On 29 December 2014, the CSSF updated its frequently asked questions ("FAQ") on the Law of 12 July 2013 on Alternative Investment Fund Managers ("AIFM Law") and the AIFM delegated regulations by adding two new questions:
- question 19 on the marketing of non-EU alternative investment funds (AIFs) to professional investors in Luxembourg by EU AIFMs on the basis of Article 37 of the AIFM Law;
- question 20 on the notification to the CSSF of the acquisition of major holdings and control of non-listed companies on the basis of Article 25 of the AIFM Law.
In addition, and as indicated in the Article below "CSSF Reminder of the AIFMD reporting obligations", the CSSF also supplemented its answer to question 14(d) point I, by requiring Luxembourg AIFMs established before 22 July 2014 and authorised between 1 October 2014 and 31 December 2014 to submit their first reporting - covering the period from 1st October 2014 to 31 December 2014 - by 31 January 2015 at latest (15 February 2015 at the latest where the AIF is a fund of funds) whatever their reporting frequency is.
CSSF reminder - AIFMD reporting obligations
In a Press Release published on 13 January 2015 (Press Release 15/04), the CSSF reminded all Luxembourg domiciled Alternative Investment Fund Managers ("AIFMs") and all non-EU AIFMs which market Alternative Investment Funds ("AIFs") under Article 42 of the AIFMD (1) to assess their reporting obligations.
This assessment must be made:
- for Luxembourg registered AIFMs: as set out in Article 3 (3)(d) of the AIFM Law (2);
- for Luxembourg authorised AIFMs as set out in Article 22 (1), (2) and (4) of the AIFM Law; and
- for non-EU AIFMs: as set out in Article 24 (1), (2) and (4) AIFMD.
The CSSF also pointed out that all AIFMs have at least an annual obligation for the submission of the AIFMD reporting which is due for 31 January 2015 at the latest (except for AIFs which are considered as funds of funds and for which the submission is accepted with a delay of 15 supplementary days).
AIFMs are requested to submit their files as described in CSSF Circular 14/581 which deals with the technical aspects of the AIFMD reporting.
Information regarding the operational issues on the reporting (e.g. reporting frequency, reporting periods, first reporting period for existing, registered and authorised AIFMs ...) can be found either in the final ESMA Guidelines on reporting obligations for AIFMs (ESMA/2014/869), in the ESMA Q&A on AIFMD (ESMA/2013/1359) or in the CSSF AIFM FAQ published on the CSSF website.
It is important to note also that the CSSF AIFM FAQ has recently been updated and on this occasion, the CSSF supplemented its answer to question 14(d) point I, by requiring Luxembourg AIFMs established before 22 July 2014 and authorised between 1 October 2014 and 31 December 2014 to submit their first reporting - covering the period from 1st October 2014 to 31 December 2014 - by 31 January 2015 at latest (15 February 2015 at latest where the AIF is a fund of funds), whatever their reporting frequency is.
The CSSF has confirmed orally that the reporting requirement also applies to Luxembourg AIFMs established before 22 July 2014 which filed an application for authorisation but where the authorisation has not yet been granted.
Updated ESMA Q&A on AIFMD
On 9 January 2015, ESMA published an updated version of its Q&A on the application of the AIFMD.
Section III on reporting to national competent authorities under Articles 3, 24 and 42 of the AIFMD is supplemented by additional questions. All of the newly introduced questions deal with the information and data to be entered into the ESMA consolidated reporting template (ESMA/2013/1359).
(1) AIFMD refers to Directive 2011/61/EU of 8 June 2011 on Alternative Investment Fund Managers.
(2) AIFM Law refers to the Law of 12 July 2013 on Alternative Investment Fund Managers.