Investment management company standard authorisation application package – Annex 1.1 of AMF Instruction 2008-03
INVESTMENT MANAGEMENT COMPANY
STANDARD AUTHORISATION APPLICATION PACKAGE
This document forms Annex 1.1 of AMF Instruction 2008-03 - Authorisation procedure for investment management companies, disclosure obligations and passporting. The term asset management company also refers to authorised, self-managed collective investment schemes, or for which authorisation has been requested.
I – Application overview1. Purpose of the application
Name of the company for which authorisation is requested:
In the case of initial authorisation, under which name and on what date was the project of application presented to the AMF?
The date the application was prepared:
Person responsible for the preparation of the authorisation applicationName: /
Position:
Telephone no.: /
Fax no. (optional):
Email:
The accountable senior manager(s) (as defined by Article L. 532-9-II 4) of the Monetary and Financial Code) Person responsible for the authorisation application[1]:
Name:
Capacity of signatory:
Email:
Signature:
Type of application (tick box):
Initial authorisation of the asset management company
Programme of activity updated with authorisation extension
Programme of activity updated without authorisation extension
In the case of an updated programme of activity, please specify the nature of this update:
Asset management companies should send their application to:
AUTORITÉ DES MARCHÉS FINANCIERS
Direction de la gestion d’actifs
17, place de la Bourse
75082 PARIS CEDEX 02
2. Scope of the programme of activity
Tick the boxes that describe the investment management company's proposed business activities.
Type of manager
Self-managed investment vehicle
Investment management company
A - Management activity
Management of UCITS as defined by Directive 2009/65/EC (UCITS Directive)
1 – UCITS
Management of AIFs as defined by Directive 2011/61/EU (AIFM Directive)
2 – AIF
2a – Manager exceeding thresholds established by AIFM Directive or opting for application of AIFM Directive
2b – Manager not exceeding thresholds and opting out of application of AIFM Directive
2c – AIF manager operating under exemption
Portfolio management for third parties as defined by Directive 2004/39/EC (MiFID)
3 – Mandates
B - Authorised instruments within scope of programme of activity
1 – Instruments traded on a regulated or organised market (listed financial instruments, negotiable debt securities)
2 – European UCITS and AIFs available to retail customers
3 – European AIFs intended for professional customers and third-country AIFs
4 – Financial instruments not admitted to trading on a regulated or organised market
5 – Real estate assets, defined in Article L.214-36 of the Monetary and Financial Code
6 – Loans
7 – Simple financial contracts and financial securities embedding financial contracts
8 – Complex Simple financial contracts and financial securities embedding financial contracts
9 – Other (give details)
C - Any restrictions
Restricted to certain forward transactions and associated embedded derivatives
1 - Hedging transactions only
Restricted to certain customers
2 – Professional or equivalent customers only
Other restrictions
3 - Other special restrictions (give details)
D - Other activities or services
1 - Reception/transmission of orders (not allowed to perform this service if only A1 or A1 + A3
ticked)
2 – Marketing of UCITS/AIFs managed by another manager
3 - Investment advice
4 - Discretionary management mandates for unit-linked insurance products
5 - Other (give details):
Business consulting as defined by 3 of Article L.321-2 of the Monetary and
Financial Code
Investment research and financial analysis as defined by 4 of Article L.321-2 of
the Monetary and Financial Code
For each instrument used, append the corresponding supplementary form. Describe in these forms the organisation put in place by the company to use these instruments and specific resources implemented in this context. Information already provided in the core programme of activity does not have to be repeated; only new information needs to be provided.
II – Company profile
1. Identification details
Company: / established / Specify the registration date and number in the Trade and Companies Registerin the process of being established
Corporate name:
If different, the trading name given for the purposes of authorisation:
Legal form[2]:
Financial year:
Date of financial year-end
Where applicable, give the duration and the closing date of the first financial year:
Address
Registered office:
Head office:
2. Shareholders and holdings
Share capital:Amount:
Portion of capital released:
Type of shares making up the share capital:
If the company is in the process of being set up and if there are plans to increase its share capital, please indicate:
The amount of share capital after the increase:
The timetable for the increase:
Shareholding structure:
Corporate name plus (for French companies) SIREN identification number and interbank code, as applicable.
Give the last name, first name and date of birth of natural persons / Number of units or shares / % of share capital / % of voting rights / Location of registered offices or nationality of shareholders or associates
Total / 100% / 100%
The aim here is to identify the person or group that controls the company. Mention only shareholders or associates holding over 5% of the share capital or voting rights directly or indirectly. Provide a group organisation chart that traces a clear line back to the lead shareholder or associate. State the nationality of shareholders.
When the asset management company has holdings or subsidiaries, the programme of activity shall describe the activities of the companies held (justifying the continued existence of these activities), business relationships, resources that may be shared, the impact on own funds and, where appropriate, procedures for the intra-group fight against money laundering and the financing of terrorism.
An exhaustive organisational chart indicating direct and indirect holdings as well as percentages of share capital should be attached to the authorisation application.
3. Directors as defined by Article L. 532-9 II 4° of the monetary and financial code
Please give the following information:
- About directors (please use one column for each person)
First director / Second director
Name:
Position:
Date appointed and term of office:
Geographical location:
Attendance (%):
If part-time, describe the nature of any other functions performed:
Where applicable, the measures for preventing conflicts of interest arising from senior managers exercising functions outside the asset management company should be detailed in 2.9 of Section III
In the case of directors who are not corporate officers, specify the nature and limits of the special authorisation:
- In the case of companies with a single, full-time director, please indicate:
- the name of the person appointed to replace the single director immediately, in accordance with Article 312-7 of the AMF General Regulation,
- if the appointed person performs other functions, please describe their nature and associated procedures for preventing conflicts of interest.
4. Corporate officers not appointed as directors
The application package should also provide:
- For companies established as a public-limited company (société anonyme): the names of the chairmen of the supervisory board and management board or of the chairman of the board of directors,
- For companies established as a limited-liability company (SARL), general partnership (SNC), limited partnership (société en commandite simple) or limited partnership with share capital (société en commandite par actions): the names of the managers.
5. Membership of a professional association (as defined by Article L. 531-8 of the Monetary and Financial Code)
Membership of a representative professional association¹: / Member of:In the process of becoming a member of: / Effective:
¹ Note that this association must be affiliated with Association Française des Etablissements de Crédit et des Entreprises d'Investissement (AFECEI). In the case of authorised companies changing their programme of activity, please state the name of the professional association to which the company belongs.
III – ACTIVITIES AND ORGANISATION OF THE INVESTMENT MANAGEMENT COMPANY
1. General description of the investment management company’s activities
Yes / No / Share of activity in overall revenues¹ (forecast, in %) / Target customer basePlanned activities / Retail (brief description and % targeted) / Professional clients or equivalent (concise description or % targeted) / Eligible counterparties (brief description and % targeted)
Collective asset management and investment services / Collective asset management (collective investments subject to French or foreign law)
Portfolio management for third parties (under discretionary management)
Investment advice
Reception and transmission of orders
Other activities / Managing arbitrage mandates for life insurance policies
commercialisation d'OPCVM/FIA gérés par un autre gestionnaire
COLLECTIVE MANAGEMENT STRATEGIES
Please specify:
- the type of strategy/strategies (e.g. asset allocation, stock picking, multi-management, arbitrage etc.)
- if the performance of strategies is based primarily on directional risks and/or arbitrage;
- the amount of leverage;
- the level of turnover rates;
- liquidity management (particularly if investing in illiquid assets);
- any other information describing management activities. / Nature of vehicles managed per strategy
The following tables are intended to give a broad overview of the investment management company’s strategy and positioning.
Additional requirements regarding asset management companies fully subject to the AIFM directive
With respect to liquidity management, please fill in point 1 of the supplementary sheet 1.1bis.
INDIVIDUAL MANAGEMENT STRATEGIESPlease specify:
- the type of strategy/strategies (e.g. allocation of assets, stock picking, multi-management, arbitrage etc.
- the level of turnover rates;
- if management is profiled or discretionary;
- any other information describing management activities.
Other investment activities and services (please complete one line per service or activity)[3]
Type of service or activity / Nature of assets or financial instruments covered by the service or activity / - Human resources assigned to the activity
- Dedicated technical resources
-
-
If the investment management company acts or intends to act as a benchmark administrator, within the meaning of regulation (EU) 2016/1011 of the European Parliament and of the Council, the information listed in Appendix 1 or, where applicable, Appendix II of the delegated regulation (EU) which shall be adopted by the European Commission and based on the RTS published by ESMA on 30 March 2017, shall appear in an ad hoc document appended to this programme of activity.
2. Organisation of the investment management company
This section should be used to describe the general organisational principles of the asset management company, chiefly as regards resources, the implementation of investment services and activities (mainly investment processes), and the supervisory system.
2.1. Human resources
Describe, in a summary organisation chart or table, the human resources available to the investment management company. Provide details of employee attendance and any other functions performed. Seconded personnel must also be clearly identified.
This information should clearly indicate:
- the functions performed by the main operational and supervisory managers;
- reporting lines (line and staff, where applicable) of different persons or divisions;
- the existence of different directorates or departments (management - collective and/or individual - research, middle/back office, etc.).
NB: Experience with authorised instruments must be detailed in the corresponding supplementary forms.
2.2. Technical resources linked to management
The tools and software used may be summarised in the following table. The information should make clear which people are involved in each development stage and how traceability is ensured for the various tasks performed.
NB: it is not necessary to describe all the IT hardware used or software that is not used to conduct or supervise investment and collective asset management services.
Tool or software name / Used in (portfolio monitoring, valuation, overall risk, supervision, etc.) / Development (indicate if proprietary) and market data input procedures (external databases, use of data calculated by the investment management company, etc.) / Procedures for supervising and approving parameters and orderly operationAdditional requirements regarding management companies partially subject to the AIFM directive for their AIF management activity
Are there tools in place for reporting to the regulator? / Yes / No
Additional requirements regarding management companies fully subject to the AIFM directive
Please complete point 5 of supplementary form 1.1bis.
2.3. Investment and divestment processes.
The investment process of the investment management company ranges from generating strategy ideas to divestment. The company should endeavour to describe this process through its employees, their role, decision-making procedures and traceability.
The programme of activity must describe the general principles set by the asset management company to organise its investment process(es).
(1) Persons in charge of determining, drafting and approving investment process; clearly identify the roles of the persons involved, notably in terms of deciding on the markets and assets or financial instruments in which the company may trade, setting limits (e.g. in terms of diversification and leverage), defining the method for calculating overall risk, etc.;
(2) Existence and frequency of investment committee meetings, indicating participants and decision-making procedures;
(3) Procedures used to ensure traceability of decisions.
2.4. Circuit used to channel orders
The application package should also include a description of the circuit used to channel orders, showing the different stages and the people or departments involved in each:
- Pre-allocation of orders;
- Approval and placement of orders by managers;
- Use of an internal trading desk (or external if the investment management company uses the services of an investment services provider for the reception and transmission of orders);
- Order registration;
- Processing of partial executions;
- Position reconciliation.
If the company provides the investment service of reception and transmission of orders, the programme of activity should describe in greater detail the specific organisation put in place by the company to ensure order registration and traceability.
Similarly, a more specific description is expected on the order format for transactions in non-traditional (OTC, etc.) instruments or according to specific procedures (block-trading etc.).
2.5. Best execution/selection policy
The programme of activity must specify the organisational structure put in place by the asset management company to define and update the best execution and/or best selection policy: people or departments involved in preparing the policy and defining and approving the criteria used; existence of committees to rate or assess actual or prospective providers; frequency of policy reviews or assessments of intermediaries.
2.6. Supervisory system
Overview of the system:
Name of compliance and internal control officer and, where applicable, of the risk controller[4] (one line per person) / Reporting principles (line and staff separately, where applicable) / If delegation arrangements: specify the scope of activity and identity of the delegatee / Time devoted to control and/or compliance functions. Where applicable, specify the breakdown of the delegatee’s time between controls, training, and the introduction of procedures2.6.1 Compliance and internal control
Distribution of roles and traceability:
Persons or entity actually performing controls / Tools used / Procedures covering control traceability and summary of work doneFirst-level control
Second-level control
Periodic control
The programme of activity should also specify the organisation used to establish and update:
- procedures and the annual plan of control[5];
- risk mapping.
The various stages should be briefly described (drafting, validation, traceability, etc.) and details provided on the frequency with which the system and procedures are established, assessed and updated.
Specify the responsibilities and role of the people responsible for or involved in the permanent control system (compliance and internal control) regarding:
- the creation of new products;
- the development of new activities or investment services;
- the use of new assets or financial instruments or the implementation of new types of investment strategies;
- processing of anomalies and levels of alert;
- procedures for reporting to the compliance and internal control officer.
2.6.2. Risk management
The programme of activity shall present the ongoing risk monitoring and management function, the main monitoring indicators (including the method of calculating overall risk, where necessary) and the different persons involved. If the asset management company's activities require an independent risk management function, please complete the following table:
Risk management system / Participants / Distribution of tasks between participantsEstablishing and approving risk budgets
Defining and validating, for each of the strategies and/or vehicles under management:
- risk indicators
- the method for calculating overall risk
Defining and validating the tools, models and parameters used to value instruments
Defining and validating quantitative investing models
Other (give details)
As with those responsible for or involved in the permanent control system (compliance and internal control), please specify the role and responsibilities of the risk controller concerning:
- the creation of new products;
- the development of new activities or investment services;
- the use of new assets or financial instruments or the implementation of new types of investment strategies.
2.7 Valuation of the instruments used
The company must describe the methods for valuing the instruments used (separate from the calculation of the net asset value of collective investments). This information must be provided in the appropriate supplementary forms.
Additional requirements regarding management companies fully subject to the AIFM directiveDetailed information must be given on the independence of the valuation function in point 6 of supplementary form 1.1bis.
2.8. Outsourcing and delegation
It should provide a general description of the tasks that are intended to be outsourced or delegated and the reasons for such outsourcing or delegation.
Additional requirements regarding management companies fully subject to the AIFM directive
Additional information (particularly concerning the delegation of financial or risk management) must be provided in point 2 of supplementary form 1.1bis.
The following table specifies the organisation put in place by the investment management company for the outsourcing of essential tasks or functions or for delegation (financial management or administrative and accounting management).
Nature of essential tasks or functions outsourced or delegated / Yes/No / DescriptionFinancial management
Administrative and/or accounting management
Internal control and compliance
Instrument valuation
Risk control
Support, legal and marketing functions
IT/Business continuity plan
2.9. Conflicts of interest
The programme of activity must specify the organisation used by the asset management to define and update the conflicts of interest policy, including the persons or departments in charge of drafting the policy, the validation process, and the frequency of assessments and updates.