S.L. 370.24 ст. 2Interpretation.

(1) In these regulations, unless the context otherwise requires -

"Act" means the Investment Services Act;

"Alternative Investment Fund" or "AIF" means a collective investment scheme, including subfunds thereof, which raises capital from a number of investors, with a view to investing it in accordance with a defined investment policy for the benefit of those investors, and which does not qualify as a UCITS Scheme in terms of the UCITS Directive; "Alternative Investment Fund Manager" or "AIFM" means a legal person whose regular business is managing one or more AIFs; "the AIFM Directive" means Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and amending Directives 2003/41/EC and 2009/65/EC and Regulations (EC) No 1060/2009 and (EU) No 1095/2010 as amended from time to time, and includes any implementing measures that may be issued

*regulations 2, 3, 7, 22 and 30 came into force on 22nd July, 2013 - vide Legal Notice 215 of 2013. The remaining provisions are not yet in force. thereunder;

"branch", when relating to an AIFM, means a place of business which is a part of an AIFM, which has no legal personality and which provides the services for which the AIFM has been authorised; all the places of business established in the same Member State or EEA State by an AIFM with its registered office in another Member State or EEA State or in a third country shall be regarded as a single branch; "competent authority" means the Malta Financial Services Authority established by the Malta Financial Services Authority

Act, which body shall also carry out the duties as competent authority for all purposes of the AIFM Directive; "Directive (EU) 2015/849" means Directive (EU) 2015/849 of the European Parliament and of the Council of 20 May 2015 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing, amending Regulation (EU) No 648/ 2012 on the European Parliament and of the Council, and repealing Directive 2005/60/EC of the European Parliament and of the Council and Commission Directive 2006/70/EC; "ESMA" means the European Securities and Markets Authority established by Regulation (EU) No. 1095/2010 of the European Parliament and of the Council of the 24 November 2010; "established" means:

(a) in relation to an AIF, the place where the AIF is authorised or registered or if the AIF is not authorised or registered, the place where the AIF has its registered office;

(b) in relation to an AIFM, the place where the AIFM has its registered office;

(c) in relation to legal representatives that are legal persons, the place where the legal representative has its registered office or branch;

(d) in relation to legal representatives that are natural persons, the place where the legal representative is domiciled; "European AIF" means:

(a) an AIF which is authorised or registered in a Member State or EEA State, including Malta, under the applicable national law;

(b) an AIF which is not authorised or registered in a Member State or EEA State but has its registered office and, or head office in a Member State or EEA State, including Malta; "European AIFM" means an AIFM which has its registered office in a European Member State or EEA State other than Malta; "European AIFM home Member State" or "EEA State" means the Member State or EEA State in which the AIFM has its registered office; for third country AIFMs, all references to ‘home Member State of the AIFM’ shall be read as the Member State of reference as provided for in these regulations; "European regulatory authority" means the body or bodies designated by a Member State or an EEA State, other than Malta, in accordance with Article 44 of the AIFMD to carry out the duties provided for in the AIFM Directive;

"FATF" means the Financial Action Task Force established in 1989;

"home Member State of the AIF" means:

(a) the Member State or EEA State in which the AIF is authorised or registered under applicable national law, or in case of multiple authorisations or registrations, the Member State or EEA State in which the AIF has been authorised or registered for the first time; or

(b) if the AIF is neither authorised nor registered in a Member State or EEA State, the Member State or EEA State in which the AIF has its registered office and, or head office; "host Member State of the AIFM" means:

(a) a Member State or EEA State, other than the home Member State or EEA State, in which the European AIFM manages European AIFs;

(b) a Member State or EEA State, other than the home Member State or EEA State, in which a European AIFM markets units or shares of a European AIF;

(c) a Member State or EEA State other than the home Member State in which a European AIFM markets units or shares of a third country AIF;

(d) a Member State or EEA State, other than the Member State of reference, in which a third country AIFM manages European AIFs;

(e) a Member State or EEA State other than the Member State of reference, in which a third country AIFM markets units or shares of a European AIF;

(f) a Member State or EEA State, other than the Member State of reference, in which a third country AIFM markets units or shares of a third country AIF;

"Maltese AIFM" means an AIFM which is licensed in terms of the Act and has its registered office in Malta;

"managing AIFs" means performing at least investment management functions referred to in point 1(a) or (b) of Annex 1 of the AIFM Directive for one or more AIFs; "marketing" means a direct or indirect offering or placement at the initiative of the AIFM or on behalf of the AIFM of units or shares of an AIF that it manages to or with investors domiciled or with a registered office in a Member State or EEA State;

"Member State of reference” shall mean the Member State determined in accordance with these regulations;

"OECD" means the Organisation for Economic Co-operation and Development established in 1961;

"professional investor" shall have the meaning assigned to "professional client" in the Investment Services Rules or an investor who has opted to be treated as a professional client in terms of said Rules; "retail investor" means an investor who is not a professional investor; "supervisory authorities", in relation to third country AIFs, means the national authorities of a third country which are empowered by law or regulation to supervise AIFs;

"supervisory authorities", in relation to third country AIFMs, means the national authorities of a third country which are empowered by law or regulation to supervise AIFMs; "third country" means a country which is not a Member State or an EEA State; "third country AIF" means an AIF which is not a European AIF;

"third country AIFM" means an AIFM which is not a European AIFM;

"Tribunal" means the Financial Services Tribunal established in terms of the Malta Financial Services Authority Act;

"the UCITS Directive" means Directive 2009/65/EC ofthe European Parliament and of the Council of 13 July 2009 onthe coordination of laws, regulations and administrativeprovisions relating to undertakings for collective investment intransferable securities (UCITS) (recast), as amended from timeto time, and includes any implementing measures that have beenor may be issued thereunder.

(2) Words and expressions used in these regulations which are also used in the Act but which are not defined herein shall have the same meaning as in the Act.

(3) In the event that any of these regulations conflict with the provisions of the AIFM Directive, the latter shall prevail.

MALTESE AIFMs MANAGING THIRD COUNTRY AIFs NOT MARKETED IN ANY MEMBER STATE OR EEA STATE