JERSEY Law and Practice Contributed by: Nienke Malan and Christopher Griffin, Carey Olsen
to the EF Guide or there is a change to the fund’s directors or service providers. • The fund may be marketed into the EU/EEA in accordance with the AIFMD through indi - vidual EU member states’ NPPRs (and, when available, third-country passporting). Listed Funds A Listed Fund must comply with the Jersey List - ed Fund Guide (the “LF Guide”). The LF Guide does not place any restrictions or qualification criteria on who can invest in a Listed Fund, and provides certainty to those wishing to establish a Listed Fund in a quick and cost-effective man - ner. A Listed Fund is established on certification by the fund administrator that the fund complies with the criteria set out in the LF Guide. The JFSC issues the relevant certificate on receipt of the certification and the fund’s offer document. As a result, a Listed Fund can be established in Jersey within three days. There is no minimum investment requirement. The key features of a Listed Fund are as follows. • The fund must be a closed-ended Jersey company (no absolute investor right to redeem). • The fund’s offering document must carry a clear investment warning and contain all information necessary for potential investors to make an informed decision. • At least two Jersey resident directors with appropriate experience must be appointed to the fund’s board, including the chair. A majority of the board must be independent (in particular, an independent director should not be an employee (or recent employee) of the manager, investment manager or any of their associates). • The fund must be listed on an exchange or market recognised by the JFSC. The list of pre-approved exchanges is numerous and
global in scope, and includes all exchanges upon which listings are ordinarily sought, including the London Stock Exchange (the Main Market, AIM and the SFM), NYSE, NASDAQ, HKEx, Euronext, Johannesburg Stock Exchange and The International Stock Exchange (TISE). • The fund’s investment manager/adviser must be of good standing, established and regulat - ed (if appropriate) in an OECD member state or a jurisdiction with which the JFSC has a memorandum of understanding. • A licensed Jersey manager or administrator which has two Jersey-resident directors with appropriate experience and staff and a physi - cal presence in Jersey is required. • Adequate arrangements must be made for the safe custody of the fund’s property, but there is no requirement to appoint a custo - dian. • The fund must be audited. • The fund may be marketed into the EU/EEA in accordance with the AIFMD through NPPRs (and, when available, third-country passport - ing). The JFSC understands that some invest - ment managers/advisers may not be regulated because the type of activity they undertake is not regulated in their home jurisdiction: real property investment management being one example. In such cases, the investment manager will remain eligible for the fast-track authorisation process provided it is: • the subsidiary of an entity that is regulated in relation to managing or advising on invest - ment funds in its home jurisdiction; • an entity or the subsidiary of an entity with a market capitalisation of above USD500 mil - lion; or
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