AFN AUT-NOTES Part 6: External Fund Manager Form notes

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This section contains information to assist you to complete the External Fund Manager form. Each note relates to a question in the External Fund Manager form e.g. EM5 below provides information to assist you in completing the question at EM5 of the External Fund Manager form.

Section 1: Declaration

This section should be completed by all applicants.

Section 2: Additional Declaration for an External Fund Manager

This section should be completed by all applicants applying as an External Fund Manager and by either the Appointed Fund Administrator or Appointed Trustee.

Section 3: General Information

EM1. Please provide the full name of the firm applying as an External Fund Manager.
EM2. We are seeking information about the legal nature of your Firm. Please refer to GEN Rule 7.2.2.
EM5. You will need to give details of any trading name(s) which you propose to use for the purpose of, or in connection with, any business carried out in or from the DIFC, if these are different from your legal name.

Section 4: Contact details

EM7. You need to give the full address of the current place of business in your jurisdiction.
EM8. You need to give the registered address for the operation in your jurisdiction
EM9. The contact person named should be the person who is responsible for the application during this process and who will liaise with the DFSA. This person must be a representative of the company. It may be helpful to provide a second contact name as a back-up.
EM10. If you do not have an adviser assisting you with this application, please go to question EM12.
EM11. You may have a professional adviser assisting you with this application. Please tick yes if the DFSA should copy correspondence in relation to this application to the adviser.
EM12. State the name of your auditor, their address, the relevant contact person, telephone number and fax number.

Section 5: Regulatory Details

EM13. Give the name of the supervisory contact person from the relevant regulator including postal address, telephone number, fax number and e-mail address.
EM15. We need this information to determine that you have the equivalent authorisation/license in your jurisdiction to manage a collective investment fund in the DIFC.

Section 6: Nature of Applicant's Business and intended activities in the DIFC

EM17. The DFSA will review the proposed activities to ensure that they are within the scope of an External Fund Manager of a DIFC domiciled fund as set out in the Collective Investment Rules Module (CIR) of the DFSA Rulebook. Please describe what systems and controls the firm will have in place to ensure it conducts the activities of a Fund Manager which is managing a domestic fund.
EM18. The following provides a brief summary regarding the structure of funds expressed in the form:

IC (Investment company)
GLO definition: An open or closed ended company established for the sole purpose of collective investment which is incorporated under the DIFC Companies Law in accordance with the Regulations made under that Law.

IP (Investment partnership)
GLO definition: A limited partnership established for the sole purpose of collective investment which is formed and registered under the Limited Partnership Law 2006 in accordance with the Regulations made under that Law.

IT (Investment trust)
GLO definition: An express trust created solely for collective investment purposes under the Investment Trust Law 2006.
EM20. Please refer to COB Rule 2.3 of the DFSA Rulebook in relation to the definitions for types of clients.

Section 7: Documentation for an External Fund Manager

EM21. If you are unable to attach a letter of good standing from your regulator regarding your application, you must arrange for it to be sent directly to the DFSA by your regulator prior to submission of this application. Otherwise DFSA will not be able to accept submission of your application.
EM23. An External Fund Manager must be subject to regulation by a financial services regulator in a Recognised Jurisdiction or otherwise acceptable to the DFSA with respect to managing a collective investment fund. You should refer to the DFSA'sRecognised Jurisdiction Notice on the DFSA website. If your jurisdiction does not appear on this Notice you will be required to demonstrate to the DFSA that you are from an acceptable jurisdiction. In order to do so you are required to carry out a comparative analysis of your jurisdiction's regulated fund regime against that of the DFSA and highlight where any gaps exist. Where such gaps exist you should also demonstrate controls you intend to implement to match DFSA requirements. As part of your submission you should provide the comparative analysis including gaps and remedies.
EM24. Please see CIR 6.1.3 regarding the appointment of a Fund Administrator or Trustee as agent of an External Fund Manager. Please note the agreement must contain the information regarding the type of powers being granted to the agent to facilitate the External Fund Manager in relation to its dealings with the DFSA and Unitholders and prospective Unitholders such as:
•   If it is an open-ended Fund, the issue, resale and redemption of the Units of the Fund and the publication of the price at which such issue, resale or redemption will occur as provided under the Law and the Rules;
•   The sending to Unitholders of the Fund of all the reports required under the Law and the Rules;
•   Access to the Constitution and most recent Prospectus of the Fund to Unitholders and Prospective Unitholders;
•   Access to the Unitholder register; and
•   Access to the books and records relating to the Fund as required by the DFSA and any person providing the oversight functions of the Fund,
in or from a place in the DIFC.
EM25. Please refer to the notes in EM24.

Section 8: Compulsory Supporting Documents for a Fund Manager

The documents required in this section can be self-certified by all firms. Be aware that you may still be asked to supply all, or any, of the documents as part of the application.
EM26. Compliance manual
The manual should ensure compliance with the relevant DFSA Rules.
EM27. Anti-money laundering procedures
Your anti-money laundering procedures should include, amongst other things, arrangements to:
•   Ensure compliance with UAE Law No 4 and any other relevant UAE federal laws.
•   Ensure compliance with the DFSA's Anti-Money Laundering, Counter-Terrorist Financing and Sanctions Module (AML).
EM28. Compliance monitoring programme
Your programme should document how compliance is monitored within the business units.
EM29. Risk management policies
Your policy document should describe the risk management arrangements you will establish and maintain to identify, assess, mitigate, control and monitor the risks arising from the Financial Services activities carried out in or from the DIFC. Such arrangements should also take into account the Funds for which you are acting as the Fund Manager.

Section 9: Fit and Proper Questionnaire

EM30-36. These questions are self-explanatory and are focused on the fitness and propriety of the firm. Please supply all relevant information - openness and honesty are essential. Should we need to examine your application more closely because of any disclosures you make, this will not necessarily count against you. However, deliberately withholding information or providing false or misleading information will adversely impact the success of your application. If in doubt, disclose.

Section 10: Disclosure

This section should be completed by all applicants.