KB Associates has successfully advised asset managers on the establishment of funds in all major offshore jurisdictions, including Ireland, Luxembourg, Cayman, Bermuda, BVI and Mauritius. KB Associates utilises its expertise and experience to assist asset managers with this process and has advised on all fund types including UCITS, AIFs, ETFs, offshore hedge funds, fund of funds, private equity funds and property funds. KB Associates has particular experience in the use of Common Contractual Fund (“CCF”) and Irish Collective Asset-management Vehicle (“ICAV”) fund structures.
KB Associates’ independence and in-depth understanding of the capabilities of administrators, depositaries, custodians and prime brokers ensures that expert advice is provided to managers seeking to identify the most appropriate service providers for a particular fund.
Asset managers wishing to establish a Unit Trust or CCF require an approved management company. Asset managers wishing to establish an ICAV may utilise a self-managed structure or a structure with a management company.
The management company is authorised by the Central Bank of Ireland and supports funds structured as Unit Trusts, CCFs and ICAVs. The management company supports both UCITS and AIFMD compliant funds. An asset manager using the management company avoids both the costs and the risks associated with operating a subsidiary in an overseas jurisdiction. Asset managers also free themselves from the requirement to set aside capital by utilising the management company. Where appointed, the management company assumes responsibility for all local regulatory and compliance requirements including the performance of the UCITS business plan and AIFMD programme of activity managerial functions. Where the management company is appointed, there is no requirement for a UCITS business plan or AIFMD compliant programme of activity at the fund.
The authorisation process for funds utilising the management company is swift. The management company’s AIFMD programme of activity and UCITS business plan are each pre-approved by the Central Bank of Ireland. A brochure outlining the management company services can be found here.
Asset managers with funds utilising the management company benefit from access to the following additional services:
The UCITS business plan/AIFMD programme of activity is prepared for the sole purpose of obtaining Central Bank of Ireland approval. There are many critical operational, compliance and administrative tasks which are not addressed in the business plan/programme of activity. Where the management company is appointed, KB Associates acts as an asset manager’s operations and compliance partner in Ireland. Examples of such support include overseeing the Value Added Tax (“VAT”) registration process, determination of VAT recovery rate, reviewing compliance with the Irish Funds Corporate Governance requirements, maintaining a comprehensive fund compliance calendar, and acting as fund System Administrator for Central Bank of Ireland reporting.
Irish domiciled funds must appoint two Irish resident directors. KB Associates provides directors with expertise in risk, investment management, finance, operations and compliance. A brochure outlining the director services offered by KB Associates can be found here.
KB Associates assists asset managers with the implementation of their fund distribution strategies. KB Associates has in-depth expertise in this area and provides advice on distribution trends and share class design. KB Associates also advises on the appointment of distribution partners in many markets.
KB Associates provides a fund registration service to assist clients with the marketing of UCITS and AIFMD compliant funds on a cross-border basis. This service includes:
- Managing the initial registration of funds
- Maintaining the registration status on an ongoing basis
- Monitoring the registration jurisdictions for changes to local regulations
A brochure outlining the KB Associates fund registration service can be found here
KB Associates offers specialist MLRO services to funds, it operates a dedicated four person MLRO team. This service operates independently of a regulated fund’s administrator/transfer agent. The MLRO monitors the administrator’s AML procedures, carries out on-site inspections, reviews the AML documentation on file, reports to the Board of the fund and provides AML training. A brochure outlining the KB Associates MLRO service can be found here.
Irish Company Law requires every company to have a company secretary. KB Associates provides a dedicated corporate secretary service to investment companies and management companies, both UCITS and AIFs. A brochure outlining the KB Associates company secretary service can be found here.
KB Associates provides a risk management service to both UCITS and AIFs enabling such funds to comply with UCITS and AIFMD regulations. KB Associates’ risk management service includes the performance of detailed on-site reviews of the risk management processes employed by funds’ investment managers, the determination of the risk profile and appetite of each fund, the setting of risk limits for each fund and the implementation of procedures to ensure that all applicable risks pertaining to each fund can be identified and monitored. A brochure outlining the KB Associates risk management service to AIFs can be found here. Similar services including the development and maintenance of a fund risk framework are provided to UCITS.
“KB Associates has a three person GDPR compliance team. On appointment, KB Associates conducts an inventory for each fund to determine what personal data is held and if processing activities are GDPR compliant. KB Associates then produces a register of personal data, a data protection policy and investor notices for inclusion in application/subscription forms. On an ongoing basis, KB Associates provides a Data Protection Compliance Consultant (“DPCC”) to keep these documents up to date and to ensure the fund/management company complies with GDPR in all respects.
A brochure outlining the KB Associates GDPR compliance service can be found here.