1. Welcome to EQUITY ISSUES, a short note on a relevant issue in the private equity
and venture capital industry.
If you would like to discuss any of the points we raise below, please contact me or
one of our other lawyers.
Claire Cummings
020 7585 1406
claire.cummings@cummingslaw.com
www.cummingslaw.com
EQUITY ISSUES
Preparing for AIFMD
All managers of private equity and venture capital funds should have their planning
for the end of the AIFMD transition period (22 July 2014) well underway.
Below, we set out some of the issues which managers need to consider as part of
their planning:
o
review current arrangements and establish the identities of the
manager and each AIF (“fund”) and review any delegation
arrangements;
o
complete and submit VoP FCA forms together with supporting
documentation;
o
review and update the offering memorandum to take account of all
changes consequent on the AIFMD requirements and to ensure that
the offering memorandum contains full details of any changes in
maximum leverage levels, risk profile and risk management systems
employed;eview depositary arrangements and negotiate depository
agreements to meet AIFMD requirements (including depositary
rules);

2. o
review current arrangements for the carrying out of risk management,
internal audit and compliance functions and portfolio management
and consider how such arrangements should be amended, if necessary,
and put in place necessary documentation;
o
review all internal and reporting procedures and amend to comply
with the AIFMD, for example, calculating and monitoring AUM and
leverage, conflicts of interest; requirements relating to control over
non-listed issues; notification of principal assets with sectoral and
geographic breakdowns and principal exposures or concentrations;
o
review investment policy and strategy and consider requirements
which may attach to investments and any relevant control threshold;
o
review all procedures for reporting to investors and regulators and
amend to comply with the AIFMD;
o
review additional own funds and/or PI insurance requirements to
ensure adequate funds and/or cover are in place;
o
review and update all marketing documentation;
o
review all potential passporting arrangements, considering the
location of the manager and each fund and the relevant rules applying
to each; and
o
review whether co-operation agreements need to be put in place
between the UK and the country of each fund’s and/or the manager’s
domicile.
For more details, please contact me on claire.cummings@cummingslaw.com.
Cummings
February 2014
This document is for general guidance only. It does not contain definitive advice.

3. Cummings
Tel: + 44 20 7585 1406
Mob: + 44 7734 057 327
www.cummingslaw.com
3 February 2014