PIFs (Professional Investor Funds) are a type of collective investment scheme regulated under the Investment Services Act [CAP 370] aimed at professional or high-net worth individuals. This complements the UCITS and AIF fund regimes licensed by the MFSA.
Maltese PIFs are commonly used for hedge fund structures and their underlying assets can range from transferable securities, private equity, immovable property and infrastructure to more complicated asset classes including debt-financing and derivatives.
A PIF can be structured as an investment company with variable share capital (SICAV) or fixed share capital (INVCO), a contractual fund, unit trust or as a limited partnership. It may also be set up as an incorporated cell company or an incorporated cell of a recognised incorporated cell company.
|Type of Eligible Investor||Qualifying Investor that fulfils the following criteria: invests a minimum of €100,000 or its currency equivalent in the PIF, which investment may not be reduced below this minimum amount at any time by way of a partial redemption;declares in writing to the fund manager and the PIF that he/she is aware of and accepts the risks associated with the proposed investment; andsatisfies at least one of the following:is a body corporate which has net assets in excess of €750,000 or which is part of a group which has net assets in excess of €750,000 or, in each case, the currency equivalent thereof;is an unincorporated body of persons or association which has net assets in excess of €750,000 or the currency equivalent thereof;is a trust where the net value of the trust’s assets is in excess of €750,000 or the currency equivalent thereof;is an individual whose net worth or joint net worth with that of the person’s spouse, exceeds €750,000 or the currency equivalent thereof; oris a senior employee or director of a service provider to the PIF.|
|Minimum Initial Investment||€100,000|
|Management||Required. Can be self-managed or a third-party manager can be appointed.|
|Fund Administrator||Manager may delegate the fund administration to a third-party administrator|
|Custodian||Optional, provided adequate safekeeping measures are in place|
|Investment advisor||Not required to appoint third party investment advisors, and if one is appointed, they do not need to reside in Malta|
|Compliance Officer||Required (may also act as MLRO)|
|Application Fee per sub-fund||€1,000|
|Annual Supervisory Fee||€2,000|
|Annual Supervisory Fee per sub-fund||€600|
The MFSA is the authority responsible for issuing a PIF licence in terms of the Investment Services Act. When considering a fund licence application, the MFSA will consider:
The MFSA’s authorisation process is initiated through the submission of a statement of intent
providing a general outline of the applicant and the plans in submitting the licence application. The MFSA may request a meeting with the licence applicants. This meeting is intended to assist the MFSA in understanding the applicant’s strategy and business model and for the authority to explain its processes and requirements.
The applicant is then invited to submit an application pack which contains the complete set of required documents in accordance with the licence application being sought. The MFSA will commence the application process once the complete application pack is submitted. The assessment here aims to ensure that the applicant is able to satisfy regulatory requirements in relation to the business model being applied for on an ongoing basis.
As part of the process, the MFSA will request clarifications and additional information through
feedback letters. Once the applicant’s replies are received these can be followed by further engagement through correspondence or meetings as may be required until the criteria for authorisation are satisfied.
Once the MFSA’s assessments are satisfactorily concluded, a decision to proceed to authorisation is taken. Prior to formal authorisation, an applicant is notified of an in-principle decision and a list of conditions to which the authorisation will be subject. At this stage of the process the applicant will address matters such as incorporation and capitalisation of the company and provide confirmation that it will be in a position to comply with its conditions of authorisation.
Post Authorisation Stage
After the applicant proves he has satisfied all of the MFSA’s requirements, the certificate of authorisation is issued.
PIFs investing in Cryptocurrencies
Under the licensing regime regulating cryptocurrencies, PIFs are the investment fund structure which can be licensed by the MFSA to invest in virtual currencies subject to the MFSA Investment Services Rules.
For more information or if you have any questions, please feel free to contact Dr Cherise Abela Grech.