Directive on Alternative Investment Fund Managers (AIFMD)
The AIFMD 2011/61/EC entered into force in July 2011, subsequent to which Germany had
a transition period of two years in order to translate the Directive into German law. The
relevant law implementing the AIFMD (AIFM-Umsetzungsgesetz) took force on July 22,
2013. By virtue of the Act Implementing the AIFMD, the Investment Act was repealed and
replaced by the Investment Code (Kapitalanlagegesetzbuch – KAGB).
The Investment Code introduces a regulatory framework which specifically covers all kinds
of investment funds, Undertakings for Collective Investment in Transferable Securities
(UCITS) as well as Alternative Investment Funds (AIFs) and their managers. As such, the
Investment Code is more comprehensive than the AIFMD which primarily targets the
managers of non-UCITS. Thus, the Investment Code encompasses rules on open-ended as
well as closed-ended investment funds and their respective managers.
By introducing a
material definition of what constitutes an investment fund, the Investment Code captures the
former “grey” capital market for investment funds. In addition to the requirements of the
AIFMD designed for the managers of funds distributed to professional investors, the
Investment Code contains appropriate national rules for funds offered to retail investors, their
management companies and depositaries. A transitional period applies to most AIFs and their
managers and compliance with the new rules is to be achieved by July 2014.