the application.
Finland Must wait for FIN-FSA approval before commencing marketing. Approval times on average 2-3 months. Additional documentation and confirmations may be requested as part of the application. Annex IV pre-reporting form to be filed with following approval.
France It is not possible for non-EU AIFMs to market funds under NPPR. Marketing requires authorisation of the AIFM. Gap analysis prior to application is recommended. The AIFM must comply with the provisions pertaining to AIFs and French laws and regulations applicable to portfolio management companies (e.g. sufficient capital and own funds, compliance procedures, etc.). Appointment of a depositary required. Private placement only allowed for closed-ended funds, subject to compliance with Prospectus Directive requirements and obligations to comply with AIFMD passporting process.
Germany Approval must be obtained from BaFIN. Approval times vary according to type of AIF and investors – generally between 2 and 4 months. Appointment of a depositary required. Additional information, documentation and confirmations requested as part of the application.
Guernsey No notifications or consents are required for non-retail offerings. European Securities and Markets Authority (ESMA) made its further recommendation, on 19 July 2016, that Guernsey should be amongst those ‘third countries’ granted an AIFMD passport. Non-EU funds with a Guernsey Manager are outside full compliance of AIFMD with easy access to capital through NPPR, reduced costs including no AIFMD depositary, no leverage requirements and low regulatory capital requirements and no remuneration rules or disclosure.
Italy N/A Private placement is not permitted in Italy and this is not expected to change.
Jersey Jersey regulator and government are solution-driven and open for business – approx. 5 working days for JFSC turnaround. Consent in accordance with Control of Borrowing (Jersey) Order 1958 (COBO") needed for any pre marketing (unless exemption applies)." If both the fund and the AIFM are not Jersey based, the same regime will apply as prior to AIFMD. Non-EU funds with a Jersey manager are outside full compliance with AIFMD with easy access to capital through NPPR, reduced costs and requirements, including no depositary, no leverage requirements, low regulatory capital requirements and no remuneration rules.
Luxembourg Marketing can commence as soon as email acknowledging notification has been received. N/A
The Netherlands Immediate – no post-submission approval waiting period. N/A
Norway Approval can take several months. Finanstilsynet has prepared two separate forms that will be used when submitting an application in accordance with either section AIFMD Art. 36 or Art. 42. The application should confirm that the Norwegian equivalent conditions of Art. 42/36 have been met.
Portugal Approval takes 30 days upon the filing date of the required documentation or of the additional information requested by CMVM. The AIFMD’s provisions have been transposed without gold plating but CMVM may decide to impose further conditions, e.g. appointment of a local distributor to proceed with payments on subscriptions/redemptions.
Spain Express approval is required prior to marketing commencing (no prescribed time frame for approval). Late implementation of AIFMD. Spain has historically only allowed private placement for closed-ended funds and the draft AIFMD law does not appear to change this.
Sweden Approval normally granted within 60 days. Use of information brochure when marketing. Very thorough review and follow-up on the fund features by the regulator.
Switzerland N/A Switzerland is not a member of the EU and not obliged to transpose AIFMD. Private placement to regulated “qualified investors” (financial institutions) is permitted. Other investors, such as HNWs and pension funds must opt in to be treated as “qualified investors”. Distribution to certain qualified investors will require the appointment of a Swiss representative and a Swiss paying agent. Distribution to retail investors will require FINMA authorisation. Laven can help by providing advice on the distribution options and making appropriate disclosures in offering documents.

This document should not be considered as legal advice. Information (regulatory requirements) in this document is subject to change and as a consequence should not be relied upon.

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