Download Form AUT – PFS Public Fund supplement

APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
For DFSA use only
Form AUT – PFS
Public Fund supplement
This supplement must be submitted by applicants applying to conduct the following Financial Service:

Managing a Collective Investment Fund (and the Trustee, in the case of an Investment Trust)
This supplement is applicable to a Domestic Fund Manager, External Fund Manager and Trustee (in
respect of an Investment Trust) and must be submitted if you are proposing to Manage a Collective
Investment Fund which is a Public Fund. Please note you should submit this supplement in addition
to the Core Information form unless you are an External Fund Manager, in which case, you should
submit only this supplement. If you require an Islamic/Retail Endorsement on your Licence, you
should also complete the relevant supplements.
The Notes for Applicants contain information that may assist you to complete this form. Please refer
to the section entitled “Public Fund Supplement” in the notes. Each note is linked to a specific
question in this supplement via a referenced number. Where you feel a question in the supplement
may have already been answered in these forms, provide cross reference to the relevant section. As
this is a multi-purpose supplement, please refer to the table at the beginning of the Public Fund
Supplement to determine which sections of this form are applicable to you.
Page 1 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
The following boxes marked ‘X’ indicate which sections of this form need to be completed by you.
Authorisation
as a Domestic
Fund Manager
Type of Public Fund Application
Variation of
Applying as an Existing Domestic
Licence as a
External Fund
/ External Fund
Domestic Fund Manager
Manager seeking
Manager
Registration of an
additional Public
Fund
Converting an
existing Exempt
Fund to Public
Fund status
Applicable Section
Section 1:
Declaration
Section 2:
Information about
the Domestic Fund
Manager
Section 3:
Information about
the Trustee*
Section 4:
Documentation for a
Domestic Fund
Manager
X
X
X
X
X
X
X
X
Section 5:
Documentation for
an External Fund
Manager
X
X
X
X
X
X
X
X
X
X
Section 6:
Information about a
Fund
X
X
X
X
X
Section 7:
Documentation for a
Fund
X
X
X
X
X
X
X
X
X
X
X
Section 8:
Disclosure
Section 9:
Additional
Declaration for
External Fund
Manager
* Only applies to Investment Trusts
Page 2 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
SECTION 1: DECLARATIONS
Declaration by the applicant
1.
I declare that, to the best of my knowledge and belief, having made due enquiry, the
information given in this form, the supplements and documents attached, as well as any
applicable supporting documents, is complete and correct. I understand that it is an offence
under Article 66 of the Regulatory Law 2004 to provide to the DFSA any information which is
false, misleading or deceptive or to conceal information where the concealment of such
information is likely to mislead or deceive the DFSA.
2.
I declare my understanding that the DFSA may request more detailed information (including
but not limited to, personal, educational, employment and financial information) should it be
deemed necessary to adequately assess the fitness and propriety of the firm or any person
connected to the firm. I consent to the DFSA contacting any previous employers, educational
institutions, professional organisations or any other organisation, to verify any information
contained in this form.
3.
I confirm that I have the authority to make this application, to declare as specified above and
sign this form for, or on behalf of, the applicant. I also confirm that I have the authority to give
the consent specified above.
4.
For the purposes of complying with DIFC Data Protection Law 2007, I understand that any
Personal Data provided to the DFSA will be used to discharge its regulatory functions under
the Regulatory Law 2004 and other relevant legislation and may be disclosed to third parties
for those purposes.
Signature of Director/Partner of the
applicant*
Date
Name of Director/Partner of the
applicant*
Position/title
*Or the person who will be authorised by the entity once it has been incorporated or established
within the DIFC.
Page 3 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
SECTION 2: INFORMATION ABOUT THE DOMESTIC FUND MANAGER
PF1.
Please advise how you will comply with the management and operation requirements, as
applicable for Public Funds in Chapter 8 of CIR.
PF2.
Please provide a description of the proposed custody arrangements and confirm that these
arrangements meet the relevant requirements in relation to CIR 8.2. Please also provide
details of any arrangements put in place where the Fund Manager has availed itself of the
requirements in CIR 13.4.2 and 13.4.2B for Public Property Funds and CIR 13.3.1 for Private
Equity Funds.
PF3.
Will the Fund Manager delegate the Financial Service of Managing Assets in relation to the
Public Fund to a Service Provider? If yes, please provide the full name of the Service Provider,
jurisdiction and a confirmation that the Service Provider meets the requirements.
PF4.
Will the Fund Manager delegate the Financial Service of Providing Fund Administration in
relation to the Public Fund to a Service Provider? If yes, please provide the full name of the
Service Provider, jurisdiction and a confirmation that the Service Provider meets the
requirements.
PF5.
Please advise how you will establish and maintain systems and controls including but not
limited to financial and other risk controls to ensure sound management of the fund in
accordance with Article 38 of the Collective Investment Law and the Fund’s Constitution and
Prospectus.
PF6.
Please advise how you will meet the requirements relating to the oversight of Public Funds in
accordance with Articles 39 – 42 of the Collective Investment Law and Section 10.3 of CIR.
PF7.
Please specify the type of oversight arrangement you propose to have:
Oversight Committee
Eligible Custodian
Trustee
Name and contact details of the Fund’s registered auditor.
PF8.
PF9.
Please advise which accounting standards will apply to the Fund(s) you propose to manage
and how it will comply with the accounting, audit and periodic reporting requirements in
Chapter 9 of CIR.
PF10. Please describe what controls will be in place to ensure that appropriate customer due
diligence is carried out in relation to Unitholders.
PF11. Are you seeking a waiver or modification to any of the DFSA Rules in relation to the
requirements you must meet in your role as Fund Manager?
Yes
No
If yes, please state the applicable rule and attach the Form SUP 2 Application for a Waiver.
Page 4 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
SECTION 3: INFORMATION ABOUT THE TRUSTEE
* Only applies to Investment Trusts
PF12. For a Fund which is structured as an Investment Trust, please provide the full name and
business address of the Trustee.
PF13. Please advise which of the following categories apply to the person acting as Trustee:
a) DFSA Authorised Firm authorised to Act as Trustee of a Fund or to
Provide Custody, or
b) An applicant to be a DFSA Authorised Firm referred to in (a), or
c) A Person regulated and supervised by a Financial Services Regulator in
a Recognised Jurisdiction with respect to custody or depositary
services.
PF14. Please confirm whether the Trustee / Custody Provider has entered or will enter into a Trust
Deed with the Fund Manager in accordance with Article 13 of the Investment Trust Law.
PF15. Please advise what measures will be taken by the Trustee / Custody Provider to ensure,
before carrying out a Fund Manager’s instructions, that those instructions comply with the
requirements of CIR 7.1.3.
PF16. Please advise of the arrangements that the Trustee / Custody Provider will implement to
ensure that the Fund’s unitholder register is maintained in accordance with CIR 8.7. and Article
25 of the Investment Trust Law
PF17. Will the Trustee / Custody Provider delegate either of the Financial Services of Providing Fund
Administration and Providing Custody in relation to the Public Fund to a Service Provider? If
yes, please provide the full name of the Service Provider, jurisdiction and a confirmation how
the Trustee meets the requirements of CIR 8.12.3 – 8.12.7.
PF18. Will the Trustee / Custody Provider be carrying out the fund oversight function required under
CIR 10.3.1 in respect of the Fund? If so, please describe what arrangements the Trustee will
implement in order to ensure it is meeting its obligations under CIR 10.3.4.
Page 5 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
SECTION 4: DOCUMENTATION FOR A DOMESTIC FUND MANAGER
Documents attached
PF19. Draft Delegation Agreement with respect to the Financial Services of
Providing Fund Administration, Managing Assets, Providing Custody.
Yes
No
SECTION 5: DOCUMENTATION FOR AN EXTERNAL FUND MANAGER
Documents attached
PF20. Please confirm you have provided a letter of good standing from your
regulator regarding this DFSA application
Yes
No
PF21. Copy of your current regulatory licence in the home jurisdiction including any
restrictions or conditions
PF22. Confirmation that under your home jurisdiction requirements, you are
permitted to provide Financial Services to Retail Clients
PF23. Appointed Fund Administrator Agreement
PF24. Appointed Trustee Agreement
SECTION 6: INFORMATION ABOUT THE FUND
General information
PF25. Full name of the Public Fund to which this registration relates.
PF26. Please advise which of the elements of the criteria for a Public Fund in Article 16(1) of the
Collective Investment Law applies to you, i.e.
It has, or intends to have, more than 100 Unitholders
Some or all of its Units are offered to investors by way of a public offer
Its Unitholders include Retail Clients
PF27. Please confirm the Fund’s legal structure:
Investment Company
Investment Partnership
Investment Trust
PF28. Please advise whether the Public Fund you propose to manage will fall into one or more of the
following categories (as described in Chapters 3 and 13 of CIR and / or Chapter 6 the Islamic
Finance Rules:
Private Equity Fund
Property Fund
Hedge Fund
Real Estate Investment Trust (REIT)
Islamic Fund
Fund of Funds
Umbrella Fund
 formed as a PCC
Feeder Fund
 not a PCC
Money Market Fund
Closed-Ended Fund
Open-Ended Fund
Page 6 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
If Other, please describe what type of Fund it will be:
PF29. Provide a description of the Fund including information such as, for example:
 Objectives
 Strategy
 Investments or assets the fund will invest in e.g. equities, derivatives, real property, etc
 Geographical spread
 Sector restrictions
 Intended or expected size of the fund (in US $)
 Investment & Borrowing limitations
 Base currency
PF30. Please describe what specific risk management controls will be in place to ensure that the
Fund maintains, at all times, a spread of risk that is in line with the investment objectives as set
out in the Prospectus.
PF31. What exposure will the Fund have to derivative positions? Please describe the nature of any
such derivatives, the rationale behind their use, and what risk management controls will be in
place to ensure that any such exposures will be managed appropriately.
PF32. Please describe the nature of any borrowing that the Fund may undertake. Please describe the
controls in place to ensure that any such borrowing is controlled effectively, particularly in
relation to borrowing levels and the ability of the Fund to repay.
PF33. Please advise whether it is planned to list the Fund on an Authorised Market Institution within
the next 12 months?
Additional information about Specialist Funds
Private Equity Fund (the following 3 questions only apply if you intend to manage a Private Equity
Fund)
PF34. Please provide details of the proposed Investment Committee and describe how you will
ensure that they will not be involved in the day-to-day management of the Fund?
PF35. Do you envisage being represented on the boards of companies in which the Fund will make
an investment? If so, what steps will you take to ensure that such boards will operate with high
standards of corporate governance and manage any conflicts of interest?
PF36. Please confirm that the Prospectus complies with the additional requirements set out under
CIR 14.4.5.
Hedge Fund ( the following 7 questions only apply if you intend to manage a Hedge Fund)
PF37. To what extent will the Fund follow the DFSA’s Hedge Fund Code of Practice?
Page 7 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
PF38. Please describe how you will address the risk inherent in the management of the Fund, with
due regard to the nature of the strategies and investment process employed by the Fund
Manager and the role, if applicable, of a Fund Administrator, Custodian and where appointed,
prime brokers.
PF39. Please describe how you will ensure functional separation and independence between the
functions of Fund valuation and asset pricing, and the investment management process?
PF40. Please describe how the Fund will use any prime brokerage services?
PF41. Are you intending to make use of side letters?
PF42. Are you intending to make use of side pockets?
PF43. Please confirm that the Prospectus complies with the additional requirements set out under
Collective Investment Rule 14.4.6.
Property Fund ( the following 6 questions only apply if you intend to manage a Property Fund)
PF44. Please explain how the Fund will meet the permitted form and listing requirements in
accordance with CIR 13.4.1.
PF45. Please advise to what extent the Fund will be investing in the range of property assets
permitted under CIR 13.4.4.
PF46. Please advise of the extent to which the Fund proposes to use special purpose vehicles, either
for borrowing purposes (CIR 13.4.5) or for property ownership purposes (CIR 13.4.10).
PF47. Please describe how the Fund will meet the requirements of the valuation function as outlined
in CIR 13.4.18 – 13.4.24.
PF48. Please provide details of the proposed Investment Committee for the Fund in accordance with
CIR 13.4.3.
PF49. Please describe the Fund Managers policy in relation to Related Party Transactions. In doing
so please distinguish between transactions in the State and anywhere else if this is relevant
and in accordance with CIR 13.4.11A to 13.4.16.
PF50. Please confirm that the Prospectus complies with the additional requirements set out under
CIR 14.4.2, 14.4.3 and, if applicable, 14.4.4, 14.4.4A, 14.4.4B.
Real Estate Investment Trust (the following question only apply’s if you intend to manage a Real
Estate Investment Trust)
PF51. Please explain how the Fund meets the specific requirements for a REIT in accordance with
CIR 13.5.
Islamic Fund ( the following 5 questions only apply if you intend to manage an Islamic Fund)
PF52. Please provide the name of the members of the Shari’a Supervisory Board in accordance with
IFR 6.2.
PF53. Please state if the Fund is using the same Shari’a Supervisory Board as the firm.
Page 8 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
PF54. Please state if the Fund does not have a Shari’a Supervisory Board pursuant to IFR Rule 6.2.1
(3).
PF55. Please confirm that the Prospectus complies with the additional disclosure requirements in IFR
section 6.5.
PF56. Please describe the Fund’s Islamic Financial Business policy and procedures, with particular
reference to systems and controls in place for the Fund in accordance with IFR section 6.1.
Feeder Fund (the following 2 questions only apply if you intend to manage a Feeder Fund)
PF57. Please describe how the Fund meets the specific requirements for a Feeder Fund in with the
CIR section 13.2.
PF58. Please confirm that the Prospectus complies with the additional requirements set out under
CIR Rule 14.4.1.
Fund of Funds (the following question only apply’s if you intend to manage a Fund of Funds)
PF59. Please describe how the Fund meets the specific requirements for a Fund of Funds in CIR
section 13.1.
Umbrella Funds (the following question only apply’s if you intend to manage an Umbrella Fund)
PF60. Please describe how the Fund meets the specific requirements for an Umbrella Fund in CIR
section 13.7.
Money Market Fund (the following 3 questions only apply if you intend to manage a Money Market
Fund)
PF61. Please confirm that the Money Market Fund is structured as a Variable Net Asset Value Fund.
PF62. Please advise how the Fund Manager will carry out its due diligence to determine whether a
Deposit or a Debenture is of high quality as required by CIR 13.8.1 and 13.8.2.
PF63. Please advise how the Fund Manager will execute and subsequently monitor that the
investment policy complies with CIR 13.8.1 and 13.8.2.
Additional information about an External Fund
PF64. Please provide the following information in relation to the External Fund and its host
jurisdiction:
 name of the jurisdiction in which the External Fund is domiciled
 nature of the regulatory requirements applicable to the Fund in its host jurisdiction
 whether the Fund is open to Retail Clients
 what AML / CTF requirements apply to the External Fund in the host jurisdiction
 whether the host jurisdiction is FATF compliant.
PF65. Name and contact details of the Financial Services Regulator responsible for the authorisation
and ongoing supervision of the External Fund.
PF66. If the marketing and distribution of Units of the External Fund is to be undertaken in the DIFC,
Page 9 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
please confirm whether this will be by the Fund Manager and or another Authorised Firm, and
details of those firms.
PF67. In relation to the requirements of CIR Rule 6.2.2 please confirm that the External Fund will:
Have systems and controls which are adequate to ensure compliance
with the requirements that apply to the External Fund in the jurisdiction
in which it is established or domiciled (host jurisdiction); and
To the extent that there are requirements applying to such a Fund in the
jurisdiction of its establishment or domicile which conflict with any DFSA
requirements applicable to the Fund Managers in respect of the Fund, it
will show how such conflicts will be resolved to the satisfaction of the
DFSA.
Comply with the disclosure requirements in CIR 14.2.5 – 14.2.7.
PF68. Are you seeking a waiver or modification to any of the DFSA Rules in relation any
requirements that conflict with the requirements that apply to such a Fund in its host
jurisdiction?
Yes
No
If yes, please state the applicable rule and attach the relevant Form SUP 2 Application for a
Waiver.
SECTION 7: DOCUMENTATION FOR A FUND
Yes
Documents attached
No
PF69. The Constitution of the Fund
PF70. Certification of the Constitution
PF71. The Prospectus of the Fund
PF72. Certification of the Prospectus
PF73. Draft engagement letter appointing an Auditor of a Fund
PF74. Fund Approval Letter from Home Jurisdiction Regulator (applicable to an
External Fund only)
Page 10 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
SECTION 8: DISCLOSURE
Disclosure of information to the Dubai International Financial Centre Authority
(DIFCA)
The provision of certain information by the DFSA to the DIFCA under the following consent will assist
the DIFCA in exercising its functions and powers. It is not mandatory to provide consent and should
you not wish to provide consent, we ask that you consider keeping the DIFCA informed of the
progress of your application.
I consent
DIFCA:
/ I do not consent
to disclosure of the following information by the DFSA to the
1.
The fact of the filing of this application, together with the name of the applicant;
2.
The fact (if applicable) that this application is still being reviewed by the DFSA; and
3.
The outcome of this application. An outcome may include a decision by the DFSA to approve
this application, in principle or otherwise, or to reject the application or the withdrawal of the
application.
Page 11 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
SECTION 9: ADDITIONAL
MANAGER
9.1
DECLARATION
FOR
AN
EXTERNAL
FUND
Appointment of a Fund Administrator / Trustee as agent
Name of the Appointed Fund Administrator / Trustee:
Licence No:
The Address in the DIFC at which:
 service of process on the External Fund Manager can be
made:
 the Fund’s Register of Unitholders is available for inspection by
DFSA or Unitholders
 the Fund’s Constitution and most recent Prospectus is
available for inspection by Unitholders
 any other records or information required by the DFSA or any
oversight provider of the Fund is available
 if the Fund is an open-ended Fund, issue, resale or redemption
of Units can be effected.
[name of the applicant External Fund Manager] hereby designate and appoint the Fund
Administrator/Trustee at the address stated above as the agent of:
[name of the applicant External Fund Manager];
upon whom may be served any notice, pleading, subpoena, summons or other process in
any action, investigation or administrative, criminal, quasi-criminal or other proceeding (the
“Proceeding”) arising out of or relating to or concerning the management of
[name of the Fund] under the DIFC Laws and DFSA Rules or its activities in or from the DIFC,
and irrevocably waive any right to raise as a defence in any such Proceeding any alleged
lack of jurisdiction to bring such Proceeding. This appointment of Agent for service of
process shall be governed by and construed in accordance with the DIFC laws and shall only
be revoked with the prior written consent of the DFSA.
The undersigned accepts the appointment as the Agent for service of process
[applicant External Fund Manager] above pursuant to the terms outlined above and for
carrying out the additional functions specified in this document.
Signature of authorised signatory of
applicant External Fund Manager
(Principal)
Date
__________________________
Name of authorised signatory above
Position/title
Signature of authorised signatory of the
Appointed Fund Administrator /
Trustee (Agent)
Date
__________________________
Name of authorised signatory of above
Position/title
Page 12 of 13
AUT – PFS/VER3/02-16
APPLICATION FORMS AND NOTICES (AFN) – AUT – PFS
9.2
Submission to the jurisdiction of the DFSA and DIFC Court by the applicant
External Fund Manager
[name of the applicant External Fund Manager] agrees that it is subject to DIFC laws and
DFSA Rules in respect of its activities relating to any Domestic Fund it operates.
[name of the applicant External Fund Manager] irrevocably and unconditionally submit to the
jurisdiction of the judicial, quasi-judicial and administrative tribunals of the DIFC in relation
to any proceedings in the DIFC, arising out of or related to or concerning its activities in or
from the DIFC relating to or concerning the management of [name of the Fund].
Signature of authorised signatory of
applicant External Fund Manager
Date
__________________________
Name of authorised signatory above
Position/title of authorised signatory
Please return the completed form to:
Dubai Financial Services Authority
Level 13, The Gate Building, Dubai International Financial Centre
PO Box 75850, Dubai, UAE
Firms are advised to retain a copy of this exempt fund form and all attachments for their records.
Page 13 of 13
AUT – PFS/VER3/02-16