The Alternative Investment Fund Managers Directive (“AIFM Directive“) of the European Union (“EU”) must be implemented into the national law of all EU countries by 22 July 2013. The AIFM Directive, which sets forth rules for the authorisation, operation and transparency (i.e., disclosure requirements) of managers of alternative investment funds (“AIFs”), will apply to any US and other non-EU private fund manager (defined under the AIFM Directive as an alternative investment fund manager or “AIFM”) that:
(1) Manages one or more EU AIFs; or
(2) Markets one or more AIFs (EU or non-EU) to investors in the EU.
In our previous Briefings, we have provided detailed guidance and summaries of the requirements for AIFMs, including the specific issues of relevance to US private fund managers and other non-EU private fund managers. The same issues and principles as are discussed in our Briefings remain relevant, but as we approach 22 July 2013, the date that the AIFM Directive becomes effective in all EU member states, we are beginning to see final rules published in certain EU member states, including the UK. These final rules are leading to further action items becoming apparent, which US and other non-EU AIFMs may wish to consider — particularly where the US or non-EU AIFM is not managing an EU AIF and is only marketing its non-EU AIFs in the EU. Some of these action items relate to the existence of transitional periods in certain EU countries and reverse solicitation procedures — both of which may be critical for US or non-EU AIFMs if they wish to be able to market their AIFs in the EU without having to comply with the AIFM Directive’s onerous requirements for notification filings/registration, statutory disclosures and regulatory reporting (together, the “Marketing Compliance Requirements”).
Click here to read a list of action items that US and non-EU AIFMs are advised to consider.