ESMA_QA_671

Status: ✅ Answer Published

Link to ESMA Q&A tool: https://www.esma.europa.eu/publications-data/questions-answers/671

---

Regulatory Context

Regulation : AIFMD

Level 1 Regulation: Alternative Investment Fund Managers Directive (AIFMD) Directive 2011/61/EU

Level 2 Regulation: No information available

Level 3 Regulation: No information available

Topic: Costs and fees

Subject Matter: Performance fees

---

Question

Submission Date: 02 February 2023

Question 6 [last update 28 May 2021]: How should the performance reference period be set in case of a merger where the receiving AIF is a newly established fund with no performance history and it is in effect a continuation of the merging AIF?

---

ESMA Answer

Answer Date: 28-05-2021

In order to ensure that the merger is not conducted with the aim of resetting the performance reference period, in the case of a merger where the receiving AIF is a newly established fund with no performance history and the competent authority of the receiving AIF assesses that the merger does not substantially change the AIF’s investment policy, the performance reference period of the merging AIF should continue applying in the receiving AIF.   Footnote: Based on the scope section of the guidelines, “In case Member States allow AIFMs to market to retail investors in their territory units or shares of AIFs they manage in accordance with Article 43 of the AIFMD, the guidelines also apply to AIFMs of those AIFs, except for: (a) closed-ended AIFs; and (b) open-ended AIFs that are EuVECAs (or other types of venture capital AIFs), EuSEFs, private equity AIFs or real estate AIFs”.

---

This document was automatically extracted from the ESMA EMIR Q&A database.