Financial Licensing · UK

UK AIFM Licence

The UK's Alternative Investment Fund Managers regime, administered by the FCA, authorises managers of hedge funds, private equity funds, real estate funds and other alternative investment vehicles.

AIFMUK FCAAlternative FundsAIFMDPrivate EquityHedge Fund
Overview

UK AIFM Authorisation Post-Brexit

UK AIFMs must be authorised by the FCA if they manage Alternative Investment Funds (AIFs) — broadly, any collective investment undertaking other than a UCITS fund. Post-Brexit, UK AIFMs lost EU marketing passporting rights and must use National Private Placement Regimes (NPPR) to market into EU member states.

Marensa Advisory advises on FCA AIFM authorisation, AIFMD-equivalent compliance programme design, reporting obligations under the FCA's AIFMD rules, and NPPR notification strategy for EU distribution.

Discuss Your AIFM Application
What We Cover
  • FCA AIFM authorisation application (full-scope vs below-threshold)
  • Regulatory Business Plan and financial projections
  • AIFMD-compliant risk and liquidity management framework
  • Remuneration policy and disclosure
  • Depositary arrangement and selection
  • NPPR notification strategy for EU marketing
  • FCA reporting: AIFMD Annex IV transparency reports
  • Investor disclosure documents (fund-level)
Key Considerations

UK AIFM Regime — Key Considerations

The UK has retained its own version of AIFMD post-Brexit, with the FCA as the competent authority. Understanding the regime before authorisation saves significant compliance resource.

Full-Scope vs Below-Threshold
AIFMs managing above AIFMD thresholds (EUR 100M leveraged / EUR 500M unleveraged) must be fully authorised. Below-threshold managers are registered, not authorised, with lighter requirements — but cannot use NPPR in most EU states.
Depositary Requirement
Full-scope AIFMs must appoint a depositary for each AIF they manage. The depositary holds fund assets (or oversees asset verification), monitors cash flows, and ensures compliance with the fund rules.
Remuneration Policies
Full-scope UK AIFMs must implement a remuneration policy aligned with AIFMD requirements, covering variable pay, deferral periods, and disclosure to investors and regulators.
EU Marketing (NPPR)
Post-Brexit, UK AIFMs wishing to market AIFs into EU member states must notify regulators in each target state under its national private placement regime. Requirements vary significantly by country.
AIFMD Transparency Reporting
Full-scope AIFMs must submit Annex IV transparency reports to the FCA on a quarterly, semi-annual or annual basis depending on AUM and leverage. Data covers portfolio details, leverage, investor concentration and liquidity.
UK Overseas Funds Regime (OFR)
Overseas funds may access UK retail investors under the UK's Overseas Funds Regime — relevant for non-UK fund managers seeking to distribute into the UK market.
Our Process

How We Work

01
Threshold Assessment
We determine whether full-scope AIFM authorisation applies based on AUM and leverage profile, and identify the appropriate regulatory category.
02
Application Preparation
We produce the FCA application, RBP, risk and liquidity management framework, remuneration policy, and all governance and fund-level documentation.
03
Depositary Selection
We assist with identifying and appointing a suitable depositary for each AIF — matching depositary capabilities to fund strategy and asset class.
04
NPPR Strategy
We map target EU distribution countries against NPPR requirements and manage notification filings in each jurisdiction.
05
Reporting Setup
We establish your Annex IV reporting process, regulatory calendar, and investor disclosure document framework.
Why Marensa

Fund Management. Regulatory Precision.

UK AIFM authorisation requires deep understanding of both the FCA's rules and the AIFMD framework they replicate. Depositary, remuneration and transparency reporting requirements are frequently underestimated.

Marensa Advisory advises fund managers on FCA AIFM authorisation across hedge fund, private equity, real estate and credit fund strategies — combining fund regulatory knowledge with ongoing compliance support.

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FAQ

Common Questions

Do I need an AIFM licence if I manage a single fund? +

Yes, if the AUM crosses the applicable AIFMD threshold (EUR 100M leveraged, EUR 500M unleveraged). Below these thresholds, registration rather than full authorisation applies — but regulatory obligations still exist.

Can a UAE-based manager obtain a UK AIFM licence? +

The authorised AIFM entity must be UK-incorporated with genuine UK management substance. A UAE-based group can own the UK AIFM entity, but the UK entity must have its own qualified management and operations.

What is the EU alternative to a UK AIFM? +

EU AIFM authorisation from a member-state regulator — such as Luxembourg (CSSF), Ireland (CBI), or Netherlands (AFM) — provides EU passporting rights for marketing to EU professional investors. We advise on both UK and EU AIFM structures.

How does the Luxembourg AIFMD structure compare to UK? +

Luxembourg AIFMD structures offer full EU passport for marketing to EU professional investors. UK AIFMs use NPPR in each EU country. Luxembourg structures tend to be preferred for funds with significant EU investor bases.

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