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Alternative Investment Platforms(regulatory update)
Philippe De Prez – 9 February 2017
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Alternative Investment
Business Finance
Crowdfunding Platforms
Non financial return
Donation based
Reward based
Financial return
Lending based
Equity based
PersonalFinance
Consumer Lending platforms
Direct P2P Lending
Indirect lending
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Before February 1, 2017
No specific crowdfunding legislation
Applicability of existing legal framework:
The Prospectus law – public offer (16/06/2006) Banking monopoly (art. 68bis - 16/06/2006 Law) The UCI Law (3/8/2012) The investment company law (6/4/1995) The Payment Institutions Act (21/12/2009)
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As of February 1, 2017
The Crowdfunding law of December 18, 2016
Introducing new legal concepts Alternative Finance Services Alternative Finance Platforms
Modifying 2006 Prospectus law Raising the exemption thresholds: 300.000 EUR/project & 5.000 EUR/investor
Activating 2015 tax shelter
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Alternative Finance Services“A service* consisting of commercialising, through an electronic platform, investment instruments issued** by (i) entrepreneurs-issuers, (ii) starter funds or (iii) financing vehicles”
**Private / public offer ! Out of scope ! legal persons qualified investors < 150 persons
*No investment service, safe for: Investment advice; and Reception & transmission of client orders, In line with those financial instruments
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Alternative Finance Platforms“legal or natural persons, offering alternative finance services in Belgium*, without being a regulated entity** ”
*In Belgium: “.be” extension Belgian publicity Belgian regulation Belgian entrepreneurs
**Regulated entity Credit institution Investment institution
CASHSLESS LIMITED INVESTMENT SERVICES
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Alternative Finance Services
Alternative Finance Platforms
(crowdfunding platforms)
Specific FSMA License
Regulated entities(Credit / Investment institutions)
No specific additional license
Notification of intention
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AF Platform License
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AF Platform LicenseLicense application contains information on: Company Shareholders Effective leaders Organisation:
Type of instrumentsBusiness model IT structure Insurance
Specific Features: Rules of conduct 2.500 EUR fix analysis fee FSMA makes a decision within 3 months (complete file) Transition regime for existing platforms ( 31/03 31/05)
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Alternative Investment
Business Finance
Alternative Finance Platforms(Crowdfunding)
Non financial return
Donation based
Reward based
Financial return
Lending based
Equity based
PersonalFinance
Consumer Lending platforms
Direct P2P Lending
Indirect lending
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Alternative Lending to Consumers
Borrower
Lender
P2P Platform
Requesting a loan / down payments
Lending money / return on the loan
ISSUING STRD. LOAN
MATCH MAKING
GRANTING /INVESTING IN LOANS
DIRECT P2P MODEL
INDIRECT ALTERNATIVE CONSUMER LENDING
Borrower
Lending Platform
Investor
GRANTING LOANISSUING NOTES
INVESTING IN NOTES
Requesting a loan / down payments
Investing in platform notes / return on the notes
REQUESTING LOAN
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Alternative Lending to Consumers
Borrower
Lender
P2P Platform
Requesting a loan / down payments
Lending money / return on the loan
ISSUING STRD. LOAN
MATCH MAKING
GRANTING /INVESTING IN LOANS
DIRECT P2P MODEL
INDIRECT ALTERNATIVE CONSUMER LENDING
Borrower
Lending Platform
Investor
GRANTING LOANISSUING NOTES
INVESTING IN NOTES
Requesting a loan / down payments
Investing in platform notes / return on the notes
REQUESTING LOAN
Regulatory consequences
Crowdfunding law? out of scope
Lending side:Prior approval credit contracts (FPSE)Consumer Credit Provider (FSMA)
Funding side:Prospectus obligations (FSMA)
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Take Away
New Crowdfunding law
Crowdfunding with financial return (!)
Cashless & limited investment services
No Passport
Alternative consumer lending: out of scope
Alternative Finance Platforms…
How can we help you?Get in touch
www.simontbraun.eu DigitalFinance@simontbraun.eu
Philippe De Prez – 9 February 2017
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