Introduction

On January 25, 2017, the UK Financial Conduct Authority (FCA) published amendments to its rules on Annex IV reporting under the EU Alternative Investment Fund Managers Directive (AIFMD). The amendments will affect non-EU Alternative Investment Fund Managers (AIFMs) that market feeder Alternative Investment Funds (AIFs) in the UK under the UK’s implementation of the Article 42 AIFMD national private placement regime.

The changes apply to those AIFMs who report Annex IV information for their feeder AIFs on a quarterly basis. In future, such AIFMs will also be required to report quarterly information regarding the feeder AIF’s master AIF, notwithstanding that the master AIF is not itself marketed in the UK.

The new obligation takes effect from June 29, 2017, which implies that the first quarterly Annex IV report for the relevant master AIF should be filed by July 31, 2017, for the quarter April to June 2017.

The new reporting obligation will only affect “above threshold” AIFMs that are required to file Annex IV on a quarterly basis; it will not apply to “sub-threshold” (or “small”) AIFMs or those AIFMs that currently file on a half-yearly or yearly basis.

Background

The FCA consulted on the changes to the reporting requirements in CP16/17: Quarterly Consultation Paper No. 13, published in July 2016 (CP16/17). Prior to this, the FCA’s position, as stated in its Q&A on AIFMD reporting, was that non-EEA AIFMs were only required to report on AIFs that were directly marketed in the UK; in the case of feeder AIFs, there was no need to provide the Annex IV report for the master AIF.

In CP16/17, the FCA explained that the changes to reporting were designed to reduce information gaps associated with non-reporting of master funds, in order for the FCA to more effectively monitor and reduce systemic risk. The FCA noted that the additional reporting would apply only where reporting on the feeder AIF was currently required on a quarterly basis, since this would limit the impact on firms and would limit the additional reporting requirement to those funds which have the potential to contribute to the build-up of systemic risk.

The ability of national regulators to require information regarding master AIFs which are not marketed in their jurisdiction derives from Article 24(5) of AIFMD, which allows regulators to require AIFMs to report additional information where necessary for the effective monitoring of systemic risk. In its Opinion dated October 1, 2013, the European Securities and Markets Association (ESMA) had encouraged EU member state regulators to collect information on non-EU master AIFs of feeder AIFs that are marketed into the EU. In line with this guidance, a number of EEA member states, including Ireland, Luxembourg and Belgium, have since 2014/2015 required non-EEA AIFMs to file Annex IV reports for the relevant master AIFs.