The AIFMD creates challenges for US advisors in the EU because it may impose compliance burdens beyond SEC rules. Learn to navigate this unfamiliar environment.
An American in AIFMD land
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Asset management: achieving a competitive advantage
Today’s asset management industry is marked by increased competition, heightened regulatory scrutiny and growing customer demands for more information and greater transparency – all set against the backdrop of a volatile market. As firms grapple with business issues such as product innovation, evolving fee structures and industry consolidation, they also find themselves needing to devote more time than ever to managing regulatory demands.
Luxembourg provides solutions to many of today’s challenges faced by the asset management industry. With over US$3 trillion of assets in investment funds, covering both traditional and all alternative asset classes, Luxembourg is the largest international investment fund domicile in the World and the leading cross-border distribution hub for investment funds.
EY can assist you to set up in Luxembourg, enhance your current product range and operating model, and face issues that affect the asset management industry:
- Luxembourg UCITS
The UCITS (Undertaking for Collective Investment in Transferable Securities) is the globally recognized brand for retail investment funds, such as equity, bond, money market and mixed funds, as well as funds of funds.
With over US$2.5 trillion of assets in UCITS investment funds, Luxembourg is the No. 1 global center and distribution hub for UCITS.
UCITS can be distributed relatively easy to all investors – both retail and all types of institutional investors – in key distribution markets across Asia, Latin America, Europe and the Middle East.
Current and future developments impact UCITS, management companies, and service providers include:
- UCITS V
- UCITS VI
- European guidelines on exchange traded funds (ETFs) and other UCITS issues
- Luxembourg’s provisions on management company “substance”
- Alternative Investment Fund Managers – AIFM
In 2013, a new regime will be implemented across the European Union (EU), regulating the managers of alternative investment funds (AIF) – i.e., investment funds that do not classify as UCITS. The objectives of the Alternative Investment Fund Managers Directive (AIFMD) include enhancing investor protection, increasing transparency for investors and regulators, and better managing systemic risks related to alternative funds.
Authorized AIFM will benefit from a passport to market the AIF they manage to professional investors throughout the EU, similar to the passport for the marketing of UCITS to retail investors. The AIFM regime is expected to create a global “AIF brand” comparable to the UCITS brand. Luxembourg is well positioned to “replicate” the Luxembourg UCITS success story for the distribution of alternative funds, benefiting from its reputation and expertise as a hub for UCITS products.
While the main focus of the AIFMD is on managers of alternative funds, the AIFMD will not only impact EU and non-EU AIFM, but also EU and non-EU domiciled Alternative Investment Funds (AIF), service providers to these funds and their investors.
The AIFMD has ramifications far beyond achieving basic compliance:
- Alternative investment groups (including promoters, sponsors, advisers, general partners and managers of all types of non-UCITS funds) should conduct a strategic review of their fund ranges and their operating models
- Service providers, especially depositaries, custodians, administrators and valuers, will also need to assess the strategic impact on their service offering and operating model and consider how they will react to new obligations and risks introduced by the AIFMD
- Investors will need to consider the accessibility of products, and the AIFMD’s impact on their investment process
- The Luxembourg Specialized Investment Fund − SIF
The Specialized Investment Fund (SIF) is Luxembourg’s leading alternative investment fund (AIF) investment fund vehicle. The SIF regime has been used extensively to launch all types of AIF products including hedge funds, private equity funds, real estate funds, commodities funds, thematic funds investing in specific segments (such a microfinance or the environment) or exotic assets (tangible such a luxury goods and intangible such as intellectual property), as well as traditional funds primarily for non-retail distribution.
The SIF regime may be used to create funds with different characteristics, such as multiple compartments (sub-funds), multiple share classes, direct and indirect funds, funds of funds, master-feeder structures, exchange traded products and structured products.
SIFs enjoy more flexibility than UCITS, especially in terms of eligible investments and structuring. SIFs may be offered to a wide range of eligible, well informed investors.
The Alternative Investment Fund Managers (AIFM) Directive will further boost its use significantly over the coming years.
- The wider asset management agenda
Faced with a difficult economic environment, evolving needs of investors and distributors, an overwhelming regulatory and tax agenda, increased demands for robust governance and internal control and transparency, leading asset management industry groups are thinking beyond compliance and operations.
The asset management industry is responding to these challenges and opportunities by:
- Enhancing product ranges and product distribution
- Streamlining operating models (e.g., consolidation, cross-border servicing)
- Enhancing governance models
- Reviewing delegation arrangements
- Adopting a structured approach to managing regulation
- Why Luxembourg for investment funds?
Luxembourg is the leading global location for all types of investment funds.
The success of Luxembourg in attracting investment funds, and becoming a major financial center, may be attributed to a number of factors such as:
- Reputation of the Luxembourg brand in the investment fund industry
- Attractive range of investment fund solutions
- Regulatory environment including accessibility, knowledge and responsiveness of the regulator
- Stability and certainty:
- Political, economic and social environment
- Legal environment and taxation regime
- Ability to achieve tax neutrality for products by considering direct and indirect taxation implications at fund and investor levels
- Operational factors such as relocation costs, local infrastructure, and the qualifications and knowledge of the multicultural, multilingual international workforce
- Service provider considerations such as their expertise and ability to meet specific local distribution market requirements from Luxembourg
- Central location at the heart of Europe with easy access to other financial centers
- Global Fund Distribution
UCITS can be marketed to all types of investors in most key distribution markets. The UCITS brand is recognized worldwide.
A comparable global brand for the marketing of AIF is expected to emerge following the implementation of the AIFM Directive.
UCITS and AIF benefit from a "passport" enabling them to be marketed to investors across Europe. Marketing outside Europe is subject to the national regimes of each country where the marketing takes place.
Luxembourg is the leading location for global cross-border distribution of investment funds. Luxembourg investment funds are distributed across Europe, Asia, Latin America, Africa and the Middle East.
EY GFD is a set of innovative services developed by EY to support asset managers with the cross-border distribution and registration of their UCITS and AIF.
EY GFD offers four core solutions designed to cover all aspects of cross-border fund distribution:
EY GFD covers all key distribution markets in Europe, Asia, Latin America, Africa and the Middle East.
EY GFD solutions are tailored to the specific needs of each client.
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