S.L. 370.24 Art. 19Freedom of establishment of third country AIFMs - establishment of a branch.

(1) A third country AIFM which has been licensed in

Malta and which has appointed Malta as its Member State of reference may manage a European AIF established in any Member

State or EEA State other than Malta through the establishment of a branch, provided the third country AIFM is authorised to manage that type of European AIF.

(2) A third country AIFM which has been licensed in Malta and which intends managing European AIFs in another Member State or EEA State for the first time and establish a branch shall communicate the following information to the competent authority:

(a) the Member State or EEA State in which it intends to establish a branch;

(b) a programme of operations stating the particular services which the third country AIFM intends to perform and identifying the European AIFs it intends to manage;

(c) the organisational structure of the branch;

(d) the address in the home Member State or EEA State of the European AIF from where documents may be obtained;

(e) the names and contact details of the persons responsible for the management of the branch.

(3) The competent authority shall within two months of receiving the complete documentation submitted in accordance with sub-regulation (2), transmit the said complete documentation to the European regulatory authority of the host Member State or EEA State where the third country AIFM intends establishing a branch. The competent authority shall also enclose a statement to the effect that the third country AIFM is licensed in terms of the Act: Provided that such transmission shall occur only if the third country AIFM’s management of the European AIF complies and will continue to comply with the provisions of the AIFM Directive and the third country AIFM itself otherwise complies with the provisions of the AIFM Directive.

(4) The competent authority shall immediately notify the third country AIFM about the transmission pursuant to sub-regulation (3). The competent authority shall also inform ESMA that the third country AIFM may start managing the European AIF in the host Member State or EEA State of the third country AIFM.

(5) Upon receipt of the transmission notification referred to in sub-regulation (4), the third country AIFM may start managing the European AIF in the host Member State or EEA State of the third country AIFM.

(6) In the event of a change to any of the information communicated in accordance with sub-regulation (2), the third country AIFM shall give written notice of such change to the competent authority at least one month before implementing the planned change, or immediately after an unplanned change has occurred.

(7) Where, pursuant to a planned change, the third country AIFM’s management of the European AIF would no longer comply with the provisions of the AIFM Directive or the third country AIFM itself would otherwise no longer comply with the provisions of the AIFM Directive, the competent authority shall inform the third country AIFM without undue delay that shall not implement the change.

(8) Where the third country AIFM proceeds with the implementation of the planned change, notwithstanding the notification received pursuant to sub-regulations (6) and (7), or if an unplanned change has taken place pursuant to which the third country AIFM’s management of the AIF referred to in sub-regulation (1) no longer complies with the provisions of the AIFM Directive or the third country AIFM otherwise no longer complies with the provisions of the AIFM Directive, the competent authority shall take all due measures in accordance with the provisions of the Act and any regulations issued thereunder, including, if necessary, the express prohibition of marketing of such European AIFs.

(9) If the changes are acceptable because they do not affect the compliance of the third country AIFM’s management of the European AIF with the provisions of the AIFM Directive, or the compliance by the third country AIFM with the provisions of the AIFM Directive, the competent authority shall, without undue delay, inform the European regulatory authority of the third country AIFM host Member State or EEA State of those changes.

FREEDOM TO PROVIDE SERVICES AND FREEDOM OF ESTABLISHMENT BY THIRD COUNTRY AIFMs HAVING AS THEIR MEMBER STATE OF REFERENCE A MEMBER STATE OR EEA STATE OTHER THAN MALTA