van Cutsem Wittamer Marnef & Partners​ LEADING GLOBAL NETWORK MACKRELL INTERNATIONAL IN CHAMBERS GUIDE AS FOR EIGHTH YEAR RUNNING.

Fund Management

A legal person whose regular business ismanaging one or morefundsis called a Fund Manager. Thepurpose of the Fund Manager is to manage the portfolio and risks ofthe fund, together with othermarketing functions and administrative functions, including the following:

  1. Legal and fund management accounting services;

  2. Customer inquiries;

  3. Valuation and pricing (including tax returns);

  4. Regulatory compliance monitoring;

  5. Maintenance of unit and shareholder register;

  6. Distribution of income;

  7. Unit/shares issues and redemptions;

  8. Contract settlements(including certificate dispatch); and
  9. Record keeping.
De Minimis AIFMs

An Alternative Investment Fund Manager (“AIFM”) is considered as ademinimis AIFM if it:​

  1. Manages portfolio of Alternative Investment Funds (“AIFs”) whose assets under management, including any assets acquired through use of leverage, in total do not exceed a threshold of EUR 100 million; or

  2. Manages portfolio of AIFs whose assets under management in total do not exceed a threshold of EUR 500 million when the portfolios of AIFs consist of AIFs that are unleveraged and have no redemption rights exercisable during a period of five years following the date of initial investment in each AIF.

In this regard, a Company applying to be licensed as a de minimis AIFM is exempt from the full provisions of the AIFMD. However, certain reporting requirements would still be applicable, including those relating to investment strategies, main trading instruments, principal exposures and concentration of the funds under management. Companies which do not exceed the aforementioned thresholds may still opt to be treated as a full scope AIFM which would render applicable all obligations set under the AIFMD framework, including the use of passporting rights.

InMalta,

AIFMs

A Maltese licensed AIF shall have a manager who is responsible for ensuring compliance with the ISAct, the Regulations, and the Investment Services Rules. This manager can either be an external manager appointed by or on behalf of the AIF, also known as an AIFM, or the AIF itself, if permitted. The activities of the AIFM consist of investment management including portfolio management and risk management and other ancillary activities such as administration and marketing.

A Maltese licensed AIFM shall carry out its activities from Malta and shall have in place sufficient financial resources and liquidity in order to conduct its business effectively. If externally managed, the minimum capital requirement of an AIFM is EUR 125,000, whilst if it is internally managed the minimum capital is that of EUR 300,000. However, where the value of the portfolios of the AIFs managed by the AIFM exceeds EUR 250 million, an additional amount of own funds of 0.02% of the amount exceeding EUR 250 million is required. However, it is provided that the total amount of own funds shall amount to at least one quarter of the fixed overheads of the preceding year.

Besides the general organisational requirements, AIFMs are also subject to the following requirements:

  1. Remuneration: The AIFM shall have remuneration policies and practices for those categories of staff, including senior management, whose professional activities have a material impact on the risk profile of the AIFM or the AIF and that are consistent with and promote sound and effective risk management and do not encourage risk taking which is inconsistent with the risk profiles, fund rules or instruments of incorporation of the AIFs it manages;

  2. Conflict of Interest: The AIFM shall have in place conflict of interest rules in order to prevent them from adversely affecting the interests of the AIFs and their investors and to ensure that the AIFs it manages are fairly treated;

  3. Risk Management: The risk management function shall be separated from the investment management function. Furthermore, the AIFM shall have in place risk management policies relevant to each alternative investment fund investment strategy to which each AIF is or may be exposed to; and

  4. Liquidity Management: For each AIF it manages which is not an unleveraged closed-ended AIF, the AIFM shall employ an appropriate liquidity management system and adopt procedures which enable the Licence Holder to monitor the liquidity risk of the AIF.

UCITS Managers

As the name implies, Undertakings for the Collective Investment in Transferable Securities (“UCITS”) Managers undertake the management of a UCITS normally in the form of investment companies and whose activity includes investment management, administration, and marketing.

Such Licence Holder shall not engage in activities other than the management of UCITS, with the exception of the additional management of other schemes which are not UCITS but the units of which cannot be marketed in other Member States or supervision.

Our Services

We have extensive experience in assisting investment services licence holders, and our services include:

  1. Structuring, legal, and regulatory advice;

  2. Assisting with the entire autorisation, registration, or notification process;

  3. Drafting of all internal policies and internal procedure manuals;
  4. Reviewing and/or drafting of necessary documentation;

  5. Liaising with the competent Maltese authorities on an ongoing basis;

  6. Assisting with the company incorporation; and
  7. Liaising with the competent Maltese authorities on an ongoing basis;

  8. Assisting with the company incorporation; and
  9. Liaising with the competent Maltese authorities on an ongoing basis;

  10. Advising to ensure compliance with all the Anti-Money Laundering (“AML”) requirements and establishing effective Know Your Client (“KYC”) procedures.

Key contacts

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