Alternative investment fund manager (AIFM)

Marketing requirements for AIFs

This page contains information on the national laws, regulations and administrative provisions governing the marketing requirements referred to in Article 5(1) of Regulation (EU) 2019/1156 of the European Parliament and of the Council of 20 June 2019 on facilitating cross-border distribution of collective investment undertakings.

The information is based on Annex I of the Commission Implementing Regulation (EU) 2021/955. Entry into force of the Regulations in the EEA EFTA States is pending entry into force of Joint Committee Decision (JCD) incorporating the acts into the EEA Agreement.

Marketing in Norway of AIFs established in the EEA that are managed by an AIFM established in an EEA member state other than Norway

An alternative investment fund manager (AIFM) established in the EEA that wishes to market AIFs that are established in the EEA and are managed by the AIFM to professional investors in Norway must submit a notification to the competent authorities of its home Member State in respect of each AIF that it intends to market, confer Act of 20 June 2014 No. 28 on the Management of Alternative Investment Funds ("the AIFM Act") section 6-3. The notification should be in English and must include information and documentation as required by Article 32 of the AIFMD.

The notification shall include the following, cf. Annex IV to the AIFMD: 

• A notification letter, including a program of operations identifying the AIFs the AIFM intends to market and information on where the AIFs are established
• The AIF rules or instruments of incorporation
• Identification of the depositary of the AIF
• A description of, or any information on, the AIF available to investors
• Information on where the master AIF is established if the AIF is a feeder AIF
• Any additional information referred to in Article 23 (1) of the AIFMD for each AIF the AIFM intends to market
• The indication of the Member State in which it intends to market the units or shares of the AIF to professional investors
• Information about arrangements made for the marketing of AIFs and, where relevant, information on the arrangements established to prevent units or shares of the AIF from being marketed to retail investors, including in the case where the AIFM relies on activities of independent entities to provide investment services in respect of the AIF

In addition, the notification shall include:

• an AIFM attestation

The competent authority of the home Member State of the AIFM shall submit the complete notification file to Finanstilsynet and will receive a confirmation letter from Finanstilsynet if the application is complete. The AIFM may start marketing the AIF in Norway as of the date it receives a notification from the competent authorities of the home Member state of the AIFM informing that the notification file has been transmitted to Finanstilsynet.

Standard notification letters and notice letters regarding material changes pursuant to Article 32(7) or regarding cessation of marketing shall be sent electronically to AIFMD@finanstilsynet.no.

Marketing in Norway of non-EEA AIFs managed by an EEA AIFM and AIFs managed by non-EEA AIFMs to professional investors (national private placement regime)

Under the national private placement regime non-EEA AIFs managed by an EEA AIFM and AIFs managed by AIFMs established outside the EEA may be marketed to professional investors subject to authorisation from Finanstilsynet (AIFMD Articles 36 and 42). Finanstilsynet has prepared two separate forms that shall be used when applying after either section 6-4 (AIFMD art. 36) or section 6-5 (AIFMD art. 42) of the AIFM Act.

Applications relating to AIFs established outside the EEA and managed by an AIFM established in the EEA shall conform to the requirements set out in the AIFM Act section 6-4, while applications relating to AIFs managed by a non-EEA AIFM are regulated by the AIFM Act section 6-5.  

Please find the relevant form by following one of the following links:

•   The AIFM Act Section 6-4 application form (docx)
•   The AIFM Act Section 6-5 application form (docx) 

Application forms under the private placement regime and notices regarding material changes or regarding cessation of marketing shall be sent electronically to post@finanstilsynet.no.

There are reporting obligations when marketing a fund pursuant to the Norwegian private placement regime (Annex IV-reporting).

If a non-EEA AIFM intends to cease the marketing and deregister an AIF that has been marketed under the private placement regime, it must inform Finanstilsynet whether there are any Norwegian investors invested in the AIF. If there are Norwegian investors invested in the AIF, the AIF cannot be deregistered from Finanstilsynet's registry. Any cessation notice will not be considered complete until the non-EEA AIFM has confirmed that there are no Norwegian investors remaining in the AIF and a final Annex IV reporting has been submitted.

Until Finanstilsynet has received a final Annex IV reporting, the AIF will not be deregistered.

Authorisation requirements concerning marketing of AIFs to retail investors in Norway

Norway has implemented national rules allowing EEA AIFMs to market AIFs that are not domestic AIFs (see definition of domestic funds in section 1-2 (1) no. 5 of Act 25 November 2011 No. 44 on Securities Funds) to retail investors in Norway. Marketing to retail investors requires a marketing license and compliance of specific investor protection provisions, chapter 7 of the AIFM Act.

There are national rules in place allowing the marketing of foreign securities funds that are not UCITS to retail investors. An authorisation to market foreign securities funds may be granted provided that certain requirements as listed in the Securities Funds Act section 9-4 with corresponding regulations are fulfilled.

Cross-border marketing fees and charges from 1 January 2024

For each new AIF (or compartment thereof) notified for marketing pursuant to the EEA passporting regime (AIFMD art. 32), a one-time registration fee of NOK 5 000 will be billed via email by The Norwegian Agency for Public and Financial Management (Direktoratet for forvaltning og økonomistyring/DFØ) after the notification is registered. There are no additional fees for regulatory filing and change notifications.

For an application to market an AIF, that is managed by a non-EEA AIFM, to professional investors (AIFMD art. 42), a one-time processing fee of NOK 15 000 will be billed.

For an application to market a non-EEA AIF, or an AIF established in an EEA state that is a feeder fund to such an AIF, that is managed by a non-Norwegian EEA AIFM, to professional investors (AIFMD art. 36), a one-time processing fee of NOK 8 000 will be billed.

For an application to market an AIF, that is managed by a non-Norwegian AIFM, to non-professional investors, a one-time processing fee of NOK 25 000 will be billed.

For an application to market a foreign non-UCITS securities fund, that is managed by a non-Norwegian management company, to non-professional investors, a one-time processing fee of NOK 25 000 will be billed. The annual fee mentioned below also applies here.

The one-time processing fee for an application will be billed via email by The Norwegian Agency for Public and Financial Management (Direktoratet for forvaltning og økonomistyring/DFØ) after the application is received. The application will be processed when the bill is paid. 

In addition, The Norwegian National Collection Agency (Statens innkrevingssentral/SI) may bill the non-Norwegian AIFM that markets AIFs per 31 December 2023 an annual fee of up to NOK 10 000 in May 2024. If the AIFM has a LEI code in Finanstilsynet's registry, the annual bill will by default be sent to the registered headquarters address in the global LEI database. Marketed AIFs may be deregistered from Finanstilsynet's registry if a bill is not paid.

The above information on fees and charges also applies to the cross-border marketing of non-Norwegian EuSEF managers, EuVECA managers and ELTIF managers.

Finanstilsynet urges you to check the information in the registry at www.finanstilsynet.no/en/finanstilsynets-registry/. If there are any errors or Legal Entity Identifiers (LEIs) that are missing, please send an email to Fondsdokumentasjon@finanstilsynet.no. If you wish to deregister, please let us know (through your national competent authority (NCA) if applicable).

If you have any questions regarding fees and billing, please send an email to post@finanstilsynet.no. 

Laws and regulations

Marketing requirements for AIFs are regulated by the Norwegian Act of 20 June 2014 No. 28 on the Management of Alternative Investment Funds (the AIFM Act). Additional rules are set out in the Norwegian Regulation of 26 June 2014 No. 877 to the Act on the Management of Alternative Investment Funds.

Laws and regulations are available in their entirety (in Norwegian) at www.lovdata.no. The AIFM Act and the Regulation to the AIFM Act are also available via this website  in Norwegian and English.

Disclaimer: Finanstilsynet has taken reasonable care to ensure that the information on the national provisions governing the marketing requirements for AIFs in Norway included on this webpage is up-to-date and complete. Finanstilsynet is not responsible for maintaining external websites and is not liable for any error or omission on any external website to which hyperlinks are provided on this webpage.

Other requirements 

In addition to the provisions referred to above, which are set out specifically for the marketing of AIFs, there may be other legal provisions that may apply when marketing them in Norway, although they are not specifically designed for the marketing of AIFs, depending on the individual situation of those involved in the marketing of shares or units of AIFs. Marketing in Norway may trigger the application of other requirements, such as general rules regarding marketing as well as general principles of contract law.