Institutional Investors – Global Investment Law Watch

Europe: ESMA’s Draft RTS on Open-Ended Loan-Originating AIFs-AIFMD II in Practice

Oct 27 2025

On 21 October 2025, the European Securities and Markets Authority (ESMA) published its draft Regulatory Technical Standards (RTS) on open-ended loan-originating alternative investment funds (AIFs). This marks a key step in the implementation of Directive (EU) 2024/927 (AIFMD II), which updates the Alternative Investment Fund Managers Directive (AIFMD) and Undertakings for Collective Investment in Transferable Securities (UCITS) frameworks to strengthen rules on delegation, liquidity risk, supervisory reporting, depositary services, and loan origination.

Europe: ESMA Issues Technical Advice to the Commission for Its Review of the UCITS Eligible Assets Directive (EAD)

Jun 30 2025

By: Gayle Bowen and Hazel Doyle

ESMA finally published its long-awaited technical advice for the review of the EAD, which proposes changes to the existing UCITS framework (the Report).

Australia: Review Recommends No Increases to Wholesale Client Test, Encourages Further Review

Feb 19 2025

By: Kane Barnett

The Parliamentary Joint Committee on Corporations and Financial Services (Committee) has been inquiring into the wholesale investor test for offers of securities, and the wholesale client test for financial products and services in the Corporations Act 2001 (Inquiry) (see our previous post). The Committee has now released its report from the Inquiry.

United States: SEC Issues New Guidance on Schedule 13G Eligibility

Feb 18 2025

By: Lance C. Dial and Jennifer R. Gonzalez

The SEC’s Division of Corporation Finance recently issued new guidance regarding when shareholders can file beneficial ownership reports on Schedule 13G. While the 11 February 2025 Compliance and Disclosure Interpretation (C&DI) maintains the same fundamental principles as before, it adopts a more nuanced approach to what constitutes “changing or influencing control of the issuer.”

Europe: Irish Central Bank Discusses Its Approach to Exchange Traded Funds

Oct 24 2024

By Hazel Doyle and Nicola McCaffrey

In an important speech, Derville Rowland, the Central Bank of Ireland’s Deputy Governor for Consumer and Investor Protection has outlined the Central Bank’s approach to ETFs in Ireland. Some of the points she made are highlighted in this blog.

United States: The Fed’s Recent Interest Rate Cut: A Step in the Right Direction for PE Sponsors

Sep 24 2024

By: Ed Dartley and Jamie M. Robinson

On 18 September 2024, the Federal Open Market Committee lowered the benchmark federal funds rate by 50 basis points to a target range of 4.75-5%. While this is welcome news on many levels, we expect that in the coming months it will have a real and positive impact on private equity sponsors, and particularly mid-sized and smaller sponsors.

Asia: Japan Adopts “Asset Owner Principles” Amid Growing Interests in Alternative Investments Among Japanese Pensions

Sep 05 2024

By: Tsuguhito Omagari and Yuki Sako

On August 28, under the ongoing “Japan as a leading asset management center” policy initiative, the Japanese government adopted “Asset Owner Principles” (Principles), which are five “common principles” that are “useful” for asset owners in “fulfilling their responsibilities to manage assets (fiduciary duties) in consideration of the best interests of the beneficiaries.” Asset owners are described to include public pensions, benefit associations, corporate pensions, insurance companies and university funds. These Principles are:

Europe: BaFin Changes Its Process for Fund Passporting Into Germany

Sep 03 2024

By: Hilger Von Livonius, Emma O’Dwyer, and Gayle Bowen

On 14 and 15 August 2024, the German Federal Financial Supervisory Authority (BaFin) updated the following guidance notices:

Guidance Notice on marketing of EU UCITS in Germany

Guidance Notice (2013) for marketing units or shares of EU AIFs or domestic special AIFs (Spezial-AIF) managed by an EU AIF management company to semi-professional and professional investors in the Federal Republic of Germany pursuant to section 323 of the Investment Code

Europe: Central Bank of Ireland Changing Notification Procedure for UCITS and AIF Passporting Applications

Aug 29 2024

By: Gayle Bowen and Emma O’Dwyer

The Central Bank of Ireland (CBI) is changing the process for the submission of UCITS and AIF passport notifications and de-notifications.

Europe: FCA Amends Opening Date for Registration of New UCITS Schemes Under UK Overseas Fund Regime

Aug 23 2024

By: Emma O’Dwyer and Gayle Bowen

The UK’s Financial Conduct Authority has put back the opening date for the application gateway for recognition of new UCITS schemes (i.e. those schemes not already registered under the Temporary Marketing Permissions Regime) under the OFR.

Category:Institutional Investors