Worldwide: Global Registration Services - Market Update, Q4 2015

Last Updated: 27 January 2016
Article by Emma Conaty and Dhivisha Jeena

AIFMD

ESMA Q&A on the Application of AIFMD

On 1 October 2015, 2 December 2015 and 15 December 2015, ESMA published updated Q&A documents on the application of AIFMD and its implementing measures.  The documents clarify the content of certain AIFMD rules and subscribe common approaches and practices to be undertaken by supervisory authorities.  In particular, the 1 October 2015 and 15 December 2015 Q&As provide clarification on the depositary liability regime, and the 2 December 2015 Q&A clarifies the obligations to report to supervisory authorities under AIFMD.

Please click here, here and here for copies of the respective Q&As.

ESMA Assessment of Extension of AIFMD Passport

As reported in our Q3 Market Update, on 13 October 2015, ESMA announced that it will undertake a second waive assessment of the following non-EU countries for the extension of the AIFMD passport: Australia, Canada, Japan, the Cayman Islands, the Isle of Man and Bermuda.  ESMA has been given a deadline of 30 June 2016 for its next opinion and advice based on this assessment.  ESMA has also been given the same deadline for its assessment on whether to extend the AIFMD passport to Hong Kong, Singapore and the US.  We note that in its previous advices of 30 July 2015, ESMA gave no definitive conclusion on Hong Kong, the US and Singapore while concluding positively on Jersey, Guernsey and Switzerland.

In a letter from the European Commission to ESMA dated 17 December 2015, ESMA was invited to provide a more detailed assessment of the capacity of supervisory authorities and their track record in ensuring effective enforcement as well as a preliminary assessment of the expected inflows of funds by type and size into the EU from relevant third countries.

Please click here for a copy of ESMA's 13 October 2015 announcement and here for a copy of the European Commission's 17 December 2015 letter addressed to ESMA.

Implementation update 

Ireland: AIFMD Q&A

On 4 November 2015, the Central Bank of Ireland (the "CBI") published the 17th edition of the AIFMD Q&A document which revises an existing question (ID 1030) that considers whether a professional investor fund or QIAIF can be managed by a non-EU AIFM.  A new question (ID1100) considers whether subscription and redemption monies of individual sub-funds can be held within a single account as fund assets in the name of the umbrella fund.

Please click here for a copy of the Q&A.

Ireland: Changes to Annex IV Reporting Obligations

As reported in our 4 December 2015 client update, on 30 November 2015, the CBI published an updated version of the Reporting Guidance for AIFMs, which prescribes new reporting requirements applicable to non-EU master AIFs not being marketed in the EU that have either EU or non-EU feeder AIFs marketed in the EU under Article 42 of AIFMD. 

Please click here for a copy of our 4 December 2015 client update.

Luxembourg: Regulation on Marketing Foreign AIF to Retail Investors

On 27 November 2015, the CSSF published Regulation No. 15-03, which prescribes detailed rules on the application of Article 46 of the Law of 12 July 2013 on AIFMs regarding the marketing of foreign AIFs to retail investors in Luxembourg.  Foreign AIFs under the Regulation include foreign EU-AIFs as well as foreign third country AIFs.  The Regulation prescribes the procedure by which foreign AIFs are required to obtain CSSF authorisation prior to commencing marketing to retail investors in Luxembourg.

Please click here for a copy of the Regulation in French.  There is no English version available to date.

Luxembourg: Financial Reporting Obligations of Foreign AIFMs

On 29 December 2015, the CSSF issued Circular 15/633 on the obligation of investment fund managers and their branch offices to provide quarterly financial reports to the CSSF.  The Circular extends the scope of "investment fund managers" to include authorised foreign AIFMs subject to the Law of 12 July 2013 with immediate effect.  Authorised foreign AIFMs are required to submit financial information as at 31 December 2015 to the CSSF by 29 February 2016.  Previously, only management companies subject to Chapter 15 of the Law of 17 December 2010 on undertakings for collective investment schemes were subject to this requirement.

Please click here for a copy of the Circular.  There is no English version available to date. 

Norway: AIFMD Annex IV Transparency Reporting

On 15 December 2015, Finanstilsynet published a Statement that all non-EEA AIFMs having been granted authorisation to market AIFs to professional investors in Norway in terms of section 6-5 of the Norwegian Act on the Management of Alternative Investment Funds, are required to report periodic information on the AIFM and the respective AIFs to Finanstilsynet.

AIFMs are required to commence reporting from the first day of the following quarter after they have information to report until the end of the first reporting period.  Reports are required to be submitted by no later than one month after the end of the relevant reporting period (where the AIF is a fund of funds, this is subject to a 15 day extension).

Finanstilsynet has invited Annex IV reports as from 1 January 2016 and has requested AIFMs to not submit reports for preceding reporting periods.

Please click here for the Statement.

Europe

Belgium: Circular on the Offering of Financial Products to Belgian Retail Customers

On 27 October 2015, the FSMA published a Circular providing guidance on the recently amended rules governing marketing materials used in connection with the offering of financial products to Belgian retail customers, namely Royal Decree dated 25 April 2014 as amended by Royal Decree dated 2 June 2015 (the "Transversal Royal Decree").  The circular clarifies certain provisions of the Transversal Royal Decree and provides answers to practical questions that have been raised in connection with the implementation thereof.

Please click here for a copy of the Circular in French.  There is no English version available to date.

France: AMF Public Consultation on Social Media Communication

From 5 October 2015 to 13 November 2015, the AMF conducted a public consultation on the communication of promotional literature in social media by asset management companies and debt securities issuers.  The consultation document included proposals for the clarification of rules that apply to communicating promotional literature, archiving policy, treatment of third-party publications, opinion-posting and the internal organisation of the entities in question.

Please click here for a copy of the consultation document.

Germany: Updated Draft German Investment Tax Act

On 16 December 2015, the German Federal Ministry of Finance published an updated draft of the German Investment Tax Act.  It incorporates comments received from industry associations.  Under the updated draft the statutory seat, principal place of management or permanent establishment will no longer be relevant to the distinction between German and non-German investment funds.  This purports to ease the cross-border management of investment funds.  Industry and associations were invited to submit further comments on the updated draft by mid-January 2016.

The updates introduce considerable change to the German tax system, particularly for domestic and foreign mutual funds.  They effectively remove the principle of tax transparency and introduce a lump sum taxation as from 1 January 2018.

Please click here for a copy of the updated draft in German.  There is no English version available to date.

Lithuania: Removal of Obligation to Pay Regulatory Fees

On 2 December 2015, the Bank of Lithuania updated its local requirements for the initial and subsequent notification to market a foreign UCITS in Lithuania.  As a result, the obligation to pay regulatory notification fees has been removed.

Please click here for the updated section of the Bank of Lithuania's website.

Asia Pacific

Hong Kong: New Authorisation Periods for Fund Authorisation Process

As reported in our Q3 Market Update, on 9 October 2015, the SFC launched a revised process for the inward marketing of foreign UCITS effective from 9 November 2015.  The new process is subject to a six month pilot period ending 8 May 2016 (which period may be extended).  The new process introduces new authorisation periods for applications where a prospective fund to be marketed is a sub-fund under an existing SFC-authorised umbrella fund and applications where an umbrella fund makes an initial application for SFC authorisation.  Under the revised process, the former category would be regarded as a "Standard Application" taking an average of one to two months to process, whereas the latter category would comprise a "Non-Standard Application" taking an average of two to three months to process.

Please click here for a copy of the SFC's Circular to Management Companies on the Launch of the Pilot Revamped Fund Authorisation Process and here for the SFC's FAQ on the Revamped Process (questions 5A and 5B are of particular relevance).

Japan: Draft Amendments on the Financial Instruments and Exchange Act

On 20 November 2015, the FSA published Draft Amendments to the relevant cabinet order and  ordinance detailing new requirements prescribed by the Bill amending the Financial Instruments and Exchange Act.  The Bill was published on 27 May 2015 and it is expected to come into force in the first quarter of 2016.

The Bill limits the application of the QII-targeted Business Exemption currently available to the General Partner ("GP") of a Limited Partnership ("LP").  While GPs making use of the exemption will be entitled to rely on same until termination of the LP, certain sections of the revised Act (e.g. bookkeeping and reporting obligations, the requirement to appoint a representative in Japan) will begin to apply.

Please click here for the FSA Briefing Details and here for a copy of the 20 November 2015 Draft Amendments in Japanese.  There is no English version of the Draft Amendments available to date.

Taiwan: Amendments to Regulations Governing Offshore Funds

On 13 October 2015, the FSC published updated Regulations Governing Offshore Funds adopted under the Securities Investment Trust and Consulting Law.  The Regulations update the qualification criteria of an offshore fund manager for the offering and sale of an offshore fund (Article 24) and the application procedure for same (Article 27).  The Regulations also permit the FSC to prescribe the total amount of the offshore fund to be offered and sold in Taiwan as it deems necessary for management of the securities market (Article 26-1).  Other updated Articles are Articles 12, 13, 28, 29, 31 and 32.

All updated Articles came into effect from 13 October 2015, save for Article 13, which will be implemented from 15 April 2016 and Article 24, which will be implemented from 15 October 2016.

Please click here for a copy of the Regulations.

Worldwide

IOSCO Report on Cross-Border Regulation

On 9 October 2015, the International Organization of Securities Commissions published a report on cross-border regulation which focusses on the tools used by regulators to manage overlaps in regulatory requirements for cross-border activities.  The report is a key milestone in international discussions aimed at improving co-operation between regulators.  Pages 31 to 37 in particular, provide an overview of the cross-border marketing passport regimes available in the EU and Canada and also set out some challenges to same.

Please click here for a copy of the report.

How Maples can help

Maples Global Registration Services ("Maples GRS") supports UCITS  and AIFMs in their multi-market distribution strategies by providing an integrated global network of experts coordinated by a dedicated central team supporting all legal and regulatory aspects governing the cross border marketing of investment funds on both a private placement and public offer basis.

Should you require any further information or assistance in this regard, please do not hesitate to contact a member of the Maples GRS team.

Footnote

1. Domiciled in Ireland and Luxembourg

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

To print this article, all you need is to be registered on Mondaq.com.

Click to Login as an existing user or Register so you can print this article.

Authors
Emma Conaty
Dhivisha Jeena
Similar Articles
Relevancy Powered by MondaqAI
 
Some comments from our readers…
“The articles are extremely timely and highly applicable”
“I often find critical information not available elsewhere”
“As in-house counsel, Mondaq’s service is of great value”

Related Topics
 
Similar Articles
Relevancy Powered by MondaqAI
Related Articles
 
Related Video
Up-coming Events Search
Tools
Print
Font Size:
Translation
Channels
Mondaq on Twitter
 
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).
 
Email Address
Company Name
Password
Confirm Password
Position
Mondaq Topics -- Select your Interests
 Accounting
 Anti-trust
 Commercial
 Compliance
 Consumer
 Criminal
 Employment
 Energy
 Environment
 Family
 Finance
 Government
 Healthcare
 Immigration
 Insolvency
 Insurance
 International
 IP
 Law Performance
 Law Practice
 Litigation
 Media & IT
 Privacy
 Real Estate
 Strategy
 Tax
 Technology
 Transport
 Wealth Mgt
Regions
Africa
Asia
Asia Pacific
Australasia
Canada
Caribbean
Europe
European Union
Latin America
Middle East
U.K.
United States
Worldwide Updates
Registration (you must scroll down to set your data preferences)

Mondaq Ltd requires you to register and provide information that personally identifies you, including your content preferences, for three primary purposes (full details of Mondaq’s use of your personal data can be found in our Privacy and Cookies Notice):

  • To allow you to personalize the Mondaq websites you are visiting to show content ("Content") relevant to your interests.
  • To enable features such as password reminder, news alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our content providers ("Contributors") who contribute Content for free for your use.

Mondaq hopes that our registered users will support us in maintaining our free to view business model by consenting to our use of your personal data as described below.

Mondaq has a "free to view" business model. Our services are paid for by Contributors in exchange for Mondaq providing them with access to information about who accesses their content. Once personal data is transferred to our Contributors they become a data controller of this personal data. They use it to measure the response that their articles are receiving, as a form of market research. They may also use it to provide Mondaq users with information about their products and services.

Details of each Contributor to which your personal data will be transferred is clearly stated within the Content that you access. For full details of how this Contributor will use your personal data, you should review the Contributor’s own Privacy Notice.

Please indicate your preference below:

Yes, I am happy to support Mondaq in maintaining its free to view business model by agreeing to allow Mondaq to share my personal data with Contributors whose Content I access
No, I do not want Mondaq to share my personal data with Contributors

Also please let us know whether you are happy to receive communications promoting products and services offered by Mondaq:

Yes, I am happy to received promotional communications from Mondaq
No, please do not send me promotional communications from Mondaq
Terms & Conditions

Mondaq.com (the Website) is owned and managed by Mondaq Ltd (Mondaq). Mondaq grants you a non-exclusive, revocable licence to access the Website and associated services, such as the Mondaq News Alerts (Services), subject to and in consideration of your compliance with the following terms and conditions of use (Terms). Your use of the Website and/or Services constitutes your agreement to the Terms. Mondaq may terminate your use of the Website and Services if you are in breach of these Terms or if Mondaq decides to terminate the licence granted hereunder for any reason whatsoever.

Use of www.mondaq.com

To Use Mondaq.com you must be: eighteen (18) years old or over; legally capable of entering into binding contracts; and not in any way prohibited by the applicable law to enter into these Terms in the jurisdiction which you are currently located.

You may use the Website as an unregistered user, however, you are required to register as a user if you wish to read the full text of the Content or to receive the Services.

You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in these Terms or with the prior written consent of Mondaq. You may not use electronic or other means to extract details or information from the Content. Nor shall you extract information about users or Contributors in order to offer them any services or products.

In your use of the Website and/or Services you shall: comply with all applicable laws, regulations, directives and legislations which apply to your Use of the Website and/or Services in whatever country you are physically located including without limitation any and all consumer law, export control laws and regulations; provide to us true, correct and accurate information and promptly inform us in the event that any information that you have provided to us changes or becomes inaccurate; notify Mondaq immediately of any circumstances where you have reason to believe that any Intellectual Property Rights or any other rights of any third party may have been infringed; co-operate with reasonable security or other checks or requests for information made by Mondaq from time to time; and at all times be fully liable for the breach of any of these Terms by a third party using your login details to access the Website and/or Services

however, you shall not: do anything likely to impair, interfere with or damage or cause harm or distress to any persons, or the network; do anything that will infringe any Intellectual Property Rights or other rights of Mondaq or any third party; or use the Website, Services and/or Content otherwise than in accordance with these Terms; use any trade marks or service marks of Mondaq or the Contributors, or do anything which may be seen to take unfair advantage of the reputation and goodwill of Mondaq or the Contributors, or the Website, Services and/or Content.

Mondaq reserves the right, in its sole discretion, to take any action that it deems necessary and appropriate in the event it considers that there is a breach or threatened breach of the Terms.

Mondaq’s Rights and Obligations

Unless otherwise expressly set out to the contrary, nothing in these Terms shall serve to transfer from Mondaq to you, any Intellectual Property Rights owned by and/or licensed to Mondaq and all rights, title and interest in and to such Intellectual Property Rights will remain exclusively with Mondaq and/or its licensors.

Mondaq shall use its reasonable endeavours to make the Website and Services available to you at all times, but we cannot guarantee an uninterrupted and fault free service.

Mondaq reserves the right to make changes to the services and/or the Website or part thereof, from time to time, and we may add, remove, modify and/or vary any elements of features and functionalities of the Website or the services.

Mondaq also reserves the right from time to time to monitor your Use of the Website and/or services.

Disclaimer

The Content is general information only. It is not intended to constitute legal advice or seek to be the complete and comprehensive statement of the law, nor is it intended to address your specific requirements or provide advice on which reliance should be placed. Mondaq and/or its Contributors and other suppliers make no representations about the suitability of the information contained in the Content for any purpose. All Content provided "as is" without warranty of any kind. Mondaq and/or its Contributors and other suppliers hereby exclude and disclaim all representations, warranties or guarantees with regard to the Content, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. To the maximum extent permitted by law, Mondaq expressly excludes all representations, warranties, obligations, and liabilities arising out of or in connection with all Content. In no event shall Mondaq and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use of the Content or performance of Mondaq’s Services.

General

Mondaq may alter or amend these Terms by amending them on the Website. By continuing to Use the Services and/or the Website after such amendment, you will be deemed to have accepted any amendment to these Terms.

These Terms shall be governed by and construed in accordance with the laws of England and Wales and you irrevocably submit to the exclusive jurisdiction of the courts of England and Wales to settle any dispute which may arise out of or in connection with these Terms. If you live outside the United Kingdom, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident ("Local Law"). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.

You may print and keep a copy of these Terms, which form the entire agreement between you and Mondaq and supersede any other communications or advertising in respect of the Service and/or the Website.

No delay in exercising or non-exercise by you and/or Mondaq of any of its rights under or in connection with these Terms shall operate as a waiver or release of each of your or Mondaq’s right. Rather, any such waiver or release must be specifically granted in writing signed by the party granting it.

If any part of these Terms is held unenforceable, that part shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties, and the Terms shall continue in full force and effect.

Mondaq shall not incur any liability to you on account of any loss or damage resulting from any delay or failure to perform all or any part of these Terms if such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the control of Mondaq. Such events, occurrences or causes will include, without limitation, acts of God, strikes, lockouts, server and network failure, riots, acts of war, earthquakes, fire and explosions.

By clicking Register you state you have read and agree to our Terms and Conditions