French Monetary and Financial Code
In forceI. - Any French portfolio management company or any asset manager established in a third country whose reference Member State is France, which proposes to market, with a passport, to professional clients, units or shares of an AIF established in a Member State of the European Union or a third country, in a Member State of the European Union other than France, shall first send the Autorité des marchés financiers a notification file for each AIF concerned.
II. - When units or shares of a feeder AIF within the meaning of IV of Article L. 214-24, established in a Member State of the European Union, are marketed to professional clients, such marketing is subject to the condition that the master AIF within the meaning of IV of Article L. 214-24 is also an AIF established in a Member State of the European Union, managed by an authorised management company established in a Member State of the European Union.
A French portfolio management company may, under conditions defined by decree, market in a Member State of the European Union, with a passport, to professional clients, units or shares of third country AIFs or feeder AIFs within the meaning of IV of Article L. 214-24 established in the European Union and which do not meet the requirements mentioned in the previous paragraph.
III. - The AMF shall immediately notify the AIF or its manager that it has forwarded the file referred to in I to the competent authority of the host country. It shall attach a certificate stating that the AIF manager concerned is authorised to manage the AIF according to a specific investment strategy.
The units or shares of the AIF may be marketed in the host State from the date of the notification referred to in the previous paragraph.
IV. - For the marketing of units or shares of an AIF established in the European Union, where the AIF is subject to a competent authority other than the Autorité des marchés financiers, the latter shall also inform the competent authorities to which the AIF is subject of the possibility for the French portfolio management company or AIF manager to begin marketing the units or shares of the AIF in the host Member State.
When the marketing concerns units or shares of an AIF established in a third country managed by a French portfolio management company, or units or shares of an AIF established in a Member State of the European Union managed by an AIF manager established in a third country for which France is the reference Member State, or units or shares of an AIF established in a third country managed by an AIFM established in a third country of which France is the reference Member State, the AMF shall inform the European Securities and Markets Authority that this portfolio management company or AIFM may begin marketing the units or shares of the AIF in the host Member States.
V. - In the event of a material change to the information provided in the notification file, the French portfolio management company or the AIF manager concerned shall notify the Autorité des marchés financiers in writing at least one month before implementing the said change, or immediately following an unforeseen change.
If a planned modification results in the management of the units or shares of the AIF by the French portfolio management company or the AIF manager no longer complying with the legislative and regulatory provisions applicable to portfolio management companies, the Autorité des marchés financiers shall immediately inform the portfolio management company or the AIF manager that it must not proceed with the modification. If the modification concerns the marketing of units or shares of an AIF established in the European Union and managed by a French portfolio management company, the AMF shall send this information to the company within fifteen working days of receiving all the information referred to in the first paragraph of this V, and shall also inform the competent authority of the host state.
If a planned modification is implemented in disregard of the first and second paragraphs, or if an unforeseen modification results in the management of the units or shares of the AIF no longer complying with this section or in the portfolio management company or the AIF manager no longer complying with the legislative and regulatory provisions applicable to portfolio management companies, the AMF shall take the necessary measures, including, where appropriate, prohibiting the marketing of the AIF. If the amendment concerns the marketing of units or shares of an AIF established in the European Union and managed by a French portfolio management company, the Autorité des marchés financiers shall notify the competent authority of the host State of the measures taken without delay.
If the change does not affect the compliance of the portfolio management company or AIFM with the laws and regulations applicable to them, the AMF shall:
1° Inform the competent authority of the host State within one month of receiving all the information referred to in the first paragraph of this V, if the change concerns the marketing of units or shares of an AIF established in the European Union and managed by a French portfolio management company;
2° Inform the European Securities and Markets Authority and the competent authority of the host State without delay if the change concerns the cessation of marketing of certain AIFs or the marketing of new AIFs, either if this marketing, via a passport, concerns units or shares of an AIF established in a third country and managed by a French portfolio management company, or if it concerns units or shares of an AIF managed by an AIF manager established in a third country for which France is the reference Member State.
VI - Any French portfolio management company marketing units or shares of AIFs established in a Member State of the European Union other than France to professional clients under a passport may withdraw the notification file sent to the Autorité des marchés financiers pursuant to I.
VII. - The manager's notification letter referred to in I and the certificate referred to in III are provided in a language customary in financial matters.
VIII. - The General Regulation of the Autorité des marchés financiers shall specify the conditions of application of this article.
