### member states shall designate a structure , a body or bodies for the promotion , analysis , monitoring and support of equal treatment of all workers or members of their families without discrimination on grounds of nationality and make the necessary arrangements for functioning of such bodies . these bodies may form part of agencies at a national level with similar objectives but covering a wider range of discrimination grounds . in that case , the member state shall ensure allocation of sufficient resources to the existing body for the performance of additional tasks in order to ensure that the performance of already existing tasks of these bodies will not suffer . ### member states shall designate a structure , a body or bodies for the promotion , analysis , monitoring and support of equal treatment of all workers or members of their families without discrimination , particularly on grounds of nationality , and make the necessary arrangements for functioning of such bodies , including guaranteeing their complete independence . member states shall ensure that these bodies have a gender sensitive approach at all stages of the process . these bodies may form part of agencies at a national level with similar objectives as those referred to in article 13 of directive 2000 / 43 / ec or covering a wider range of discrimination grounds . in that case , the member state shall ensure allocation of sufficient resources to the existing body for the performance of additional tasks in order to ensure the effective and adequate provision of all functions of the body and in particular that the performance of already existing tasks of these bodies will not suffer .


### it is up to each member state to decide whether the tasks referred to in article 5 of this directive are attributed to an already existing body covering a wider range of discrimination grounds . in the case the tasks under article 5 will be covered by expanding the mandate of an already existing body or structure , the member state should ensure allocation of sufficient resources to the existing body for the performance of additional tasks in order to ensure that the performance of already existing tasks of these bodies will not suffer . ### member states are encouraged to attribute the tasks referred to in article 5 of this directive to an already existing equality body designated in accordance with article 13 of directive 2000 / 43 / ec or covering a wider range of discrimination grounds . in the case the tasks under article 5 will be covered by expanding the mandate of an already existing body or structure , the member state should ensure allocation of sufficient additional resources to the existing body for the performance of additional tasks in order to ensure the effective and adequate provision of all functions of the body and in particular that the performance of already existing tasks of these bodies will not suffer .


### in july 2010 , in its communication on ' reaffirming the free movement of workers : rights and major developments ‘ the commission pointed out that it will explore ways of tackling the new needs and challenges facing eu migrant workers and their family members , and in the context of the new strategy for the single market will consider how to promote and enhance mechanisms for the effective implementation of the principle of equal treatment for eu workers and members of their families exercising their right to free movement . ### in july 2010 , in its communication on ' reaffirming the free movement of workers : rights and major developments ‘ the commission pointed out that it will explore ways of tackling the new needs and challenges facing eu workers and their family members , and in the context of the new strategy for the single market will consider how to promote and enhance mechanisms for the effective implementation of the principle of equal treatment for eu workers and members of their families exercising their right to free movement .


### member states should promote dialogue with non - governmental organisations and between social partners to address and combat different forms of discrimination on the grounds of nationality . ### member states should promote dialogue with social partners and non - governmental organisations to address and combat different forms of discrimination on the grounds of nationality .


### member states should establish how employers , workers and other people can be provided with easily accessible , relevant information on the provisions of this directive and the relevant provisions of regulation no 492 / 2011 . this information should also be easily accessible through your europe and eures . ### member states should establish how employers , workers and other people can be provided with easily accessible , relevant information on provisions of regulation no 492 / 2011 , including information on the institution to which the tasks referred to in article 5 are attributed . this information should also be easily accessible through your europe and eures .


### member states shall ensure that associations , organisations or other legal entities , which have , in accordance with the criteria laid down by their national law , a legitimate interest in ensuring that the provisions of this directive are complied with , may engage , either on behalf of or in support of the worker and members of his / her family , with his / her approval , in any judicial and / or administrative procedure provided for the enforcement of rights under article 45 of the treaty and articles 1 to 10 of regulation no 492 / 2011 . ### member states shall ensure that associations , organisations or other legal entities , which have , in accordance with the criteria laid down by their national law , a legitimate interest in ensuring that the provisions of this directive are complied with , have the right to engage , either on behalf of or in support of the worker and members of his / her family , with his / her approval , in any judicial and / or administrative procedure provided for the enforcement of rights under article 45 tfeu and articles 1 to 10 of regulation no 492 / 2011 .


### member states shall encourage dialogue with appropriate non - governmental organisations and the social partners which have , in accordance with their national law and practice , a legitimate interest in contributing to the fight against discrimination on grounds of nationality with a view to promoting the principle of equal treatment . ### member states shall encourage dialogue with the social partners and appropriate non - governmental organisations which have , in accordance with their national law and practice , a legitimate interest in contributing to the fight against discrimination on grounds of nationality with a view to promoting the principle of equal treatment .


### member states shall designate a structure , a body or bodies for the promotion , analysis , monitoring and support of equal treatment of all workers or members of their families without discrimination on grounds of nationality and make the necessary arrangements for functioning of such bodies . these bodies may form part of agencies at a national level with similar objectives but covering a wider range of discrimination grounds . in that case , the member state shall ensure allocation of sufficient resources to the existing body for the performance of additional tasks in order to ensure that the performance of already existing tasks of these bodies will not suffer . ### member states shall designate a structure , a body or bodies for the promotion , analysis , monitoring and support of equal treatment of all workers or members of their families without discrimination on grounds of nationality and make the necessary arrangements for functioning of such bodies . these bodies may form part of existing agencies or bodies at a national level with similar objectives but covering a wider range of discrimination grounds . in that case , the member state shall ensure allocation of sufficient resources to the existing body for the performance of additional tasks in order to ensure that the performance of already existing tasks of these bodies will not suffer .


### member states shall ensure that existing or newly created bodies are aware , make use of and co - operate with the existing information and assistance services at union level , such as your europe , solvit , eures , enterprise europe network and the points of single contact . ### member states shall ensure that existing or newly created bodies are aware , make use of and co - operate with the existing information and assistance services at national level via contact points and at union level , via inter alia your europe , solvit , eures , enterprise europe network , the points of single contact and the european network of national contact points .


### member states shall ensure that existing or newly created bodies are aware , make use of and co - operate with the existing information and assistance services at union level , such as your europe , solvit , eures , enterprise europe network and the points of single contact . ### member states shall ensure that these bodies are aware , make use of and co - operate with the existing information and assistance services at national level via contact points and at union level , such as your europe , solvit , eures , enterprise europe network , the points of single contact and the european network of national contact points . member states shall also ensure cooperation with existing information and assistance services provided by social partners and ngos .


### within their national statistical system , the heads of nsis shall have the sole responsibility for deciding on processes , statistical methods , standards and procedures , and on the content and timing of statistical releases and publications for all european statistics . they shall be empowered to decide on all matters regarding the internal management of the nsi . they shall coordinate the statistical activities of all national authorities that contribute to the development , production and dissemination of european statistics . when carrying out these tasks , the heads of nsis shall act in an independent manner ; they shall neither seek nor take instructions from any government or other institution , body , office or entity ; they shall refrain from any action incompatible with the performance of these tasks . ### within their national statistical system , the heads of nsis shall have the sole responsibility for deciding on processes , statistical methods , standards and procedures , and on the content and timing of statistical releases and publications for all european statistics which are produced by nsis . they shall be empowered to decide on all matters regarding the internal management of the nsi . they shall set guidelines relating to the development , production and dissemination of european statistics within the national statistical system . when carrying out these tasks , the heads of nsis shall act in an independent manner ; they shall neither seek nor take instructions from any government or other institution , body , office or entity ; they shall refrain from any action incompatible with the performance of these tasks .


### the depositary shall be a credit institution having its registered office in the community and be authorised in accordance with directive 2006 / 48 / ec of the european parliament and council of 14 june 2006 relating to the taking up and pursuit of the business of credit institutions . ### the depositary shall be either : a credit institution having its registered office in the community and authorised in accordance with directive 2006 / 48 / ec ;


### given that aifm employing high levels of leverage in their investment strategies may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm using certain techniques giving rise to particular risks . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the community , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the community . to remedy this situation , special requirements should apply to aifm , which consistently use high levels of leverage in their investment strategies . those aifm should be obliged to disclose information regarding their use and sources of leverage . that information should be aggregated and shared with other authorities in the community , so as to facilitate a collective analysis of the impact of the leverage of those aifm on the financial system in the community , as well as a common response . ### given that an aifm may employ leverage at the level of the aif and may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm employing leverage on a systemically significant basis . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the union , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the union . to remedy this situation , special requirements should apply to aifm , which employ leverage at the level of the aif on a systemically significant basis . such aifm should be obliged to disclose information regarding the use and sources of leverage . that information should be aggregated and shared with other authorities in the union , so as to facilitate a collective analysis of the impact of the leverage of aif managed by aifm on the financial system in the union , as well as a common response . competent authorities should pass such information to the european systemic risk board established under regulation no . . . / 2009 and to the european securities and markets authority established under regulation no . . . / 2009 for use by these bodies in the performance of their duties .


### a description of the investment strategy and objectives of the aif , all the assets which the aif can invest in and of the techniques it may employ and of all associated risks , any applicable investment restrictions , the circumstances in which the aif may use leverage , the types and sources of leverage permitted and the associated risks and of any restrictions to the use of leverage ; ### a description of the investment strategy and objectives of the aif , the types of assets which the aif can invest in and of the techniques it may employ and of the associated risks , any applicable investment restrictions , the circumstances in which the aif may use leverage , the types and sources of leverage permitted and the associated risks and of any restrictions in the use of leverage ;


### given that aifm employing high levels of leverage in their investment strategies may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm using certain techniques giving rise to particular risks . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the community , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the community . to remedy this situation , special requirements should apply to aifm , which consistently use high levels of leverage in their investment strategies . those aifm should be obliged to disclose information regarding their use and sources of leverage . that information should be aggregated and shared with other authorities in the community , so as to facilitate a collective analysis of the impact of the leverage of those aifm on the financial system in the community , as well as a common response . ### given that an aifm may employ leverage at the level of the aif and may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm employing leverage on a systemically significant basis . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the union , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the union . to remedy this situation , special requirements should apply to aifm , which employ leverage at the level of the aif on a systemically significant basis . such aifm should be obliged to disclose information regarding the use and sources of leverage in their aif . information gathered by competent authorities should be aggregated and shared with other authorities in the union , so as to facilitate a collective analysis of the impact of the leverage of aif managed by aifm on the financial system in the union , as well as a common response .


### aifm shall ensure that , for each aif that it manages , a valuator is appointed which is independent of the aifm to establish the value of assets acquired by the aif and the value of the shares and units of the aif . ### aifm shall ensure in respect of each aif that it manages : that high level policies for the valuation of assets held or employed by the aif are adopted and documented ; that the calculation of the value of the assets of the aif is undertaken in accordance with those policies either by a valuator which is independent of the aifm or by the aifm ; that the value of the assets of the aif is calculated at an appropriate frequency and that the value of the shares or units of the aif are calculated at or prior to each time they can be issued or redeemed ; and that such valuation policies are periodically reviewed and amended to seek to ensure their continued appropriateness .


### depositary for each aif it manages , the aifm shall ensure that a depositary is appointed to fulfil , where relevant , the following tasks : receive all payments made by investors when subscribing units or shares of an aif managed by the aifm and book them on behalf of the aifm in a segregated account ; safe - keep any financial instruments which belong to the aif ; verify whether the aif or the aifm on behalf of the aif has obtained the ownership of all other assets the aif invests in . 2 . an aifm shall not act as depositary . the depositary shall act independently and solely in the interest of aif investors . 3 . the depositary shall be a credit institution having its registered office in the community and be authorised in accordance with directive 2006 / 48 / ec of the european parliament and council of 14 june 2006 relating to the taking up and pursuit of the business of credit institutions . 4 . depositaries may delegate their tasks to other depositaries . 5 . the depositary shall be liable to the aifm and the investors of the aif for any losses suffered by them as a result of its failure to perform its obligations pursuant to this directive . in case of any loss of financial instruments which the depositary safe - keeps , the depositary can only discharge itself of its liability if it can prove that it could not have avoided the loss which has occurred . liability to aif investors may be invoked either directly or indirectly through the aifm , depending on the legal nature of the relationship between the depositary , the aifm and the investors . the depositary ' s liability shall not be affected by any delegation referred to in paragraph 4 . ### depositary for each aif it manages , the aifm shall ensure that a depositary is appointed to fulfil , where relevant , the following functions : receive all payments made by investors when subscribing units or shares of an aif managed by the aifm and book them on behalf of the aifm in a segregated account ; safe - keep any financial instruments which belong to the aif , namely : hold in custody all financial instruments that can be kept and make adequate arrangements so as to safeguard the aif ' s ownership rights , especially in the event of the depositary ' s insolvency , including arrangements to ensure that those financial instruments are registered in the depositary ' s books within segregated accounts or a common segregated account for multiple aif , so that in the event of the depositary ' s default they can be clearly identified as separate from the assets of the depositary ; maintain the records to verify the ownership of financial instruments that cannot be kept on the basis of the information provided by the aifm and external evidence of transactions made . verify whether the aif or the aifm on behalf of the aif has obtained the ownership of all other assets the aif invests in . 1a . in addition to the functions referred to in paragraph 1 , the depositary shall ensure that : the sale , issue , re - purchase , redemption and cancellation of shares or units of the aif are carried out in accordance with the applicable national law and the aif rules or instruments of incorporation ; the value of the shares or units of the aif is calculated in accordance with the applicable national law and the aif rules or instruments of incorporation ; in transactions involving the assets of an aif , any consideration is remitted to it within the usual time limits ; and an aif ' s income is applied in accordance with the applicable national law and the aif rules . 2 . an aifm shall not act as depositary . the depositary shall act honestly , fairly , professionally , independently and in the interest of aif investors . 3 . the depositary shall be either : a credit institution having its registered office in the community and be authorised in accordance with directive 2006 / 48 / ec , or an investment firm authorised in accordance with directive 2004 / 39 / ce . 3a . where an aif managed by an authorised aifm is domiciled in a third country , the depositary shall have its registered office in the union , unless all of the following conditions are satisfied : the competent authorities of the home member state of the aifm and those of the third country where the aif is domiciled have signed cooperation and exchange of information agreements ; the law of the third country where the aif is domiciled is in line with the standards set by international organisations ; the third country where the aif is domiciled is the subject of a decision taken pursuant to point stating that depositaries domiciled in that country are subject to effective prudential regulation and supervision which is equivalent to the provisions laid down in union law ; the third country where the aif is domiciled is the subject of a decision taken pursuant to point stating that the standards to prevent money laundering and terrorist financing are equivalent to those laid down in union law ; the home member state of the aifm has signed an agreement with the third country where the aif is domiciled which fully complies with the standards laid down in article 26 of the oecd model tax convention and ensures an effective exchange of information in tax matters . 4 . depositaries may delegate their tasks apart from functions of monitoring and oversight over their sub - depositaries . a depositary shall not delegate its functions to the extent that it becomes a letter - box entity . such a delegation of liability shall only occur in one instance . there shall be no chain of liability . 4a . depositaries shall respect best practices and shall exercise all due skill , care and diligence in the selection and appointment , periodic review and ongoing monitoring of their performance of any third party to whom they have delegated their tasks as referred to in this paragraph . 5 . the depositary shall be liable to the aifm and the investors of the aif for any losses suffered by them as a result of its intentional or negligent failure to perform its obligations pursuant to this directive or its improper performance of them except where such loss arises as a result of force majeure . in case of any loss of financial instruments which the depositary safe - keeps , the depositary can only discharge itself of its liability if it can prove that the loss has been caused by an external event , that it was not foreseeable and that the depositary could not have avoided the loss which has occurred . the depositary ' s liability towards aifm and investors shall not be affected by the fact that it has chosen to undertake a single delegation to an authorised third party , such as a sub - depositary or a sub - custodian , a part of its tasks . therefore , in the event of any loss of financial instruments which the depositary safe - keeps , as a primary obligation , without prejudice to national law , the depositary shall return the assets to the aif without undue delay . that requirement shall apply without prejudice to any legal proceedings . liability to aif investors may be invoked directly or indirectly through the aifm . 5a . by way of exception to paragraph 5 , where a depositary is legally prevented by the law of the country where the aifm invests on behalf of the aif or is unable to exercise its custodial functions due to an unforeseeable external event , the depositary can discharge itself of its own liability , including for loss of financial instruments , if it can prove that it has performed its due diligence duties as referred to in paragraph 4a . such delegation of liability can only occur in one instance . there shall be no chain of liability . 5b . by way of exception to paragraph 5 , where the contract between the depositary and a prime broker or a sub - custodian allows for the transfer and reuse of assets in compliance with the aif ' s rules , the depositary may discharge itself of its own liability if it can prove that it has performed its due diligence duties as referred to in paragraph 4a . the contract between the aifm and the depositary shall require that the aifm be informed of any contractual term allowing the transfer and reuse of assets in compliance with the aif ' s rules before the implementation of the contract . before they invest in the aif , investors shall be informed of that clause and updated about the identity of the third party . in particular , investors shall be informed of any transfer of liability to the third party that may exist , including in the event of loss of financial instruments . in that case , the delay for restitution shall be in accordance with the terms of the contract between the depositary and the third party . 5c . the depositary shall make available on request to the competent authorities of its home member state all information which it has obtained while undertaking its duties and that may be necessary for the competent authorities to supervise the aifm . if the home member state of the aifm is different from that of the depositary , the competent authorities of the home member state of the depositary shall share the information received without delay with the competent authorities of the home member state of the aifm . 5d . the commission is empowered to adopt , in accordance with article 49 of this directive , delegated acts further specifying the duties and responsibilities of depositaries and the conditions under which an aif depositary may delegate some of its functions to a third party . 5e . any appointment of a depositary shall be subject to approval from the competent authority of the home member state of the aifm . the competent authority may permit the appointment of more than one depositary where it is satisfied that this will not interfere with the proper performance of all the obligations of the depositary set out in this directive .


### home member states shall ensure that all information received under article 24 , aggregated in respect of all aifm that it supervises , are made available to other competent authorities through the procedure set out in article 46 on supervisory cooperation . it shall , without delay , also provide information through this mechanism , and bilaterally to other member states directly concerned , if an aifm under its responsibility could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in other member states . ### the competent authorities of the home member states shall ensure that all information gathered under article 21 , aggregated in respect of all aifm that they supervise , is made available to the competent authorities of other member states , to the esma and to the esrb through the procedure set out in article 46 on supervisory co - operation . they shall , without delay , also provide information through this mechanism , and bilaterally to the competent authorities of other member states directly concerned , if an aifm under their responsibility , or the aif managed by that aifm , could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in those other member states .


### verify whether the aif or the aifm on behalf of the aif has obtained the ownership of all other assets the aif invests in . ### maintain records evidencing ownership of assets of the aif other than those referred to in points and .


### the depositary shall be liable to the aifm and the investors of the aif for any losses suffered by them as a result of its failure to perform its obligations pursuant to this directive . ### the depositary shall be liable to the aif or the investors of the aif collectively for losses suffered by them as a result of its unjustifiable failure to perform or of its improper performance of its obligations pursuant to paragraphs 1 , 2 , 4 and 4a .


### ' alternative investment fund ' or aif means any collective investment undertaking , including investment compartments thereof whose object is the collective investment in assets and which does not require authorisation pursuant to article 5 of directive 2009 / &#8230 ; / ec [ the ucits directive ] ; ### ' alternative investment fund ' or aif means any collective investment undertaking , including investment compartments thereof whose object is the collective investment in assets , single investor funds and leveraged managed accounts , which does not require authorisation pursuant to article 5 of directive 2009 / 65 / ec [ the ucits directive ] ;


### a description of all fees , charges and expenses and of the maximum amounts thereof which are directly or indirectly borne by investors ; ### a description of all fees , charges and expenses and of the maximum amounts or rates thereof which are directly or indirectly borne by investors , together with a description of fees , charges and expenses paid in the last twelve months ;


### in particular the commission should be empowered to adopt the measures necessary for the implementation of this directive . in this respect , the commission should be able to adopt measures determining the procedures under which aifm managing portfolios of aif whose assets under management do not exceed the threshold set out in this directive may exercise their right to be treated as aifm covered by this directive . these measures are also designed to specify the criteria to be used by competent authorities to assess whether aifm comply with their obligations as regards their conduct of business , the type of conflicts of interests aifm have to identify , as well as the reasonable steps aifm are expected to take in terms of internal and organizational procedures in order to identify , prevent , manage and disclose conflicts of interest . they are designed to specify the risk management requirements to be employed by aifm as a function of the risks which the aifm incurs on behalf of the aif that it manages as well as any arrangements needed to enable aifm to manage the particular risks associated with short selling transactions , including any relevant restrictions that might be needed to protect the aif from undue risk exposures . they are designed to specify the liquidity management requirements of this directive and in particular the minimum liquidity requirements for aif . they are designed to specify the requirements that originators of securitisation instruments have to meet in order for an aifm to be allowed to invest in such instruments issued after 1 january 2011 . they are as well designed to specify the requirements that aifm have to comply with when investing in such securitisation instruments . they are designed to specify the criteria under which a valuator can be considered independent in the meaning of this directive . they are designed to specify the conditions under which the delegation of aifm functions should be approved and the conditions under which the manager could no longer be considered to be the manager of the aif in case of excessive delegation . they are designed to specify the content and format of the annual report that aifm have to make available for each aif they manage and to specify the disclosure obligations of aifm to investors and reporting requirements to competent authorities as well as their frequency . they are designed to specify the disclosure requirements imposed on aifm as regards leverage and the frequency of reporting to competent authorities and of disclosure to investors . they are designed to setting limits to the level of leverage aifm can employ when managing aif they are designed to determine the detailed content and the way aifm acquiring controlling influence in issuers and non - listed companies should fulfil their information obligation towards issuers and non - listed companies and their respective shareholders and representatives of employees , including the information to be provided in the annual reports of the aif they manage . they are designed to specify the types of restrictions or conditions that can be imposed on the marketing of aif to professional investor in the home member state of the aifm . they are designed to specify general criteria for assessing equivalence of valuation standards of third countries where the valuator is established in a third country , the equivalence of legislation of third countries regarding depositaries and , for the purpose of the authorisation of aifm established in third countries , the equivalence of prudential regulation and ongoing supervision . they are designed to specify general criteria for assessing whether third countries grant community aifm effective market access comparable to that granted by the community to aifm from third countries . they are designed to specify the modalities , content and frequency of exchange of information regarding aifm between the competent authorities of the home member state of the aifm and other competent authorities where the aifm individually or collectively with other aifm may have an impact on the stability of systemically relevant financial institutions and the orderly functioning of markets . they are designed to specify the procedures for on - the - spot verifications and investigations . ### in particular the commission should be empowered to adopt the delegated acts necessary for the implementation of this directive in accordance with article 290 of the treaty designed to specify the criteria to be used by competent authorities to assess whether aifm comply with their obligations as regards their conduct of business , the type of conflicts of interests aifm have to identify , as well as the reasonable steps aifm are expected to take in terms of internal and organisational procedures in order to identify , prevent , manage and disclose conflicts of interest . they should also be designed to specify the risk management requirements to be employed by aifm as a function of the risks which the aifm incurs on behalf of the aif that it manages . they should also be designed to specify the liquidity management systems and procedures that aifm are to employ . they should also be designed to specify the requirements that originators of securitisation instruments have to meet in order for an aifm to be allowed to invest in such instruments issued after 1 january 2011 . they should also be designed to specify the requirements that aifm have to comply with when investing in such securitisation instruments . they should also be designed to specify the procedures for the proper valuation of the assets and shares or units of aif . they should also be designed to specify as regards depositaries the modalities for the segregation of payments in different accounts , the notions of safe - keeping and custody , including the modalities for the segregation of financial instruments and entitlements in them in different accounts , the determination of when financial instruments or entitlements in them can be kept or maintained , are subject to regular trading and when there is a loss of financial instruments or entitlements in them , the oversight duties of depositaries , the conditions for delegation , including the due diligence duties of depositaries and the need for cooperation agreements with other jurisdictions and the conditions for approval of depositaries , including an assessment of whether the depositary can furnish sufficient financial and professional guarantees to be able effectively to perform the relevant depositary functions and meet the commitments inherent in those functions . they should also be designed to specify the conditions under which the delegation of aifm functions should be approved and the conditions under which the manager could no longer be considered to be the manager of the aif in case of excessive delegation . they should also be designed to specify the content and format of the annual report that aifm have to make available for each aif they manage and to specify the disclosure obligations of aifm to investors and reporting requirements to competent authorities as well as their frequency . they should also be designed to specify the disclosure requirements imposed on aifm , particularly with regard to leverage and the frequency and format of reporting to competent authorities and of disclosure to investors . they should also be designed to specify when leverage is considered to be employed on a systematic basis . they should also be designed to specify the principles competent authorities should use when considering implementation of limits on leverage . they should also be designed to specify the modalities , content and frequency of exchange of information regarding aifm between the competent authorities of the home member state of the aifm and other competent authorities where the aifm individually or collectively with other aifm may have an impact on the stability of systemically relevant financial institutions and the orderly functioning of markets . they should also be designed to specify the procedures for on - the - spot verifications and investigations .


### the scope of this directive should be confined to the management of collective investment undertakings which raise capital from a number of investors with a view to investing it in accordance with a defined investment policy on the principle of risk - spreading for the benefit of those investors . this directive should not apply to the management of pension funds or managers of non - pooled investments such as endowments , sovereign wealth funds or assets hold on own account by credit institutions , insurance or reinsurance undertakings . this directive should neither apply to actively managed investments in the form of securities , such as certificates , managed futures , or index - linked bonds . it should , however , cover managers of all collective investment undertakings which are not required to be authorised as ucits . investment firms authorised under directive 2004 / 39 / ec on markets in financial instruments should not be required to obtain an authorisation under this directive in order to provide investment services in respect of aif . investment firms can however only provide investment services in respect of aif , if and to the extent the units or shares thereof can be marketed in accordance with this directive . ### the scope of this directive should be confined to the management of collective investment undertakings which raise capital from a number of investors with a view to investing it in accordance with a defined investment policy for the benefit of those investors . this directive should not apply to the managers of non - pooled investments such as endowments , sovereign wealth funds , central banks or assets held on own account by credit institutions , pension funds , or insurance or reinsurance undertakings . in order to benefit from the exemptions provided for in this directive , aifm concerned should comply with the conditions of those exemptions on a continuous basis . this directive should , however , cover managers of all collective investment undertakings which are not required to be authorised as ucits . investment firms authorised under directive 2004 / 39 / ec on markets in financial instruments should not be required to obtain an authorisation under this directive in order to provide investment services in respect of aif . investment firms can however only provide investment services in respect of aif , if and to the extent the units or shares thereof can be marketed in accordance with this directive .


### the depositary shall be liable to the aifm and the investors of the aif for any losses suffered by them as a result of its failure to perform its obligations pursuant to this directive . ### the depositary shall be liable to the aifm and the investors of the aif for any losses suffered by them as a result of its unjustifiable failure to perform or of its improper performance of its obligations pursuant to this directive .


### home member states shall ensure that all information received under article 24 , aggregated in respect of all aifm that it supervises , are made available to other competent authorities through the procedure set out in article 46 on supervisory co - operation . it shall , without delay , also provide information through this mechanism , and bilaterally to other member states directly concerned , if an aifm under its responsibility could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in other member states . ### the competent authorities of the home member states shall ensure that all information gathered under article 21 , aggregated in respect of all aifm that they supervise , is made available to the competent authorities of the other member states , to esma and to esrb through the procedure set out in article 46 on supervisory co - operation . they shall , without delay , also provide information through this mechanism , and bilaterally to the competent authorities of other member states directly concerned , if an aifm under their responsibility , or an aif managed by that aifm , could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in those other member states .


### member states shall ensure that no aifm covered by this directive provides management services to any aif or markets shares or units thereof without prior authorisation . entities which are neither authorised in accordance with this directive nor , in case of aifm not covered by this directive , in accordance with the national law of a member state , shall not be allowed to provide management services to aif or market units or shares thereof within the community . ### member states shall ensure that no aifm covered by this directive provides management services to any aif without prior authorisation .


### aifm shall ensure that aif investors receive the following information before they invest in the aif , as well as any changes thereof : ### 1 aifm shall ensure that aif investors receive the following information before they invest in the aif , as well as any material changes thereof :


### in particular the commission should be empowered to adopt the measures necessary for the implementation of this directive . in this respect , the commission should be able to adopt measures determining the procedures under which aifm managing portfolios of aif whose assets under management do not exceed the threshold set out in this directive may exercise their right to be treated as aifm covered by this directive . these measures are also designed to specify the criteria to be used by competent authorities to assess whether aifm comply with their obligations as regards their conduct of business , the type of conflicts of interests aifm have to identify , as well as the reasonable steps aifm are expected to take in terms of internal and organizational procedures in order to identify , prevent , manage and disclose conflicts of interest . they are designed to specify the risk management requirements to be employed by aifm as a function of the risks which the aifm incurs on behalf of the aif that it manages as well as any arrangements needed to enable aifm to manage the particular risks associated with short selling transactions , including any relevant restrictions that might be needed to protect the aif from undue risk exposures . they are designed to specify the liquidity management requirements of this directive and in particular the minimum liquidity requirements for aif . they are designed to specify the requirements that originators of securitisation instruments have to meet in order for an aifm to be allowed to invest in such instruments issued after 1 january 2011 . they are as well designed to specify the requirements that aifm have to comply with when investing in such securitisation instruments . they are designed to specify the criteria under which a valuator can be considered independent in the meaning of this directive . they are designed to specify the conditions under which the delegation of aifm functions should be approved and the conditions under which the manager could no longer be considered to be the manager of the aif in case of excessive delegation . they are designed to specify the content and format of the annual report that aifm have to make available for each aif they manage and to specify the disclosure obligations of aifm to investors and reporting requirements to competent authorities as well as their frequency . they are designed to specify the disclosure requirements imposed on aifm as regards leverage and the frequency of reporting to competent authorities and of disclosure to investors . they are designed to setting limits to the level of leverage aifm can employ when managing aif they are designed to determine the detailed content and the way aifm acquiring controlling influence in issuers and non - listed companies should fulfil their information obligation towards issuers and non - listed companies and their respective shareholders and representatives of employees , including the information to be provided in the annual reports of the aif they manage . they are designed to specify the types of restrictions or conditions that can be imposed on the marketing of aif to professional investor in the home member state of the aifm . they are designed to specify general criteria for assessing equivalence of valuation standards of third countries where the valuator is established in a third country , the equivalence of legislation of third countries regarding depositaries and , for the purpose of the authorisation of aifm established in third countries , the equivalence of prudential regulation and ongoing supervision . they are designed to specify general criteria for assessing whether third countries grant community aifm effective market access comparable to that granted by the community to aifm from third countries . they are designed to specify the modalities , content and frequency of exchange of information regarding aifm between the competent authorities of the home member state of the aifm and other competent authorities where the aifm individually or collectively with other aifm may have an impact on the stability of systemically relevant financial institutions and the orderly functioning of markets . they are designed to specify the procedures for on - the - spot verifications and investigations . ### in particular the commission should be empowered to adopt delegated acts necessary for the implementation of this directive in accordance with article 290 of the treaty designed to specify the criteria to be used by competent authorities to assess whether aifm comply with their obligations as regards their conduct of business , the type of conflicts of interests aifm have to identify , as well as the reasonable steps aifm are expected to take in terms of internal and organisational procedures in order to identify , prevent , manage and disclose conflicts of interest . they should also be designed to specify the risk management requirements to be employed by aifm as a function of the risks which the aifm incurs on behalf of the aif that it manages as well as any arrangements needed to enable aifm to manage the particular risks associated with short selling transactions , including any relevant restrictions that might be needed to protect the aif from undue risk exposures . they should also be designed to specify the liquidity management requirements of this directive and in particular the minimum liquidity requirements for aif . they should also be designed to specify the requirements that originators of securitisation instruments have to meet in order for an aif to be allowed to invest in such instruments issued after 1 january 2011 . they should also be designed to specify the requirements that aif have to comply with when investing in such securitisation instruments . they should also be designed to specify the criteria under which a valuator can be considered independent in the meaning of this directive . they should also be designed to specify the conditions under which the delegation of aifm functions should be approved and the conditions under which the manager could no longer be considered to be the manager of the aif in case of excessive delegation . they should also be designed to specify the content and format of the annual report that aif have to make available and to specify the disclosure obligations of aifm to investors and reporting requirements to competent authorities as well as their frequency . they should also be designed to specify the disclosure requirements imposed on aif as regards leverage and the frequency of reporting to competent authorities and of disclosure to investors . they should also be designed to setting limits to the level of leverage aif can employ . they should also be designed to determine the detailed content and the way aif acquiring controlling influence in issuers and non - listed companies should fulfil their information obligation towards issuers and non - listed companies and their respective shareholders and representatives of employees , including the information to be provided in the annual reports of the aif they manage . they should also be designed to specify the types of restrictions or conditions that can be imposed on the marketing of aif to professional investor in the home member state of the aifm . they should also be designed to specify general criteria for assessing equivalence of valuation standards of third countries where the valuator is established in a third country , the equivalence of legislation of third countries regarding depositaries and , for the purpose of the authorisation of aif established in third countries , to specify general criteria for assessing an effective tax and prudential cooperation . they should also be designed to specify general criteria for assessing whether third countries grant union aifm effective market access comparable to that granted by the union to aifm from third countries . they should also be designed to specify the modalities , content and frequency of exchange of information regarding aif and aifm between the european stability risk board , the european securities and market authority and the competent authorities of the home member state of the aif and aifm where the aif and aifm individually or collectively with other aif and aifm may have an impact on the stability of systemically relevant financial institutions and the orderly functioning of markets . they should also be designed to specify the procedures for on - the - spot verifications and investigations .


### the accounting information given in the annual report shall be audited by one or more persons empowered by law to audit accounts in accordance with directive 2006 / 43 / ec of the european parliament and of the council of 17 may 2006 on statutory audits of annual accounts and consolidated accounts , amending council directives 78 / 660 / eec and 83 / 349 / eec and repealing council directive 84 / 253 / eec . the auditor ' s report , including any qualifications , shall be reproduced in full in the annual report . ### the accounting information given in the annual report shall be prepared in accordance with the accounting standards or principles required by the applicable aif rules or instruments of incorporation or formation and audited by one or more persons empowered by law to audit accounts in accordance with directive 2006 / 43 / ec of the european parliament and of the council of 17 may 2006 on statutory audits of annual accounts and consolidated accounts , amending council directives 78 / 660 / eec and 83 / 349 / eec and repealing council directive 84 / 253 / eec . the auditor ' s report , including any qualifications , shall be reproduced in full in the annual report .


### reliable and objective asset valuation is crucial for the protection of investor interests . different aifm employ different methodologies and systems for valuing assets , depending on the assets and markets in which they predominantly invest . it is appropriate to recognise these differences but to , nevertheless , require the valuation of assets to be undertaken by an entity which is independent of the aifm . ### reliable and objective asset valuation is crucial for the protection of investor interests . different aifm employ different methodologies and systems for valuing assets , depending on the assets and markets in which they predominantly invest . it is appropriate to recognise these differences . the aifm should be able to delegate the process for valuation of assets and the calculation of the net asset value to a third party .


### activities of aifm based on the use of high levels of leverage could be detrimental to the stability and efficient functioning of financial markets . it is considered necessary to allow the commission to impose limits on the level of leverage that aifm could use , in particular in those cases where aifm employ high levels of leverage on a systematic basis . the limits to the maximum amount of leverage should take into account aspects related to the source of leverage and the strategies employed by the aifm . they should also take into account the essentially dynamic nature of the management of leverage by most aifm using a high level of leverage . in this respect the limits to leverage could for example either consist in a threshold that should not be breached at any point in time or a limit on the average leverage employed during a given period . ### it is considered necessary to allow the competent authorities of the home member state of the aifm to impose limits on the level of leverage that aifm could employ in aif where the stability and integrity of the financial system may be threatened . those limits should take into account aspects related to the source of leverage and the strategies employed by the aifm , as well as the market conditions in which the aif operates . they should also take into account the essentially dynamic nature of the management of leverage by most aifm using leverage in their aif and possible pro - cyclical effects .


### home member states shall ensure that all information received under article 24 , aggregated in respect of all aifm that it supervises , are made available to other competent authorities through the procedure set out in article 46 on supervisory cooperation . it shall , without delay , also provide information through this mechanism , and bilaterally to other member states directly concerned , if an aifm under its responsibility could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in other member states . ### the competent authorities of the home member states shall ensure that all information gathered under article 21 , aggregated in respect of all aifm that they supervise , is made available to the competent authorities of other member states , to the esma and to the esrb through the procedure set out in article 46 on supervisory co - operation . they shall , without delay , also provide information through this mechanism , and bilaterally to the competent authorities of other member states directly concerned , if an aifm under their responsibility , or an aif managed by that aifm , could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in those other member states .


### given that aifm employing high levels of leverage in their investment strategies may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm using certain techniques giving rise to particular risks . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the community , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the community . to remedy this situation , special requirements should apply to aifm , which consistently use high levels of leverage in their investment strategies . those aifm should be obliged to disclose information regarding their use and sources of leverage . that information should be aggregated and shared with other authorities in the community , so as to facilitate a collective analysis of the impact of the leverage of those aifm on the financial system in the community , as well as a common response . ### given that an aifm may employ leverage at the level of the aif and may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm employing leverage on a systemically significant basis . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the union , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the union . to remedy this situation , special requirements should apply to aifm , which employ leverage at the level of the aif on a systemically significant basis . such aifm should be obliged to disclose information regarding the use and sources of leverage in their aif . information gathered by competent authorities should be aggregated and shared with other authorities in the union , so as to facilitate a collective analysis of the impact of the leverage of aif managed by aifm on the financial system in the union , as well as a common response .


### for each aif it manages , the aifm shall ensure that a depositary is appointed to fulfil , where relevant , the following tasks : ### for each aif it manages , the aifm shall ensure that one or more depositaries are appointed to fulfil , where relevant , the following tasks :


### a description of the investment strategy and objectives of the aif , all the assets which the aif can invest in and of the techniques it may employ and of all associated risks , any applicable investment restrictions , the circumstances in which the aif may use leverage , the types and sources of leverage permitted and the associated risks and of any restrictions to the use of leverage ; ### a description of the investment strategy and objectives of the aif , the types of assets which the aif can invest in and of the techniques it may employ and of the associated risks , any applicable investment restrictions , the circumstances in which the aif may use leverage , the types and sources of leverage permitted and the associated risks and of any restrictions in the use of leverage ;


### home member states shall ensure that all information received under article 24 , aggregated in respect of all aifm that it supervises , are made available to other competent authorities through the procedure set out in article 46 on supervisory cooperation . it shall , without delay , also provide information through this mechanism , and bilaterally to other member states directly concerned , if an aifm under its responsibility could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in other member states . ### the competent authorities of the home member states shall ensure that all information gathered under article 21 , aggregated in respect of all aifm that they supervise , is made available to the competent authorities of other member states , to the esma and to the esrb through the procedure set out in article 46 on supervisory co - operation . they shall , without delay , also provide information through this mechanism , and bilaterally to the competent authorities of other member states directly concerned , if an aifm under their responsibility , or the aif managed by that aifm , could potentially constitute an important source of counterparty risk to a credit institution or other systemically relevant institution in those other member states .


### given that aifm employing high levels of leverage in their investment strategies may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm using certain techniques giving rise to particular risks . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the community , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the community . to remedy this situation , special requirements should apply to aifm , which consistently use high levels of leverage in their investment strategies . those aifm should be obliged to disclose information regarding their use and sources of leverage . that information should be aggregated and shared with other authorities in the community , so as to facilitate a collective analysis of the impact of the leverage of those aifm on the financial system in the community , as well as a common response . ### given that aifm employing high levels of leverage in their investment strategies may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special reporting requirements should be imposed on aifm using leverage . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the community , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the community . to remedy this situation , special reporting requirements should apply to aifm which use high levels of leverage in their investment strategies . those aifm should be obliged to disclose information regarding their use and sources of leverage . that information should be aggregated in a central register under the auspices of the european systemic risk board established by regulation 2009 / . . . / ec and shared with other authorities in the union , the esma and competent authorities in third countries , where appropriate , so as to facilitate a collective analysis of the impact of the leverage of those aifm on the financial system in the union , as well as a common response . a central register under the auspices of the esrb for banks that provide prime broker services to aif shall also be set up in directives 2006 / 48 / ec and 2006 / 49 / ec .


### the commission shall adopt implementing measures further specifying the reporting obligations referred to in paragraphs 1 , 2 and 3 and their frequency . ### the commission shall adopt delegated acts in accordance with articles 49a , 49b and 49c further specifying the reporting obligations referred to in paragraphs 1 , 2 and 3 and their frequency . such acts shall be appropriate and proportionate and adapted to the type of aifm and aif to which they apply , taking account , inter alia , of the different size , resources , complexity , nature , investments , investment strategies and techniques , structures and investors of different types of aifm .


### the commission shall adopt implementing measures further specifying the disclosure obligations of aifm and the frequency of the disclosure referred to in paragraph 2 . these measures shall be adapted to the type of aifm to which they apply . ### the commission shall adopt delegated acts further specifying the disclosure obligations of aifm and the frequency of the disclosure referred to in paragraph 2 . these acts shall be adapted to the type of aifm to which they apply and be proportionate , taking account , inter alia , of the different size , resources , complexity , nature , investments , investment strategies and techniques , structures and investors of different types of aifm .


### given that aifm employing high levels of leverage in their investment strategies may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm using certain techniques giving rise to particular risks . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the community , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the community . to remedy this situation , special requirements should apply to aifm , which consistently use high levels of leverage in their investment strategies . those aifm should be obliged to disclose information regarding their use and sources of leverage . that information should be aggregated and shared with other authorities in the community , so as to facilitate a collective analysis of the impact of the leverage of those aifm on the financial system in the community , as well as a common response . ### given that an aifm may employ leverage , at the level of the aif and may , under certain conditions , contribute to the build up of systemic risk or disorderly markets , special requirements should be imposed on aifm employing leverage on a systemically significant basis . the information needed to detect , monitor and respond to those risks has not been collected in a consistent way throughout the union , and shared across member states so as to identify potential sources of risk to the stability of financial markets in the union . to remedy this situation , special requirements should apply to aifm , which employ leverage at the level of the aif on a systemically significant basis . such aifm should be obliged to disclose information regarding the use and sources of leverage in their aif . information gathered by competent authorities should be aggregated and shared with other authorities in the union , so as to facilitate a collective analysis of the impact of the leverage of aif managed by aifm on the financial system in the union , as well as a common response .


### depositary for each aif it manages , the aifm shall ensure that a depositary is appointed to fulfil , where relevant , the following tasks : receive all payments made by investors when subscribing units or shares of an aif managed by the aifm and book them on behalf of the aifm in a segregated account ; safe - keep any financial instruments which belong to the aif ; verify whether the aif or the aifm on behalf of the aif has obtained the ownership of all other assets the aif invests in . 2 . an aifm shall not act as depositary . the depositary shall act independently and solely in the interest of aif investors . 3 . the depositary shall be a credit institution having its registered office in the community and be authorised in accordance with directive 2006 / 48 / ec of the european parliament and council of 14 june 2006 relating to the taking up and pursuit of the business of credit institutions . 4 . depositaries may delegate their tasks to other depositaries . 5 . the depositary shall be liable to the aifm and the investors of the aif for any losses suffered by them as a result of its failure to perform its obligations pursuant to this directive . in case of any loss of financial instruments which the depositary safe - keeps , the depositary can only discharge itself of its liability if it can prove that it could not have avoided the loss which has occurred . liability to aif investors may be invoked either directly or indirectly through the aifm , depending on the legal nature of the relationship between the depositary , the aifm and the investors . the depositary ' s liability shall not be affected by any delegation referred to in paragraph 4 . ### depositary for each aif it manages , the aifm shall ensure that a depositary is appointed to fulfil , where relevant , the following functions : receive all payments made by investors when subscribing units or shares of an aif managed by the aifm and book them on behalf of the aifm in a segregated account ; safe - keep any financial instruments which belong to the aif , namely : hold in custody all financial instruments that can be kept and make adequate arrangements so as to safeguard the aif ' s ownership rights , especially in the event of the depositary ' s insolvency , including arrangements to ensure that those financial instruments are registered in the depositary ' s books within segregated accounts or a common segregated account for multiple aif , so that in the event of the depositary ' s default they can be clearly identified as separate from the assets of the depositary ; maintain the records to verify the ownership of financial instruments that cannot be kept on the basis of the information provided by the aifm and external evidence of transactions made . verify whether the aif or the aifm on behalf of the aif has obtained the ownership of all other assets the aif invests in . 1a . in addition to the functions referred to in paragraph 1 , the depositary shall ensure that : the sale , issue , re - purchase , redemption and cancellation of shares or units of the aif are carried out in accordance with the applicable national law and the aif rules or instruments of incorporation ; the value of the shares or units of the aif is calculated in accordance with the applicable national law and the aif rules or instruments of incorporation ; in transactions involving the assets of an aif , any consideration is remitted to it within the usual time limits ; and an aif ' s income is applied in accordance with the applicable national law and the aif rules . 2 . an aifm shall not act as depositary . the depositary shall act honestly , fairly , professionally , independently and in the interest of aif investors . 3 . the depositary shall be either : a credit institution having its registered office in the community and be authorised in accordance with directive 2006 / 48 / ec , or an investment firm authorised in accordance with directive 2004 / 39 / ce . 3a . where an aif managed by an authorised aifm is domiciled in a third country , the depositary shall have its registered office in the union , unless all of the following conditions are satisfied : the competent authorities of the home member state of the aifm and those of the third country where the aif is domiciled have signed cooperation and exchange of information agreements ; the law of the third country where the aif is domiciled is in line with the standards set by international organisations ; the third country where the aif is domiciled is the subject of a decision taken pursuant to point stating that depositaries domiciled in that country are subject to effective prudential regulation and supervision which is equivalent to the provisions laid down in union law ; the third country where the aif is domiciled is the subject of a decision taken pursuant to point stating that the standards to prevent money laundering and terrorist financing are equivalent to those laid down in union law ; the home member state of the aifm has signed an agreement with the third country where the aif is domiciled which fully complies with the standards laid down in article 26 of the oecd model tax convention and ensures an effective exchange of information in tax matters . 4 . depositaries may delegate their tasks apart from functions of monitoring and oversight over their sub - depositaries . a depositary shall not delegate its functions to the extent that it becomes a letter - box entity . such a delegation of liability shall only occur in one instance . there shall be no chain of liability . 4a . depositaries shall respect best practices and shall exercise all due skill , care and diligence in the selection and appointment , periodic review and ongoing monitoring of their performance of any third party to whom they have delegated their tasks as referred to in this paragraph . 5 . the depositary shall be liable to the aifm and the investors of the aif for any losses suffered by them as a result of its intentional or negligent failure to perform its obligations pursuant to this directive or its improper performance of them except where such loss arises as a result of force majeure . in case of any loss of financial instruments which the depositary safe - keeps , the depositary can only discharge itself of its liability if it can prove that the loss has been caused by an external event , that it was not foreseeable and that the depositary could not have avoided the loss which has occurred . the depositary ' s liability towards aifm and investors shall not be affected by the fact that it has chosen to undertake a single delegation to an authorised third party , such as a sub - depositary or a sub - custodian , a part of its tasks . therefore , in the event of any loss of financial instruments which the depositary safe - keeps , as a primary obligation , without prejudice to national law , the depositary shall return the assets to the aif without undue delay . that requirement shall apply without prejudice to any legal proceedings . liability to aif investors may be invoked directly or indirectly through the aifm . 5a . by way of exception to paragraph 5 , where a depositary is legally prevented by the law of the country where the aifm invests on behalf of the aif or is unable to exercise its custodial functions due to an unforeseeable external event , the depositary can discharge itself of its own liability , including for loss of financial instruments , if it can prove that it has performed its due diligence duties as referred to in paragraph 4a . such delegation of liability can only occur in one instance . there shall be no chain of liability . 5b . by way of exception to paragraph 5 , where the contract between the depositary and a prime broker or a sub - custodian allows for the transfer and reuse of assets in compliance with the aif ' s rules , the depositary may discharge itself of its own liability if it can prove that it has performed its due diligence duties as referred to in paragraph 4a . the contract between the aifm and the depositary shall require that the aifm be informed of any contractual term allowing the transfer and reuse of assets in compliance with the aif ' s rules before the implementation of the contract . before they invest in the aif , investors shall be informed of that clause and updated about the identity of the third party . in particular , investors shall be informed of any transfer of liability to the third party that may exist , including in the event of loss of financial instruments . in that case , the delay for restitution shall be in accordance with the terms of the contract between the depositary and the third party . 5c . the depositary shall make available on request to the competent authorities of its home member state all information which it has obtained while undertaking its duties and that may be necessary for the competent authorities to supervise the aifm . if the home member state of the aifm is different from that of the depositary , the competent authorities of the home member state of the depositary shall share the information received without delay with the competent authorities of the home member state of the aifm . 5d . the commission is empowered to adopt , in accordance with article 49 of this directive , delegated acts further specifying the duties and responsibilities of depositaries and the conditions under which an aif depositary may delegate some of its functions to a third party . 5e . any appointment of a depositary shall be subject to approval from the competent authority of the home member state of the aifm . the competent authority may permit the appointment of more than one depositary where it is satisfied that this will not interfere with the proper performance of all the obligations of the depositary set out in this directive .


### in particular the commission should be empowered to adopt the measures necessary for the implementation of this directive . in this respect , the commission should be able to adopt measures determining the procedures under which aifm managing portfolios of aif whose assets under management do not exceed the threshold set out in this directive may exercise their right to be treated as aifm covered by this directive . these measures are also designed to specify the criteria to be used by competent authorities to assess whether aifm comply with their obligations as regards their conduct of business , the type of conflicts of interests aifm have to identify , as well as the reasonable steps aifm are expected to take in terms of internal and organizational procedures in order to identify , prevent , manage and disclose conflicts of interest . they are designed to specify the risk management requirements to be employed by aifm as a function of the risks which the aifm incurs on behalf of the aif that it manages as well as any arrangements needed to enable aifm to manage the particular risks associated with short selling transactions , including any relevant restrictions that might be needed to protect the aif from undue risk exposures . they are designed to specify the liquidity management requirements of this directive and in particular the minimum liquidity requirements for aif . they are designed to specify the requirements that originators of securitisation instruments have to meet in order for an aifm to be allowed to invest in such instruments issued after 1 january 2011 . they are as well designed to specify the requirements that aifm have to comply with when investing in such securitisation instruments . they are designed to specify the criteria under which a valuator can be considered independent in the meaning of this directive . they are designed to specify the conditions under which the delegation of aifm functions should be approved and the conditions under which the manager could no longer be considered to be the manager of the aif in case of excessive delegation . they are designed to specify the content and format of the annual report that aifm have to make available for each aif they manage and to specify the disclosure obligations of aifm to investors and reporting requirements to competent authorities as well as their frequency . they are designed to specify the disclosure requirements imposed on aifm as regards leverage and the frequency of reporting to competent authorities and of disclosure to investors . they are designed to setting limits to the level of leverage aifm can employ when managing aif . they are designed to determine the detailed content and the way aifm acquiring controlling influence in issuers and non - listed companies should fulfil their information obligation towards issuers and non - listed companies and their respective shareholders and representatives of employees , including the information to be provided in the annual reports of the aif they manage . they are designed to specify the types of restrictions or conditions that can be imposed on the marketing of aif to professional investors in the home member state of the aifm . they are designed to specify general criteria for assessing equivalence of valuation standards of third countries where the valuator is established in a third country , the equivalence of legislation of third countries regarding depositaries and , for the purpose of the authorisation of aifm established in third countries , the equivalence of prudential regulation and ongoing supervision . they are designed to specify general criteria for assessing whether third countries grant community aifm effective market access comparable to that granted by the community to aifm from third countries . they are designed to specify the modalities , content and frequency of exchange of information regarding aifm between the competent authorities of the home member state of the aifm and other competent authorities where the aifm individually or collectively with other aifm may have an impact on the stability of systemically relevant financial institutions and the orderly functioning of markets . they are designed to specify the procedures for on - the - spot verifications and investigations . ### in particular the commission should be empowered to adopt necessary for the implementation of this directive delegated acts in accordance with article 290 of the treaty designed to specify the criteria to be used by competent authorities to assess whether aifm comply with their obligations as regards their conduct of business , the type of conflicts of interests aifm have to identify , as well as the reasonable steps aifm are expected to take in terms of internal and organisational procedures in order to identify , prevent , manage and disclose conflicts of interest . they should also be designed to specify when the risk management does not need to be separated and the risk management requirements to be employed by aifm as a function of the risks which the aifm incurs on behalf of the aif that it manages . they should also be designed to specify the liquidity management requirements of this directive and in particular the minimum liquidity requirements for aif . they should also be designed to specify the criteria under which a valuator can be considered independent in the meaning of this directive . they should also be designed to specify the conditions under which the delegation of aifm functions should be approved and the conditions under which the manager could no longer be considered to be the manager of the aif in case of excessive delegation . they should also be designed to specify the content and format of the annual report that aifm have to make available for each aif they manage and to specify the disclosure obligations of aifm to investors and reporting requirements to competent authorities as well as their frequency . they should also be designed to specify the disclosure requirements imposed on aifm as regards leverage and the frequency of reporting to competent authorities and of disclosure to investors . they should also be designed to determine the detailed content and the way aifm acquiring controlling influence in issuers and non - listed companies should fulfil their information obligation towards issuers and non - listed companies and their respective shareholders and representatives of employees , including the information to be provided in the annual reports of the aif they manage . they should also be designed to specify the modalities , content and frequency of exchange of information regarding aifm between the competent authorities of the home member state of the aifm and other competent authorities where the aifm individually or collectively with other aifm may have an impact on the stability of systemically relevant financial institutions and the orderly functioning of markets . they should also be designed to specify the procedures for on - the - spot verifications and investigations .


### the depositary shall be a credit institution having its registered office in the community and be authorised in accordance with directive 2006 / 48 / ec of the european parliament and council of 14 june 2006 relating to the taking up and pursuit of the business of credit institutions . ### the depositary shall be a credit institution having its registered office in the union and authorised in accordance with directive 2006 / 48 / ec or registered in other jurisdictions with equivalent regulation .


### ‘ manager of alternative investment funds ‘ or aifm means any legal or natural person whose regular business is to manage one or several aif ; ### ‘ manager of alternative investment funds’ or aifm means any legal person that manages one or several aif and is responsible for the compliance with the requirements of this directive and which , depending on the legal form of the aif , can be either the aif itself or an external entity ;


### the aifm must have its head office in the same member state as its registered office . ### the aifm must be legally established in the same member state as its registered office .


### credit agreements which will eventually be repaid from the sale proceeds of an&#160 ; immovable property . ### credit agreements where the creditor : contributes a lump sum , periodic payments or other forms of credit disbursement in return for a sum deriving from the sale of an immovable property or a right relating to immovable property ; and will not seek full repayment of the credit until the occurrence of one or more specified life events defined in member states .


### home member states shall ensure that : ### member states shall ensure that :


### member states shall ensure that , before the conclusion of the credit agreement , a thorough assessment of the consumer ' s creditworthiness is conducted by the creditor , based on criteria including the consumer ' s income , savings , debts and other financial commitments . that assessment shall be carried out on the basis of the necessary information , obtained by the creditor or , where applicable , credit intermediary from the consumer and from relevant internal or external sources and shall respect the requirements with regard to necessity and proportionality set out in article 6 of directive 95 / 46 / ec . member states shall ensure that creditors establish appropriate processes to assess the creditworthiness of the consumer . these processes shall be reviewed at regular intervals and up - to - date records of those processes shall be maintained . ### member states shall ensure that , before the conclusion of the credit agreement , a thorough assessment of the consumer ' s creditworthiness is conducted by the creditor , based on reasonable criteria . that assessment shall be carried out on the basis of sufficient information , where appropriate , obtained from the consumer , and , where necessary , on the basis of the consultation of the relevant database . this shall respect the requirements with regard to necessity and proportionality set out in article 6 of directive 95 / 46 / ec . member states shall ensure that creditors establish appropriate processes to assess the creditworthiness of the consumer . these processes shall be reviewed at regular intervals and up - to - date records of those processes shall be maintained . expert risk assessment shall not be automatically replaced by quantitative parameters in automatic underwriting processes nor rely only on externally provided credit scores or on scores based only on credit history .


### consider a sufficiently large number of credit agreements available on the market so as to enable the recommendation of the most suitable credit agreements for the consumer ' s needs , financial situation and personal circumstances ; ### disclose to the consumer the range of credit agreements they consider so that the consumer understands the basis of the recommendation of suitable credit agreements for the consumer ' s needs , financial situation and personal circumstances ;


### where the assessment of the consumer ' s creditworthiness results in a negative prospect for his ability to repay the credit over the lifetime of the credit agreement , the creditor refuses credit . ### the creditor shall only make the credit available to the consumer where the result of the creditworthiness assessment suggests that the credit is likely to be repaid in the manner required under the credit agreement .


### home member states shall ensure that the appropriate level of knowledge and competence is determined on the basis of recognised qualifications or experience . ### member states shall ensure that the appropriate level of knowledge and competence is determined on the basis of recognised qualifications or experience .


### where the credit application is rejected on the basis of the data contained , or lack thereof , in a database that has been consulted , the creditor informs the consumer immediately and without charge of the name of the database that was consulted as well as of its controller and of his right to access and , where necessary , his right to rectify his data in that database . ### where the credit application is rejected on the basis of the data contained , or lack thereof , in a database that has been consulted , the creditor informs the consumer immediately and without charge of the name of the database that was consulted , the result of the consultation as well as of its controller and of his right to access and , where necessary , his right to rectify his data in that database . the information shall be provided unless the provision of such information is prohibited by other union legislation or is contrary to objectives of public policy or public security .


### where a member state lays down such conditions , these shall not make the exercise of the right referred to in paragraph 1 excessively difficult or onerous for the consumer . ### where a member state lays down such conditions , these shall not make the exercise of the right referred to in paragraph 1 excessively difficult or onerous for the consumer . where a credit agreement is funded by callable instruments in regulated markets or relates to a loan with a fixed rate for part or all of the loan , credit intermediaries shall give adequate notices of call dates or expiry periods in order for consumers to benefit from any reduced refinancing costs that may be available to the credit intermediaries should the credit be repaid on such dates .


### home member states shall make public the criteria they have established in order for credit intermediaries or creditors’ staff to meet their competence requirements . such criteria shall include a list of any recognised qualifications . ### member states shall make public the criteria they have established in order for credit intermediaries or creditors’ staff to meet their competence requirements . such criteria shall include a list of any recognised qualifications .


### the duration of the credit agreements ; ### the possible duration of the credit agreements and the general implications of borrowing for different terms ;


### home member states shall ensure that the appropriate level of knowledge and competence is determined on the basis of recognised qualifications or experience . ### member states shall ensure that the appropriate level of knowledge and competence is determined on the basis of recognised appropriate qualifications or experience .


### where the host member state has clear and demonstrable grounds for concluding that a credit intermediary acting within its territory under the freedom to provide services or through a branch is in breach of the obligations set out in this directive , it shall refer those findings to the competent authority of the home member state which shall take the appropriate measures . in cases where , despite measures taken by the competent authority of the home member state , a credit intermediary persists in acting in a manner that is clearly prejudicial to the interests of host member state consumers or the orderly functioning of markets , the following shall apply : ### where the host member state has clear and demonstrable grounds for concluding that a credit intermediary acting within its territory under the freedom to provide services or through a branch is in breach of the obligations set out in this directive which do not confer powers on the competent authority of the host member state , it shall refer those findings to the competent authority of the home member state which shall take the appropriate measures . in cases where , despite measures taken by the competent authority of the home member state , a credit intermediary persists in acting in a manner that is clearly prejudicial to the interests of host member state consumers or the orderly functioning of markets , the following shall apply :


### an indicative example of the total cost of credit for the consumer and annual percentage rate of charge ; ### an indicative example of the total cost of credit and an explanation of the meaning of the annual percentage rate of charge ;


### liquid renewable fuels are likely to be required by the transport sector in order to reduce its greenhouse gas emissions . advanced biofuels , such as those made from wastes and algae , provide high greenhouse gas savings with low risk of causing indirect land use change and do not compete directly for agricultural land for the food and feed markets . it is appropriate , therefore , to encourage greater production of such advanced biofuels as these are currently not commercially available in large quantities , in part due to competition for public subsidies with established food crop based biofuel technologies . further incentives should be provided by increasing the weighting of advanced biofuels towards 10% target for transport set in directive 2009 / 28 / ec compared to conventional biofuels . in this context , only advanced biofuels with low estimated indirect land use change impacts and high overall greenhouse gas savings should be supported as part of the post 2020 renewable energy policy framework . ### liquid renewable fuels are likely to be required by the transport sector in order to reduce its greenhouse gas emissions . advanced biofuels , such as those made from wastes and algae , provide high greenhouse gas savings with low risk of causing indirect land use change and do not compete directly for agricultural land for the food and feed markets . it is appropriate , therefore , to encourage greater production of such advanced biofuels as these are currently not commercially available in large quantities . further incentives should be provided by increasing the weighting of advanced biofuels towards 10% target for transport set in directive 2009 / 28 / ec compared to conventional biofuels . establishing progressively more ambitious mandatory targets for advanced biofuels will send a clear signal of support for them at union level . in this context , advanced biofuels with estimated low indirect land use change impacts and high overall greenhouse gas savings should be especially supported as part of the post 2020 renewable energy policy framework .


### annex ix part a . feedstocks whose contribution towards the target referred to in article 3 shall be considered to be four times their energy content algae . biomass fraction of mixed municipal waste , but not separated household waste subject to recycling targets under article 11 of directive 2008 / 98 / ec of the european parliament and of the council of 19 november 2008 on waste and repealing certain directives . biomass fraction of industrial waste . straw . animal manure and sewage sludge . palm oil mill effluent and empty palm fruit bunches . tall oil pitch . crude glycerine . bagasse . grape marcs and wine lees . nut shells . husks . cobs bark , branches , leaves , saw dust and cutter shavings . part b . feedstocks whose contribution towards the target referred to in article 3 shall be considered to be twice their energy content used cooking oil . animal fats classified as category i and ii in accordance with ec / 1774 / 2002 laying down health rules concerning animal by - products not intended for human consumption . non - food cellulosic material . ligno - cellulosic material except saw logs and veneer logs . ### annex ix list of advanced biofuels the biofuel coming from the following feedstocks will be considered advanced biofuels algae . biomass fraction of mixed municipal waste , but not separated household waste subject to recycling targets under article 11 of directive 2008 / 98 / ec of the european parliament and of the council of 19 november 2008 on waste and repealing certain directives . biomass fraction of industrial waste . straw . animal manure and sewage sludge . palm oil mill effluent and empty palm fruit bunches . tall oil pitch . crude glycerine . bagasse . grape marcs and wine lees . nut shells . husks . cobs bark , branches , leaves , saw dust and cutter shavings . used cooking oil . animal fats classified as category i and ii in accordance with ec / 1774 / 2002 laying down health rules concerning animal by - products not intended for human consumption . non - food cellulosic material . ligno - cellulosic material except saw logs and veneer logs .