NETHERLANDS Law and Practice Contributed by: Vilmar Feenstra, Robert Veenhoven, Joyce Kerkvliet and Sebastiaan Verkerk, Loyens & Loeff N.V.
3.3.10 Investor Protection Rules In principle, an authorised AIFM with a retail top-up will have to meet all the requirements that apply for authorised AIFMs under the fully licensed regime (see 2.3.10 Investor Protection Rules ). Authorised AIFMs with a retail top-up and authorised ManCos have to comply with certain investor protection requirements pursuant to the AFS and the regulations promulgated there - under, such as the requirement to have certain organisational and administrative procedures in place relating to, inter alia, conflicts of inter - est, complaints handling and product approval procedures. In addition, the requirement to be registered with the Dutch Financial Services Complaints Tribunal ( Klachteninstituut Financiële Dienstverlening ) applies. 3.3.11 Approach of the Regulator The AFM may be described as a supervisor that duly considers the legal basis for its supervision and enforcement, while adopting a rather prag - matic approach if possible. See 2.3.11 Approach of the Regulator . 3.4 Operational Requirements In principle, the authorised AIFM with a retail top-up will have to meet all the requirements that apply for authorised AIFMs under the fully licensed regime and the rules set out in the retail top-up regime. With respect to authorised Dutch UCITS funds, specific operational requirements apply, as set out in the Dutch implementation of UCITS. For instance, the legal ownership of the assets under management of the UCITS has to be held by a separate legal entity whose sole object as stated in the articles of association is holding the legal ownership of the assets of the UCITS fund.
example, impose a fine on the fund in question (or its fund managers). The Netherlands has not introduced a pre-mar - keting regime with respect to non-professional investors. Consequently, there are only limited possibilities for a fund manager to pre-market an investment fund to non-professional investors. 3.3.7 Marketing of Retail Funds There are no restrictions on the types of inves - tors that can invest in a retail fund. 3.3.8 Marketing Authorisation/Notification Process See 3.1.2 Common Process for Setting Up Investment Funds . 3.3.9 Post-Marketing Ongoing Requirements For Dutch-licensed AIFMs, post-marketing ongoing requirements include, inter alia, inform - ing investors of material changes in the infor - mation provided to investors in the marketing phase. Also, a licensed AIFM needs to notify the AFM of material changes in the documents sub - mitted to the AFM, to obtain its approval for the marketing and management of the AIF. The AFM in principle has one month to decide on wheth - er it will object to the change, to be extended by another month. In addition, investors need to be informed of certain types of conflicts of interest before conducting business on their behalf. Finally, investors need to be provided on an annual basis with an AIF annual report, which complies with the requirements of Article 22 AIFMD. See 3.4 Operational Requirements . AIFMs marketing AIFs under the retail top-up regime and ManCos must comply with certain additional ongoing requirements following the marketing of an investment fund aimed at pro - tecting retail investors.
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