ESMA_QA_2609
Status: ✅ Answer Published
Link to ESMA Q&A tool: https://www.esma.europa.eu/publications-data/questions-answers/2609
Regulatory Context
Regulation : UCITS
Level 1 Regulation: Undertakings for Collective Investment in Transferable Securities Directive (UCITS) Directive 2009/65/EC
Level 2 Regulation: No information available
Level 3 Regulation: Performance Fees - Guidelines on performance fees in UCITS and certain types of AIFs - ESMA34-39-968
Topic: Costs and fees
Subject Matter: Performance fees for feeder funds
Question
Submission Date: 15 July 2025
Can the manager of a feeder fund within the meaning of Article 58 of the UCITS Directive charge a performance fee?
ESMA Answer
Answer Date: 15-07-2025
Under Article 58 of the UCITS Directive, a feeder fund is a fund which has been approved to invest at least 85 % of its assets in units of another fund (master funds). Paragraph 18 of the Guidelines states that a manager “should always be able to demonstrate how the performance fee model of a fund it manages constitutes a reasonable incentive for the manager and is aligned with investors’ interests”.
Against this background, the feeder manager does not exercise sufficient discretion over the asset allocation, selection and fund strategy to warrant the charging of a performance fee and as such, the charging of a performance fee to investors should not be considered as appropriate and justified in such cases. Therefore, performance fees, if any, should only be charged at the level of the master fund.
This is unless:
a) the master fund and the feeder fund are managed by the same manager or by managers belonging to the same group; and
b) the only investor(s) of the master fund is(are) feeder fund(s);
in which case performance fees could be paid at the level of the feeder fund(s), and not at the level of the master fund, provided that this approach applies consistently to all feeder funds, if more than one.
This document was automatically extracted from the ESMA EMIR Q&A database.