Directive 2011/61/EU introduced an electronic, regulator vs regulator AIFMD marketing passport for EU AIFMs and AIFs. Within 20 working days from submission of a complete marketing passport application to the Home State regulator of an AIFM, marketing can commence in the Host State of choice. The AIFMD marketing passport under for EU AIFMs and EU AIFs mirrors the one introduced by UCITS IV directive.
European investor base has always been instrumental to the growth of non-EU AIFMs. AIFMD accordingly contains third country recognition mechanisms for the application of AIFMD marketing passport to non-EU AIFM or non-EU AIF. Delegated acts will need to be adopted by the European Commission, following a positive advice delivered by ESMA. The relevant provisions on the extension of the AIFMD marketing passport to third countries come quite handy for foreign fund managers with an interest in European markets.
National Private Placement Regime
In the interim, non-EU AIFs can be marketed in Europe without a passport by EU and non-EU AIFM via national private placement regimes under AIFMD. Article 36 and article 42 AIFMD contain provisions and requirements for the marketing in EU without a passport of non-EU AIFs also by non-EU AIFM. According to AIFMD, Host States are at liberty of gold-plating the process of the national private placement registration and impose compliance with additional requirements.
Impact of Brexit on AIFMD
Following the majority vote at the referendum held on June 2016, a withdrawal of the United Kingdom from Europe – so called Brexit – once in effect will also have impact on AIFMs and AIFs. Veneziano & Partners has the expertise and the network to assist fund managers dealing with Brexit issues.
The AIFMD contains a great deal of details to cover cases of non-EU AIFM and non-EU AIFs marketing in Europe. Once withdrawal from Europe comes into effect, the United Kingdom will become a third country for the purposes of the AIFMD and UK AIFM and AIF will be subject to relevant rules provided for by the directive. In case the AIFMD passport is applied also to third countries, the United Kingdom will find itself meeting already all the requirements imposed to by the directive and regulation, therefore making likely that extension of the third country passport can be obtained.
Veneziano & Partners is a veteran of the process of AIFMD fund passporting and private placement and can efficiently prepare and arrange submission of applications, liaise with regulatory authorities until approval and on ongoing basis thereafter