The Fund Directors’ Guide (the “Guide”) is the initiative of AIMA’s Sound Practices Committee. AIMA first published the Guide in June 2005 and revised it in 2008 and again in 2015.
The Guide seeks to provide assistance and information to the following three principal audiences:
- individuals who are, or who are considering becoming, members of the governing body of an alternative fund (“Directors”);
- the appointed governing body of an alternative fund (the “Board”); and
- investment managers and promoters of alternative funds.
The Guide, which is jurisdiction neutral, provides an overview of the roles and duties of Directors, factors to consider when constructing the Board, the Board's operations including their ongoing role and some of the practical considerations when selecting and appointing Directors.
Having the correct Board is integral to Fund governance and successful operation of the Fund. The Guide contains general guidance on several important issues that should be examined when choosing a Board and the overall and ongoing principal duties and responsibilities of the Board.
The Guide is not a substitute for specific advice, whether legal, regulatory, tax or other advice, nor for professional judgment. It does not seek to provide detailed advice or recommendations on the wider ranging corporate governance issues, obligations and/or liabilities of which a Director must be aware.
We would like to thank the members of the working group (who are listed in Appendix B), all of whom have volunteered their time and worked hard to produce this revision of a valuable Guide. We intend to revise the Guide further as and when material developments occur.
Chair of the Working Group
Managing Partner, Maples Group
Table of contents
Over the text's 80+ pages, the Guide provides insights into various aspects of the role and responsibilities of Directors. Chapters include:
- What is the purpose of this Guide?
- Governance for non-corporate fund structures
- Constructing a Board
- Board operations
- Role of the Board on Fund start-up
- Ongoing role of the Board
- Interactions with investors
- Data protection and cyber security responsibilities of Directors
- Measuring Board effectiveness
- Crisis management
- AIFMD considerations
With the support of various AIMA and ACC Sponsoring Partners, a Fund Comparison Matrix has been prepared as an additional resource. The matrix covers jurisdiction-specific Director requirements, as well as describing the types of Fund structures available in each jurisdiction. The matrix allows for easy comparisons of Fund features within and across jurisdictions and provides an overview of the various Director qualification and governance requirements. Where applicable, the individual country matrices separate the Director requirements between those stemming from the applicable regulatory regimes and those originating from the laws governing the establishment of entities used as Fund vehicles in a jurisdiction. The Fund Comparison Matrix replace the jurisdiction-specific appendixes that were included the 3rd edition of the Guide and includes the following jurisdictions: Jersey, Guernsey, Hong Kong, the Cayman Islands, the United States and Luxembourg. Further jurisdictions may be added at a later stage.
Download or purchase the guide
Members with a log-in should log-in here to be provided with a download link to the Guide
One off purchases of the Guide
As with other AIMA publications, the Fund Directors' Guide is available for free download by AIMA members, subject to a limited license.
Unlike other materials produced by AIMA, the Fund Directors’ Guide is also available for purchase by non-members (and by members for the benefit of persons not covered by the limited license) because we believe that the information in the guide is important for the governance of the broader alternative funds industry. For prior editions, AIMA published hard copies of the guide for sale. In this new era of heightened focus on environmental impacts and good governance practices, we felt it would be inappropriate to produce more than a thousand hard copies of an 80+ page guide. Instead we are offering “one off purchasers” an electronic copy of this edition of the guide.
“One off purchasers” include:
- Any non-member; and
- Any AIMA member seeking to purchase the additional license to share an electronic copy of the guide with persons outside the member firm (including fund directors and employees in parts of the member firm’s group that are not covered by their AIMA membership).
The cost per copy of the download is £150 for non-members and £40 for AIMA members. For this fee, the purchaser will receive a single separately identifiable locked .pdf copy of the guide. The license will be granted only to the individual natural person recipient or firm and may not be shared or transferred to other persons or organisations.
Non-members wishing to purchase one or more copies and members wishing to purchase additional copies for distribution to individuals outside their firm should contact [email protected] providing the contact details for an AIMA staff member to get in touch with you about payment, etc.