The AIFMD entered into force in the Netherlands on 22 July 2013. In this update we will specifically address two important issues, which are the grandfathering regime and the private placement exemptions. Below we will set out the changes.
The transitional period began on the 22 July 2013 and lasts until 21 July 2014. The AFM takes the position that during the transitional year a AIFM already has to take all necessary measures to comply with the AIFMD implementing measures.
Private Placement Exemptions
On 22July 2013 not only the Act on Financial Supervision (“AFS”) was amended, but also a new Exemption Regulation entered into force. The most important change is that the private placement exemptions formerly mentioned in Section 4 of the Exemption Regulation have each been entirely deleted. Section 4 included the following exemptions.
(1) the participations are offered exclusively to qualified investors;
(2) the participations are offered to fewer than 100 persons other than qualified investors;
(3) the participations on offer can only be acquired for an equivalent value of at least €100,000 per investor; or
(4) the denomination per participation is at least €100,000.
The new legislation did introduce a new section 1:13b in the AFS. Under this section almost all rules relating to AIFMs (including the license obligation) do not apply to AIFMs (1) established and regulated in a designated state or, if the AIFM in not established in a designated state, (2) managing AIFs the participations whereof will solely be offered to qualified investors in the Netherlands.
We can provide you with detailed advice on both the matters.