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IMAS Lunchtime Talk Series
De-Mystifying the Hows andWhats of Retail FundDistribution in Europe
www.pwc.com
5 June 2012
Agenda
The European funds marketplace
Cross-border fund distribution in EuropeCross-border fund distribution in Europe
Mechanics of fund distribution
- Access to the market
- Notification and maintenance process
- Documentation (KIID, marketing and tax reporting)
Distribution channels and models - what exists and what works?
PwCDe-Mystifying the Hows and Whats of Retail Fund Distribution in Europe
2June 2012
The information contained herein is for presentation purposes only. It may not be circulated or used in any external material, or shared or distributed to parties outside of theintended party without the express permission of PricewaterhouseCoopers S.a.r.l. ("PwC"). It is not meant to be comprehensive and does not constitute the rendering of anylegal, tax or other professional advice or service by PwC.
TheTheEuropean funds
marketplace
PwC
marketplace
The outlook on European asset management
Regulatory burden increasing business costs and complexity, butopportunities for Asian managers are positive
The European funds marketplace
• The regulatory tsunami: impact of regulations on the cost of compliance(and doing business) ..... UCITS IV & V, AIFMD, Dodd-Frank and FATCA,Financial Transactions Tax, MiFID etc
• Single market: The harmonised framework and ease of access to multiplemarkets remains a key advantage and pull factor
• Product innovation and new markets: Private equity, microfinance,
PwC
• Product innovation and new markets: Private equity, microfinance,Latin America and Asia
• European assets looking for safer havens and better returnopportunities: Asian emerging markets are still attractive and currenciesundervalued or stable
4June 2012
Overview of the European marketThe attractiveness of Europe
Strategic market
• 500 million plus consumers;
and Luxembourg is in the heart of it
The European market
The European funds marketplace
• 500 million plus consumers;
• 27 member states composing a vastsingle market;
• 17 member states using the euro ascurrency;
• Goods free circulation within theEuropean Market.
PwC
Source: CIA estimates, Science and Engineering Indicators 2010
5June 2012
Overview of the European marketGlobal overview of the fund industry: a worldwide marketof EUR 19.97 trillion (Q4 2011)
Region Fund assets (bn EUR)Market share: countries/regions of
The European funds marketplace
Region Fund assets (bn EUR)
USA 9,792
Europe* 5,634
Brazil 1,145
Australia 1,113
Japan 776
Market share: countries/regions ofworldwide investment fund assets
(Q4 2011)
USA, 49.0%
Brazil, 5.7%
Australia,5.6%
Japan, 3.9%
Canada,3.6% China, 1.3% Others,
2.7%
PwC
Source: EFAMA, 2012.
Canada 709
Others 801
Total 19,970Europe,28.2%
*UCITS
6June 2012
Overview of the European marketKey developments
• French market isparticularly heavily
90%
100%
State of the European asset management market
The European funds marketplace
particularly heavilypenetrated
• Norway has theopportunity to growfaster than thebroader economygiven its low AUMto GDP ratio and
France
GermanyUK
Switzerland
Italy Spain
Sweden
Austria
Denmark
Belgium
Netherlands
Norway
Finland
Portugal
10%
20%
30%
40%
50%
60%
70%
80%
90%
AU
M/G
DP
PwC
Source: PwC Analysis, EFAMA, World Bank data.
to GDP ratio andhigh savings ratePoland
0%
10%
0% 5% 10% 15% 20% 25% 30% 35% 40%
Gross Savings (% of GDP)
June 20127
International fund distribution hubs: Luxembourg and Dublinhave AUM / GDP ratios above 5,000% and 600% respectively
Overview of the European marketNet assets of the European fund industry as of Q4-2011
UCITS – net assets
Allocation of UCITS’ assets
The European funds marketplace
UCITSEUR 5,634 bn (approx. 71%)
UCITS – net assets
Country ofdomiciliation
EURmn
Share
Luxembourg 1,760,155 31.2 %
France 1,068,141 19.0 %
Ireland 820,041 14.6 %
UK 648,406 11.5 %
Germany 226,456 4,0%
Switzerland 211,037 3.7%
PwC
Source: EFAMA, 2012.
8
Total UCIS7,920
Spain 150,877 2.7%
Sweden 147,042 2.6%
Italy 139,697 2.5%
Belgium 79,131 1.4%
Austria 74,329 1.3%
...
June 2012
6,594
7,552 7,9097,060
8,150 7,9208,000
9,000
European investment funds: net assets (EUR bn)
Overview of the European marketEvolution of net assets in Europe
The European funds marketplace
953 1054 1,156 1,405 1,601 1,749 1,545 1,745 2,140 2,286
3,2883,763
4,192
5,1895,951 6,160
4,5425,315
6,010 5,6344,2414,817
5,348
6,5946,087
7,060
-
1,000
2,000
3,000
4,000
5,000
6,000
7,000
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
Non-UCITS UCITSSource: EFAMA, 2012.
PwC
Non-UCITS UCITSSource: EFAMA, 2012.
• European fund assets decreased by 2.8% between 2010 and 2011; at thesame time there was a decrease in number of funds available for sale inEurope due to mergers/liquidations
• Decline less sharp compared to crisis years (2008/09); by the end of 2011European fund assets reached pre-crisis levels again
9June 2012
New funds launched by country of domicile inEurope (2011)
AuM (EUR mn) # funds
AuM in new funds (EUR million) and number offunds launched YTD as at end of 2011 (UCITS)
The European funds marketplace
34,484
13,212 13,04711,495
7,855
852
155221
307
235181
300
400
500
600
700
800
900
10,000
15,000
20,000
25,000
30,000
35,000
40,000
PwC
7,855
4,2473,418 2,858
818 730
84181
132
51125
0
100
200
0
5,000
10,000
Luxembourg Ireland Spain France Other Switzerland Belgium UK Germany Austria
AUM (EUR million) # funds
Source: PwC MRI based on Lipper data
June 201210
1,400
New fund launches:Equity asset class tops number
Evolution of # of new funds launched by asset class in Europe(UCITS & Non-UCITS)
The European funds marketplace
541
460430
417
219
400
600
800
1,000
1,200
2007 2008 2009 2010 2011
PwC
12763 51
200
Absolute return includes HF and FoHF
Source: PwC MRI based on Lipper data
11June 2012
New fund launches:Equity funds also attract the highest AuM
Breakdown of AuM of new funds launched at the end of each year of launch(UCITS & Non-UCITS)
40%
45%
2007 2008 2009 2010 2011
The European funds marketplace
24%
21%
8%
23%
7% 7% 7%10%
15%
20%
25%
30%
35%
40%2007 2008 2009 2010 2011
PwC
7% 7% 7%
3%
%
5%
12June 2012
UCITS
The European Asset Management marketAsset Allocation by investment type (AUM)
UCITS, Non-UCITS andmandates
The European funds marketplace
Bond27%
Other21%
UCITS
Bond, 44%
MoneyMarket,
14%
Other, 10%
mandates
PwC
Source: EFAMA
Equity33%
MoneyMarket
19%
13June 2012
Equity,32%
The European Asset Management marketInvestor composition
Breakdown of total AuM, by type of investors
The European funds marketplace
Retail, 32%
25%
45%Institutional,68%
Pension funds
Insurancecompanies
PwC
Sources : EFAMA
30%
Other Institutionals
14June 2012
Rank Country Assets (EUR bn)
1 UK 2,589
Top locations of institutional assets in Europe
Top 15 locations of institutional assets in Europe*
The European funds marketplace
1 UK 2,5892 France 1,9403 Germany 1,7954 Netherlands 1,0805 Switzerland 7276 Italy 6097 Norway 6028 Sweden 5539 Denmark 496
PwC
Denmark 49610 Spain 30511 Finland 25812 Belgium 24913 Luxembourg 14914 Ireland 13815 Austria 120
•Assets of leading pensions funds,insurers’ portfolios and funds of
funds at end 2010
Source : PwC Analysis
15June 2012
501000
Evolution of the Alternative UCITS marketA fast growing segment for innovative strategies
Number of Alternative UCITS1,002
The European funds marketplace
370
483
114
121
127 131
132
117
39
47
55
6883
112
126
37
47
60
73
84
98
111
13
16
25
30
45
76
115
10
21
25
30
40
39
50
200
300
400
500
600
700
800
900
267
646
357
450
560
827
PwC
77112
164232 263
370
9111439
0
100
2005 2006 2007 2008 2009 2010 2011
Luxembourg Spain France Other Ireland UK
Source : Lipper -UCITS Absolute return according to Lipper category
16June 2012
European ETF industry:The success story of this decade
284.0 1,400300
# ETFsAssets USD bn
Market continues to boomETFs assets more than doubled since 2008
The European funds marketplace
54.9
89.7
128.5142.7
226.9
284.0266.6
423
636
827
1,072
1,232
400
600
800
1,000
1,200
1,400
100
150
200
250
300
PwC
0.7 5.7 10.720.4
34.0
54.9
671
118104
114165
273
0
200
0
50
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
AUM (USD bn) # ETFSource: BlackRock
17June 2012
Cross-borderCross-borderfund
distribution inEurope
PwC
Europe
Hotspots for distribution The heat map indicates the total numberof cross-border registrations at the end of2011
Cross-border fund distribution in Europe
Over 3,000
Total number of cross-borderregistrations as at December 31,2011
PwC 19
Over 3,000
1,000 – 2,999
500 – 999
100 – 499
Less than 100
Source: Lipper LIM and PwC analysis, December 31, 2011
June 2012
Region of Total Total Total # new registrations
Global breakdown of distributionEvolution since December 2009
Cross-border fund distribution in Europe
Region ofdistribution
Totalregistrations
Dec 2009
Totalregistrations
Dec 2010
Totalregistrations
Dec 2011
# new registrationsover the period
Europe 49,956 54,441 57,650 3,209
Asia Pacific 5,307 5,434 5,614 180
Americas 2,154 1,922 1,775 -147
Middle East 894 797 640 -157
PwC
Africa 233 218 252 34
TOTAL 58,544 62,812 65,931 3,119
[Source: Lipper LIM and PwC analysis]
20June 2012
Cross-border fund distributionDistribution of foreign funds in Europe
Penetration of cross-border funds on selected European markets
Cross-border vs. domestic funds
Cross-border fund distribution in Europe
Country Cross-border Domestic
France 43% 57%
Germany 82% 18%
Ireland 41% 59%
Italy 85% 15%
Luxembourg 11% 89%
Netherlands 93% 7%
Cross-border vs. domestic funds
• Increase in number of fundsand assets
• More promoters offer a greatervariety of cross-borderproducts
• Majority of cross-borderfunds domiciled in
PwC
Poland 52% 48%
Spain 65% 35%
Sweden 85% 15%
Switzerland 83% 17%
UK 65% 35%
Source: Lipper Hindsight 31/12/2011.
21June 2012
funds domiciled inLuxembourg
Cross-border fund distributionNumber of cross-border funds and registrations
8,511 9,00080,000
Luxembourg Ireland UK France Germany Other Number of truex-border funds
Cross-border fund distribution in Europe
3,2603,750
4,5294,875
5,170
5,907
6,525
7,366 7,4417,907
2,000
3,000
4,000
5,000
6,000
7,000
8,000
9,000
10,000
20,000
30,000
40,000
50,000
60,000
70,000
80,000
Num
ber
ofcro
ss-b
ord
er
reg
istr
ations
Num
ber
ofcro
ss-b
ord
er
funds
PwC
Source: Lipper LIM/PwC analysis, data as at 31/12/2011.
0
1,000
0
10,000
2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011Averageregistrationsper true cross-border fund
7.0 7.2 5.7 5.8 7.1 7.3 7.6 7.8 7.9 7.9 7.7
Num
ber
ofcro
ss
22June 2012
Distribution footprint of cross-border funds
647
Cross-border fund distribution in Europe
2,944(34%)
1,349(16%)
933(11%)
647(8%)
Distribution in 3 to 4 markets
Distribution in 5 to 9 markets
Distribution in 10 to 14 markets
Distribution in 15 to 19 markets
Distribution in 20+ markets
PwC 23
2,638(31%)
Total number of cross-border funds as at end of 2011: 8,511 (100%).
June 2012
Domicile share of cross-border distribution
LuxembourgGermany
1%
Other6%
Top 5 destinations ofleading fund domiciles
Luxembourg continues to dominate
Cross-border fund distribution in Europe
Luxembourg
Registrations in:
Germany 4,035
Austria 3,559
Switzerland 3,511
Spain 2,973
Netherlands 2,735
Ireland
Registrations in:
Luxembourg72%
Ireland15%
France3%
UK3%
1%
PwC
Source: Lipper LIM and PwC analysis, December 31, 2011.
Registrations in:
United Kingdom 1202
Germany 1003
Switzerland 796
Austria 714
Netherlands 707
24June 2012
Cross-border fund distributionGrowth in Luxembourg cross-border fund groups
452
Total number of cross-border groups
Cross-border fund distribution in Europe
255
339
452
PwC
70
2001 2008 2010 2011
Source: Lipper LIM/ PwC analysis , data as at 31/12/2011.
25June 2012
Distribution channels
Distribution trends & developments
Cross-border fund distribution in Europe
• Increasing selectivity by distributors – pressure on open architecture model
• Compliance & risk management are now “sales tools”
• MIFID II will change distribution relationships
• Retail is difficult – many new entrants try an institutional approach first
Products
• Increasing selectivity by distributors – pressure on open architecture model
• Product transparency & support – key focus by distributors
PwC
• 35% of new cross-border UCITS since mid-2010 are “sophisticated”
• Increasing number of emerging market funds – MM out of favour
• Growth in equity & ETF but regulatory changes for ETF & sophisticated UCITS?
AM industry in Europe26
June 2012
Criteria to take into account before targeting EUcountries
What are the most efficient distribution
Cross-border fund distribution in Europe
What are the most efficient distributionchannels ?
Any Tax reporting ?
PwC
What are the local arrangements required forthe marketing of UCITS ?
27June 2012
Mechanics ofMechanics offund
distribution
PwC
distribution
Access to market
A Step-by-Step approach
Mechanics of fund distribution
Access to market
Public distribution: Notification andmaintenance process
Documentation
PwC 29June 2012
Documentation
Two options are available
Access to MarketAccess to market
Mechanics of fund distribution
Two options are available
• Private placement
• Public distribution
PwC 30June 2012
► Based on the “Call For Evidence regarding the Private Placement Regimes in
Private PlacementDefinition
Mechanics of fund distribution
► Based on the “Call For Evidence regarding the Private Placement Regimes inthe EU” issued by the European Commission on September 24th, 2007
► Private placement is “a set of exemptions from rules that would normallyapply in the event of public offer/sale of financial instruments” (i.e.investment funds)
► Consequently, private placement is generally defined by opposition to publicdistribution
PwC
distribution
► A less regulated way to offer/sell the units/shares of an investment fund andusually used when a fund is targeted only at institutional investors
31June 2012
Austria
Overview of the private placement regime inEurope
Netherlands
Mechanics of fund distribution
Belgium
France
Germany
Luxembourg
Spain
Sweden
PwC
Ireland
Italy
Switzerland
UnitedKingdom
32June 2012
► Public offer/sale of financial instruments (ie investment funds) to the public
Public DistributionDefinition
Mechanics of fund distribution
► Public offer/sale of financial instruments (ie investment funds) to the public
► This is a requirement when a UCITS targets retail investors in Europe
► Public distribution is governed by the articles 91 to 96 of Chapter XI“SPECIAL PROVISIONS APPLICABLE TO UCITS WHICH MARKETTHEIR UNITS IN MEMBER STATES OTHER THAN THOSE IN WHICHTHEY ARE ESTABLISHED” of the UCITS IV Directive 2009/65 /EC dated13 July 2009.
PwC
13 July 2009.
► Now governed under UCITS IV which came into effect on 1 July 2011
33June 2012
Public Distribution: Notification andmaintenance process
• Transposition of UCITS IV into national law at individual EU country level
Mechanics of fund distribution
• Transposition of UCITS IV into national law at individual EU country levelhas not been simultaneous
• Luxembourg was the first European country to transpose Directive2009/65/EC “UCITS IV Directive” into national Law relating to undertakingfor collective investments (the “2010 Law”)
• Work-in-progress, but “business as usual” following phased implementationin other countries
PwC 34June 2012
in other countries
Overview of the transposition of the UCITS IVDirective in the main countries of the EU
Mechanics of fund distribution
PwCAM industry in Europe
35June 2012
UCITS III vs UCITS IV: What has changed?
UCITS III UCITS IV
• UCITS to Host regulator • Home to Host regulator
Mechanics of fund distribution
• UCITS to Host regulator
• Simplified prospectus
• 2 months approval
• Ex-ante controls
• Translation required
• Home to Host regulator
• KIID
• 10 working days market access
• Ex-post controls
• Translation of KIID only
PwC
• Translation required • Translation of KIID only
36June 2012
UCITS IV: three objectives and five topics
ReduceAdministrative
Burden NotificationProcedure
Mechanics of fund distribution
Key InformationDocument
Procedure
IncreaseInvestor
Protection
PwC
IncreaseMarket
Efficiency
Fund Mergers
Master-Feeder
ManCoPassport
June 201237
• Key Investment Information Document (“KIID”)
Documentation
Mechanics of fund distribution
• Key Investment Information Document (“KIID”)
• Marketing documents
• Tax reporting
PwC 38June 2012
• What are the costs ofthis investment?
• What is included in thecosts and how are they
Charges3
KIIDOverview - Content
Objectives andInvestment Policy
1
Mechanics of fund distribution
costs and how are theycalculated?
3
• How has theinvestment performedin the past?
• How is the pastperformancecalculated?
Past Performance4
4
• What is the aim of thisinvestment / what willthe investment consistof?
• What else is there toknow about the aim andinvestment content?
Investment Policy1
1
Risk and Reward2
2
PwC
• What is the risk of thisinvestment?
• What are the additionalrisks of thisinvestment?
Risk and Reward
• Who is responsible for theinvestment / Where can Iget further usefulinformation?
• Investment structurespecific useful information?
Practical Information5
5
39
KIIDMain challenges
Dissemination ofthe KIIDs to the
Mechanics of fund distribution
KIID
Dissemination ofthe KIIDs to thelocal distributor
PwC
KIIDUpdate ofthe KIIDs
Active / notactiveshare
classes
40June 2012
Local arrangements required for the marketing ofUCITS
• Local rules apply, not harmonized by the UCITS IV Directive;
• Requirements for the contents, format and manner of presentation of
Mechanics of fund distribution
• Requirements for the contents, format and manner of presentation ofmarketing communications;
• Any additional information required to be disclosed to investors;
• Facilities to unit/shareholders;
• Publication requirements.
PwC 41June 2012
Your challengesFund Tax Reporting
Mechanics of fund distribution
Even if there were severaladvantageous developments in theadvantageous developments in therecent past, fund tax reporting willbe still a considerable barrier forcross border distribution withinthe European Union
Especially Austria, Belgium,Germany, Switzerland and theUnited Kingdom have introduced
PwC 42June 2012
United Kingdom have introducedvarious tax reporting regimes andhighly complex frameworks forinvestment funds
Case study
• A Luxembourgish UCITS wants to market the shares of
Mechanics of fund distribution
Initialnotification
• A Luxembourgish UCITS wants to market the shares ofSub-Fund X in Germany
Maintenanceof the
• Change of the investment policy of Sub-Fund X• Amendment of the prospectus
PwC
Maintenanceof the
notification
43June 2012
Initialnotification
• A Luxembourgish UCITS wants to market the shares ofSub-fund X in Germany
Mechanics of fund distribution
PwC 44June 2012
Home country :Luxembourg
Initial notification process
• UCITS to Home Regulator toHost Regulator
Host country :Germany
Host country :Germany
Description of the process (initial and subsequentnotification)
Mechanics of fund distribution
AuthorisedUCITS
Notification file(content harmonised)
UCITS transmitsnotification file &
translations to its home
Info
rm
sU
CIT
S
Host Regulator
• 10 working days process
• UCITS can immediatelyaccess the market afternotification
GermanyGermany
CSSF informs UCITS oftransmission date for
the notification file• Confirmation by Home
regulator
• Controls ex-post by Hostregulatortranslations to its home
authority
CSSF checksnotification file
for completeness
Regulator-to-regulatornotification (no laterthan 10 working daysafter the receipt of the
notification letter)
Bafin reviews - ex-post
Yes
Info
rm
sU
CIT
S
Co-operation mechanism
No
45June 2012
PwC
regulator
Maintenanceof the
notification
• Change of the investment policy of Sub-Fund X
• Amendment of the prospectus
Mechanics of fund distribution
notification
PwC 46June 2012
Maintenance of the public distribution
• Notification of any amendments in the Fund documents (Full prospectus,Management Regulation/Articles of Association, and KIIDs, the audited
Mechanics of fund distribution
Management Regulation/Articles of Association, and KIIDs, the auditedannual report and the semi-annual reports);
• Notification of any change in the way to market the units /shares of theUCITS in a local EU market, and of any change regarding the shares to bemarketed;
• Subsequent notification of any new or not yet distributed sub-funds.
PwC 47June 2012
• UCITS to Host Regulator
• Where update of marketing arrangements and/orchanges in share classes, UCITS must inform hostcountry before implementing changes
Home country :Luxembourg
Description of the notification of anyamendments
Mechanics of fund distribution
country before implementing changes
• Once notified, the documents can be used directlyin the host country
AuthorisedUCITS
Modified documents
UCITS transmits tothe host authority
directly
Info
rm
sm
ar
ke
tin
ga
rr
an
ge
me
nt
be
for
eim
ple
me
nta
tio
n
Host country :Germany
Host country :Germany
directly
Host Authority
Info
rm
sm
ar
ke
tin
ga
rr
an
ge
me
nt
Up
da
teb
efo
re
48June 2012
PwC
Distribution inDistribution inEurope
PwC
Distribution in Europe-
Distribution in Europe- Think European, Act Local
May 2012
Agenda
European distribution market
Country focus Country focus
Q&A
51
European distribution market
Total Mutual Funds Distribution– Source Cerulli, 2011
Cross-Border Funds Distribution– Source Cerulli, 2011
• Investors do not buy funds, funds are being sold to investors
• Cross border funds are usually designed to be distributed beyond parent-company distribution network
52
company distribution network
• Institutional is growing, as building a retail distribution takes time toestablish
• Current economic context is pushing for safety and search for globalstrategies allowing better performance
Local distribution requirements
Your additional requirements
Fund strategy
Identify which funds are going to succeed in eachdistribution market
Registration for distribution to local authorities
Compliance with legal obligations regardingnotification, publication and investor information
Your local distribution responsibilities
distribution market
Distribution channel
Identify which distribution channel is best suited topenetrate each market
Distribution Monitoring
Monitor performance of the sales team
Monitor the remuneration of the distribution channel
notification, publication and investor information
Management of transactions and payments withinvestors as and when required
Registration
Marketpactice
Notification
Local
53
PublicationInformation
distributionneeds
Costs of the distribution
Sales charges retained by distributors are up to 5% (according to fundprospectus and share class)
Trailer fees are playing a central role when establishing a distributionstrategy
60%
0%
20%
40%
60%
Retained byFund Manager
Retrocession todistributor
54
Marketing costs (training of sales forces, translation of documents,advertising)
Registration for distribution to the local regulator
0%Banks IFAs/Advisors Platforms Insurance
Regulatory environment of the Distribution country
Tax
TIS form Germany, Switzerland, Luxemburg, Belgium
DDI, AG, … for Germany, Austria
Local Tax Agent for Italy Local Tax Agent for Italy
…
Marketing arrangements
Appointment of local representative agent
Appointment of a local paying agent
Appointment of an information agent
Appointment of a local distributor
55
Appointment of a local distributor
Investor information as required by the local regulator for the sub-funds available for sale in the country
Country specific information for regulator
Legal package and pricing structure of localrepresentation services
Legal package Agreement with an agent in each distribution country SLA if operational services
Pricing principlesPricing principles
Regulatory representation: Minimum fee plus additional fee per sub fund covering (between 10k€ and 15k€
per annum)
Additional fees for operational services (when required) Maintenance of distribution agreements Register or issuing account maintenance Fund characteristics maintenance
56
Fund characteristics maintenance Clients data and account maintenance Operation processing Dividend or corporate action processing Position keeping fees Cash payment fees …..
European distribution countries
United KingdomDistribution Channel :
IFAs(56%)Insurance/Pension (12%)Institutional/corporates (13%)
Notification process with FSA Facilities Agent Application to get the Reporting
GermanyDistribution Channel : Retail Banks (44%),
Insurance/Pension (16%),Private Banks (14%)
Notification process with BAFIN Information and Paying Agent Tax status (transparent, semi-
transparent), TIS, AG, ZG…
SwedenDistribution Channel : Retail Banks (59%)
Pension funds (26%) Paying Agent Notification process with FSA
Application to get the ReportingFund Status (HMRC)
France Distribution Channel :
Institutional/corporates (34%),Retail Banks (21%),Insurance/Pension (14%),
Notification process with AMF Agent centralisateur et
financier
transparent), TIS, AG, ZG…
ItalyDistribution Channel :Spain
Austria
Notification process with FMA Information and Paying Agent Tax status (white, brighter then
white), TIS, DDI, OeKB…
57
Distribution Channel :Retail Banks (54,3%),Insurance/Pension (13,5%),Private banks (13%)
Notification process withCONSOB
Paying Agent andDistributor/Investor relationmanager, Tax agent
Tax percentage
SpainDistribution Channel : Retail Banks (63%),
Insurance/Pension (12%),Private banks (8%)
Notification process with CNMV Entidad designada Operational support to
distributors
SwitzerlandDistribution Channel : Private Banks (52%), Retail Bank (18%)
Insurance/Pensions (15%) Notification process with FINMA Fund representative and Paying Agent TIS, regulatory reporting (TER, PTR)
Source: Cerulli
IFAs
Supermkts/
Wrappers
Direct
Switzerland
Market overview
Distributed funds’ domiciles
Distribution Channels
Domestic 59%
Ireland 11%
UK 2%
Germany 2%Liechtenstein 3%
Others 2%
Banks
Wrappers
Requirements
A local fund representative must be appointed for each sub fund with the following main duties and responsibilities:• Collect, control and publish the funds legal documents submitted in one of the national Swiss languages• Communicate to FINMA any modifications in the funds’ life within 1 month after the approval of the home regulator as well as annual and semi-annual reportswithout delay
Source: Lipper, December 2011Sources: Lipper FMI 2009
Luxembourg 58%
58
without delay• Ensure that funds publish their NAV at least twice a month in a newspaper or on electronic media• Make sure that the funds’ marketing materials as well as their homepages comply with FINMA rules• Approval and due diligence of new distributors, follow up and control of distributors’ homepages and marketing material• Sign new distribution agreements and check they comply with the requirements of the SFAA local paying agent must be appointed for each sub fund
NAV publication
Information to shareholders
Regulatory reporting to the FINMA
Tax reporting
United Kingdom
Market overview
Distributed funds’ domiciles
Distribution Channels
Domestic 40%
Ireland 17%
Jersey 1% Isle of Man 1% Others 3%
Banks
IFAs
Direct
Requirements
A local facilities agent must be appointed for each fund.Documents and information to be available at UK facilities agent:• The instrument constituting the scheme and any instrument amending the instrument constituting the fund• The latest prospectus and the KIID
Source: Lipper, December 2011Sources: Lipper FMI 2009
Luxembourg 38%
IFAs
Supermkts/ Wrappers
59
• The latest prospectus and the KIID• The latest annual and half-yearly reports, notices and documents for shareholders sent by operators and depositaries to and from the United Kingdom• Details of how investors can redeem• Correspondence address for complaints about operation of scheme for forwarding to scheme operator• Information about fund unit prices
Information to shareholders
Regulatory reporting•The Supervisory Authority must be informed of any amendments to the sales documentation without undue delay
Tax
Germany
Market overview
Distributed funds’ domiciles
Distribution Channels
Domestic 19%
Ireland 9%France 3%
IFAs
Supermkts/ Direct
Requirements
A local information agent must be appointed for each sub fund to make available information and documents related to the Funds.A local paying agent, a German credit institution or the German branch of a foreign domiciled credit institution, must be appointed if some of the fund’s unitsare issued as printed individual certificates, to undertake the payments to investors.The paying agent can also act as the information agent.
Source: Lipper, December 2011Sources: Lipper FMI 2009
Luxembourg 57%Banks
Wrappers
60
The paying agent can also act as the information agent.
NAV publication
Information to shareholders
Regulatory reporting to the BaFin• The supervisory authority must be informed of any amendments to the sales documentation
Tax transparency under the InvTaxAct
IFAs
Supermkts/
Wrappers
Direct
Italy
Market overview
Distributed funds’ domiciles
Distribution Channels
Domestic 17%
Ireland 10%
France 5% UK 1%Austria 1%
Banks
Wrappers
Requirements
A local paying agent must be appointed for each sub fund, reporting the performance of payments for the investment to the fund, by shareholder.
Investor relations manager / correspondent bankThe fund has to enter into an agreement with an agent who shall care for the offering in Italy (ie order capture, management, routing and execution, trade
Source: Lipper, December 2011Sources: Lipper FMI 2009
Luxembourg 66%
61
The fund has to enter into an agreement with an agent who shall care for the offering in Italy (ie order capture, management, routing and execution, trademanagement, transfer management, corporate actions, official communications/reporting to final client, cash and stock reconciliation, tax & fee management).
NAV publication
Information to shareholders• Confirmation of each trade and, if required by the fund, the statement of account on a yearly basis
Regulatory reporting to Bank of Italy• Statistical reporting to Bank of Italy
Tax
Spain
Market overview
Distributed funds’ domiciles
Distribution Channels
Domestic 38%
Ireland 8%
France 4% UK 1% Direct
Wrappers
IFAs
/Supermkts
Requirements
A local, entidad designada, must be appointed for each sub fund, represent each sub fund and submit relevant documentation to the CNMV
Information to shareholders• The entidad designada, as well as all the distributors, must maintain in their head office for a minimum period of 6 years, the successive economic reports,
Source: Lipper, December 2011Sources: Lipper FMI 2009
Luxembourg 47%
Banks
62
as well as the annual reports which are prepared following registration with CNMV• The official distributors in Spain shall provide each shareholder, prior to subscribing a copy of the simplified prospectus/ KIID and copy of the latest publishedeconomic report
Payment of the fees to CNMV
Regulatory reporting to CNMV• Inform the CNMV of any amendments to the marketing arrangements communicated in the notification letter within seven days of the modification beingmade• Communicate the number of shareholders, assets and the maximum percentage of a shareholding in a company in accordance with article 52 of the personalincome tax regulation, by electronic means• Statistical reporting: the entidad designada or each distributor included in the CMNV Registry must supply information on the distribution activity on aquarterly basis
France
Market overview
Distributed funds’ domiciles
Ireland 6%
UK 2%Belgium 1%
Others 1%
Distribution Channels
IFAs
Supermkts/
Wrappers
Direct
Requirements
A local financial and centralising agent must be appointed for each sub fund assuming the following responsibilities:• Collection of subscription and redemption orders received from financial intermediaries acting on behalf of investors established in France• Payment of dividends
Source: Lipper, December 2011
Domestic 59%
Luxembourg 31%
Sources: Lipper FMI 2009
Banks
Wrappers
63
• Payment of dividends• Provision of documents related to the funds to shareholders established on French territory• Communication to shareholders of information originating from a clients special request, via Euroclear France• Payment of the annual charge to the AMF
NAV publicationInformation to shareholders• All information required by French law must be made available to shareholders
Regulatory reporting to the AMF• Annual, semi-annual and any modification affecting the fund or the prospectus
The information contained within this document (‘information’) is believed to be reliable but BNP Paribas Securities Services does not warrantits completeness or accuracy. Opinions and estimates contained herein constitute BNP Paribas Securities Services’ judgment and are subjectto change without notice. BNP Paribas Securities Services and its subsidiaries shall not be liable for any errors, omissions or opinionscontained within this document. This material is not intended as an offer or solicitation for the purchase or sale of any financial instrument. Forthe avoidance of doubt, any information contained within this document will not form an agreement between parties. Additional information isavailable on request.
BNP Paribas Securities Services is incorporated in France as a Partnership Limited by Shares and is authorised by the ACP (Autorité deContrôle Prudentiel) and supervised by the AMF (Autorité des Marchés Financiers). BNP Paribas Securities Services' London branch issubject to limited regulation by the Financial Services Authority for the conduct of its investment business in the United Kingdom and is amember of the London Stock Exchange. BNP Paribas Trust Corporation UK Limited and Investment Fund Services Limited are wholly ownedsubsidiaries of BNP Paribas Securities Services, incorporated in the UK and are authorised and regulated by the Financial Services Authority.Details on the extent of our regulation by the Financial Services Authority are available from us on request.
The services described in this document, if offered in the U.S., are offered through BNP Paribas and its subsidiaries and its affiliates.Securities products are offered through BNP Paribas Securities Corp., a subsidiary of BNP Paribas, a broker-dealer registered with theSecurities and Exchange Commission and a member of SIPC, the Financial Industry Regulatory Authority, New York Stock Exchange andother principal exchanges.
SummarySummary
PwC
Summary
• Europe is ripe for accessing assets looking todiversify into Asian exposurediversify into Asian exposure
• Distribution can seem daunting, but not toodifficult to overcome
• Understand the mechanics well to properlyaccess your cost-benefit analysis
• Find good partners to work with you!
PwCJune 2012
66
Q&A
67