Alternative Investment Fund Managers Directive


The AIFMD (Alternative Investment Fund Managers Directive) aims at regulating the distribution and marketing of alternative investment funds and their management organisation and operations. The Directive, approved in November 2010 by the European Parliament, was adopted by the EU Council on 27 May 2011 and entered into force on July 21, 2011. Member States were then given 2 years (until July 21, 2013) to incorporate the Directive into national law.


Contact Gary

Gary Pickering

Managing Director, Head of Audit and Sector Lead, Asset Management

KPMG in Bermuda


The activities of Alternative Investment Fund Managers (AIFM) are currently regulated by a combination of national regulations and general provisions in EU law, supplemented in some areas by industry standards. It is for this reason that the Directive aims to establish common requirements for the authorization and supervision of AIFM, in order to provide a coherent approach to the related risks and their impact on investors and markets in the European Union (EU); and to allow AIFM to provide services and to market EU funds throughout the single market, subject to compliance with strict requirements.

Impact on your business


  • Increased capital requirements and general principles of business.
  • Remuneration rules and risk management rules.
  • Conduct of Business and general operating requirements.
  • Custodians: analysis of operations to be performed in order to be compliant with the new obligations.

Custodians/ depositaries :

  • Strict liability with two exceptions (delegation and beyond control). Robust sub-custody networks are critical. Possibility to discharge liability via a contract for objective reasons (a list of reasons has yet to be released).
  • Monitoring and oversight function. Verification of ownership of non-custody assets.

Transparency requirements:

  • Extensive pre-investment disclosure requirements for initial offering documents.
  • Enhanced ongoing disclosure requirements.


  • When delegating risk management or portfolio management, delegation can only be to a licensed asset manager


KPMG can assist depositary banks and asset managers in assessing the impact and initiating an implementation project for AIFMD.

  • KPMG has been exposed to the AIFMD challenge over the past year and months. Senior Resources have all been involved in discussions on AIFMD in relevant trade bodies (Alfi, Efama, AIMA, LPEA,…). Together, they represent among the best AIFMD expertise you may find on the market.
  • KPMG has built tools (Depositary Review, K-First,…) that will facilitate the process of assessing the regulatory, strategic and operational implications.
  • KPMG has been very recently advising several large players of the Asset Management industry. The experience from these projects will highlight the perceptions and the expectations that clients of an Asset Servicer may have relating to AIFMD.

Furthermore, KPMG has a long experience in assisting the fund industry through the implementation of new regulations and can provide the full range of services that Alternative Investment Funds Managers would require to (re)domiciliate Alternative Investment Funds in Luxembourg and to strengthen risk management processes.

Complying with AIFMD is much more than a purely technical regulatory exercise. Compliance projects will have wide-ranging impact on a fund manager’s systems and processes, people and businesses beyond just the risk management, compliance and finance functions.  In addition to the technical issues faced by a fund manager in complying with AIFMD, the complexity will also be determined by factors such as the number of countries in which they operate, the flexibility of IT systems, the level of communication between departments and the number of other strategic initiatives competing for budget and resources. 

Provisions of the Directive

  • Applicable to AIFM who have €100 million assets or more under their management;
  • The scope is confined to entities managing and marketing Alternative Investment Funds (AIF) in the EU as a regular business, regardless of the nature of the fund;
  • Included in the scope are entities that raise capital from a number of investors with a view to investing in accordance with a defined investment policy for the benefit of those investors; 
  • A number of exemptions stated, in addition to some grandfathering options;
  • The Private Placement Regime (PPR) remains the same for EU AIFM managing non-EU AIFs and for non-EU AIFM until 2018, although, Member States may consider ending the PPR regime before this date.

What about the "Passport"?

The “Passport” for fund managers under the Directive means that organisations need to comply with an extensive set of regulatory requirements as stated in the Directive and the underlying Regulations.

As the Directive discussions and drafting has progressed KPMG has been an active member of various industry working groups including the current Implementing Measures discussions.

© 2022 KPMG, a group of Bermuda limited liability companies which are member firms of the KPMG network of independent member firms affiliated with KPMG International Coopertive (“KPMG International”), a Swiss entity. All rights reserved.

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