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Dubai Financial Services Authority (DFSA): Contents

Dubai Financial Services Authority (DFSA)
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Collective Investment Rules (CIR) [VER24/02-19]
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  • Part 3 Fund Functionaries

    • CIR 5 Fund Administrators

      • CIR 5.1 General

        • Application

          • CIR 5.1.1

            (1) Subject to (2), this chapter applies to an Authorised Firm which is appointed as a Fund Administrator to either a Domestic or a Foreign Fund.
            (2) This chapter does not apply to a Fund Manager or Trustee to the extent that it carries on an activity of Providing Fund Administration within the Financial Services of Managing a Fund or of Acting as the Trustee of a Fund.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

        • Compliance with the AML Rules

          • CIR 5.1.2

            The AML module applies to the activities of a Fund Administrator in Providing Fund Administration for a Domestic Fund or Foreign Fund as if each reference in AML to a "customer" is a reference to a "Unitholder" or "prospective Unitholder" as appropriate to the context.

            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

        • Client Money and Assets

          • CIR 5.1.3

            A Fund Administrator, in Providing Fund Administration for a Domestic Fund or Foreign Fund, must not hold or control monies or assets belonging to third parties in connection with such administration except in the following circumstances:

            (a) holding cheques to the order of a Fund's bank account, provided such cheques are securely held for a maximum of three business days prior to being deposited into the relevant Fund's bank account or returned to the drawer of the cheque; or
            (b) where a mandate over a Fund's or other third party's bank account is granted to a Fund Administrator and the mandate has been agreed in writing with the bank concerned, and transfers out of the relevant bank account may be made only in circumstances where the mandate restricts instructions to make such payments to being made solely in accordance with the payment of invoiced fees and expenses, made in accordance with the relevant Fund's Constitution and Prospectus and are not remitted to the account of the Fund Administrator except by express instructions of the Fund Manager.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

        • Delegation and Service Level Agreements

          • CIR 5.1.4

            (1) A Fund Administrator of a Domestic Fund for which it is Providing Fund Administration must have a Delegation Agreement that meets the requirements in CIR App1 with the Fund Manager or Trustee of the Fund.
            (2) Paragraph (1) does not apply to a Fund Administrator of a Qualified Investor Fund.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]
            [Amended] DFSA RM137/2014 (Made 21st August 2014). [VER17/06-14]

            • CIR 5.1.4 Guidance

              CIR Section 8.12 of this module governs the delegation of activities by a Fund Manager or where appointed the Trustee.

              Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

          • CIR 5.1.5

            (1) A Fund Administrator of a Foreign Fund for which it is Providing Fund Administration must have a service level agreement with the fund manager of that Foreign Fund setting out the functions and service standards that will be applied to the provision of such administration.
            (2) The agreement in (1) must ensure that the Fund Administrator cannot in turn delegate the activities and functions delegated to it by the fund manager of the Foreign Fund unless the sub-delegate has been approved by that fund manager.
            (3) The agreement in (1) must also require the Fund Administrator to retain any relevant work or records relating to the delegated activities and functions where the contract is terminated either by the fund manager or the Fund Administrator.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

            • CIR 5.1.5 Guidance

              The DFSA would expect any agreement required under CIR Rule 5.1.5 to include as a minimum the following provisions:

              a. unambiguous descriptions and definitions of the activities and functions to be provided by the Fund Administrator and the duties to be performed by both parties;
              b. an agreed standard in respect of resources and services supported as necessary by performance measures in accordance with the applicable legislation;
              c. the requirement for regular detailed reporting to a specified frequency from the Fund Administrator in respect of its duties and activities;
              d. provisions relating to the reporting of relevant events such as technological changes or error reporting and, in particular, any event which undermines the ability of the Fund Administrator to fulfil its duties;
              e. the requirement for an annual review (at a minimum) of the performance of the functions by the Fund Administrator; and
              f. provisions relating to records and adequate access by the fund manager, the Fund's auditor or any other Persons providing control or risk management functions for the Fund, as required by the fund manager or applicable laws to that Fund.
              Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

        • Record Keeping

          • CIR 5.1.6

            A Fund Administrator must maintain records which are sufficient to show and explain transactions in relation to each of the specific activities and functions which are being provided to each Fund, in respect of Unitholders or potential Unitholders of the Fund as appropriate.

            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

          • CIR 5.1.7

            The records required under CIR Rule 5.1.6 must be:

            (a) capable of demonstrating to the Governing Body of the relevant Fund that any accounts prepared comply with the applicable requirements in this module or any other applicable legislation;
            (b) retained by the Fund Administrator for at least 6 years from the date to which they relate;
            (c) at all reasonable times, open to inspection by the DFSA, the Fund's Auditor and any Person providing oversight functions for the relevant Fund; and
            (d) if requested by the DFSA, capable of reproduction within a reasonable period not exceeding 3 days, in hard copy and in English.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

    • CIR 6 External Fund Managers and External Funds

      • CIR 6 Guidance

        This chapter sets out the detailed requirements that apply to External Fund Managers and External Funds. Article 20(5) of the Law contains the criteria to be classified as an External Fund Manager and Article 14(1) of the Law contains the criteria for an External Fund.

        Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

      • CIR 6.1 Requirements for External Fund Managers

        • Application

          • CIR 6.1.1

            This section applies to an External Fund Manager.

            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

        • Subjecting to the DIFC Jurisdiction

          • CIR 6.1.2

            An External Fund Manager must:

            (a) be subject to regulation by a Financial Services Regulator in a Recognised Jurisdiction or a jurisdiction otherwise acceptable to the DFSA with respect to its activity of managing Fund; and
            (b) subject itself to the DIFC laws and the jurisdiction of the DIFC Courts so far as they apply to its activities relating to the Domestic Fund, and, for that purpose, sign the appropriate declaration contained in AFN.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

        • Appointment of Fund Administrator/Trustee

          • CIR 6.1.3

            (1) An External Fund Manager must:
            (a) appoint to the Fund a Fund Administrator or a Trustee licensed by the DFSA (hereafter referred to as the "Appointed Fund Administrator" or "Appointed Trustee") before any Units in that Fund are Offered to any Person;
            (b) nominate, and require, the Appointed Fund Administrator or Appointed Trustee, as the case may be, to be its agent in relation to its dealings with the DFSA and Unitholders and prospective Unitholders of the Fund; and
            (c) require the Appointed Fund Administrator or Appointed Trustee to, and for this purpose grant to that Person such powers as are necessary to, facilitate:
            (i) if it is an Open-ended Fund, the issue, resale and redemption of the Units of the Fund and the publication of the price at which such issue, resale or redemption will occur as provided under the Law and the Rules;
            (ii) the sending to Unitholders of the Fund all the reports required under the Law and the Rules;
            (iii) access to the Constitution and most recent Prospectus of the Fund to Unitholders and prospective Unitholders;
            (iv) access to the Unitholder register; and
            (v) access to the books and records relating to the Fund as required by the DFSA and any person providing the oversight functions of the Fund,
            in or from a place of business in the DIFC.
            (2) If the Fund is structured as an Investment Trust, the Fund Manager may appoint the Trustee as its Appointed Trustee for the purposes of (1).
            (3) An External Fund Manager must continue to meet the criteria in Article 20(5) of the Law.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]
            [Amended] DFSA RM218/2018 (Made 22nd February 2018) [VER23/12-18]

            • CIR 6.1.3 Guidance

              In addition to the requirements in this chapter which apply to the Appointed Fund Administrator or Appointed Trustee, Persons who are appointed to Funds as Fund Administrators or Trustees have other obligations (see for example CIR chapter 5.1).

              Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

      • CIR 6.2 Requirements for External Funds

        • CIR 6.2 Guidance

          Article 14(1) of the Law provides that a Fund is an External Fund if that Fund:

          a. is established in a jurisdiction other than the DIFC; and
          b. is managed by a Fund Manager which is an Authorised Firm.
          Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

        • Application

          • CIR 6.2.1

            This section applies to the Fund Manager of an External Fund.

            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

          • CIR 6.2.2

            The Fund Manager of an External Fund must:

            (a) have systems and controls which are adequate to ensure compliance with the requirements that apply to the External Fund in the jurisdiction in which it is established or domiciled; and
            (b) inform the DFSA of the jurisdiction in which the Fund is or is to be established or domiciled and the nature of regulatory requirements applicable to the Fund in the host jurisdiction.
            Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]

            • CIR 6.2.2 Guidance

              1. A Fund Manager of an External Fund is generally not subject to the requirements that otherwise apply to other Domestic Funds (see Article 14(2) of the Law). However, some limited requirements apply to External Funds. See for example the disclosure required under Rules CIR 14.2.4–CIR 14.2.7. Should such a requirement conflict with any requirements that apply to an External Fund in the jurisdiction in which the Fund is domiciled, the Fund Manager may apply to the DFSA for appropriate waivers or modifications of the DFSA requirements.
              2. The DFSA may, upon receipt of the information referred to in CIR Rule 6.2.2(b), assess the desirability of establishing an External Fund in the particular jurisdiction chosen by the Fund Manager. Relevant considerations include:
              a. the Fund Manager's need to establish the Fund in the particular jurisdiction for reasons such as the physical location of the Fund assets or investor preference;
              b. any regulatory risks arising from establishing the External Fund in the relevant jurisdiction, particularly if the Fund is to be open to retail investors; and
              c. whether the relevant jurisdiction complies with the FATF or other relevant international standards or requirements.
              Derived from RM72/2010 (Made 11th July 2010). [VER13/07-10]