Last Friday marked the Annex IV filing deadline for managers registered to distribute funds in Europe. Having undertaken these filings across multiple jurisdictions, we have noticed a number of non-EU GPs registering for the first time, and a number of in house teams facing issues with regular systems. With this in mind, here we highlight a few points for considerations when filing.
Under the National Private Placement Regime (“NPPR”), fund managers are required to submit “transparency reports” in all EU jurisdictions in which they have permissions to market a fund. The Annex IV report framework is similar in nature to Form PF in the US, and requires separate reports for the fund manager and for each fund being marketed.
The frequency of reporting is defined by ESMA guidelines which stipulate annual, semi-annual or quarterly reporting. This varies according to two factors; the total AUM of the funds marketed per jurisdiction, and whether or not those funds are leveraged. Reporting can start as soon as the period being reported on ends.
The most recent reporting deadline highlighted a number of practical issues which, beyond the technical content of reports, managers need to be aware of, in particular when preparing to submit their first reports.
Each jurisdiction has its own method for receiving the reports. Most have an online portal, such as the FCA’s Gabriel system, which allows either manual data input or the uploading of files encoded in the appropriate XML format. Other jurisdictions require reports to be emailed directly to the regulator.
- In some jurisdictions, gaining access to reporting portals is an additional step after receiving permission to market and if not already in place will need to be addressed well in advance of reporting deadlines.
- A number of issues have been reported concerning portals crashing or becoming unresponsive during peak times.
- Whilst regulators provide support via email and in some instances telephone, restricted hours of operation and time differences can mean that accessing support is not always straightforward.
- Upon initial submission the reports are error checked by the regulators. This is an automated process which takes normally only a few minutes but can take up to a day or more to provide a result. Final submission can only occur once all errors have been resolved.
- This two stage submission process means that reports can be uploaded without being “submitted” and could result in a late filing.
- Managers using “AIV” vehicles in their structure should take detailed advice on how these should be reflected in their filings.
Langham Hall has the practical knowledge and technical experience to prepare and file Annex IV reports across the EU.
Langham Hall is an award winning provider of Fund Administration, Depositary and AIFMD services to global fund managers. Please do contact us if you would like to discuss this topic further.