06 December 2013

Hedgeweek: Options for distributing funds into Europe under AIFMD

Hedgeweek suggests two options to market AIFs to EEA investors from July 2013:

1. Where funds promoters have appointed an EEA AIFM with an EEA AIF or set up an EEA Self-Managed AIF (which is authorised both as the fund and the fund manager) they can leverage the new AIFMD passporting possibilities (known as the Passport).
2. Non EEA structures may distribute in each EEA State in line with National Private Placement Rules (NPPRs) where they remain available, and properly monitor their evolution.

The AIFMD Passport is currently only available to EEA Managers of EEA AIFs but, following ESMA assessment, might be extended to non-EEA structures as from July 2015 at the earliest. For US and Asian funds wanting to market across the whole of Europe as from now however, waiting for the Third-Country Passport regime to be implemented is not an option.

Where Non EEA funds promoters are clear that there are only investors in a few territories that they wish to target, distributing funds in line with NPPRs for each Member State is a strong potential option. Some Member States have already indicated their existing NPPR will be grandfathered until July 2014. However, these requirements can be different and are constantly evolving across territories.

Where Non-EEA managers have an EEA AIF, then Non-EEA based fund managers could consider contracting with an EEA-AIFM that outsources portfolio management to a third party (i.e. the fund portfolio manager). This will allow full access to European markets, whilst ensuring risk and portfolio management are undertaken effectively. This concept of a third party management company, which already exists for UCITS funds, might appear to be a good compromise.

Finally, non-EEA fund managers without an EEAAIF can look to replicate their strategy in an EEA based vehicle via jurisdictions such as  Ireland or Luxembourg and then  outsource the management to a third party management company, or set the AIF as a Self-Managed AIF, with external support where required. Both options above would give managers full access to EEA investors under the AIFMD.

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