Private Investment Fund Rules and Guidance, 2025

Summary

This document sets out the Guernsey Financial Services Commission's rules and accompanying guidance for Private Investment Funds (PIFs), replacing the Private Investment Fund Rules (2), 2021. It applies to registered collective investment schemes that elect to operate within the private investment fund regime, and governs registration, administration, conflicts of interest, and ongoing reporting obligations for such funds.

• Registration: A fund must meet the criteria in Schedule 1 for either a Qualifying Private Investment Fund (QPIF) or a Family Private Investment Fund (Family PIF); applications are made by the manager or designated administrator, must identify the proposed designated administrator, and must be accompanied by the applicable fee.
• Designated administrator: Every PIF must have a designated administrator responsible for administering the scheme in accordance with the principal documents, the Rules, any information particulars, and applicable law; functions may be delegated if the delegate is competent.
• Management: The manager (or, for a company scheme with no appointed manager, the board of directors) must manage the scheme in accordance with the principal documents, the Rules, information particulars and applicable law.
• Auditor and information particulars: There is no requirement to appoint an auditor or to produce information particulars for a PIF; if an auditor is appointed, it must operate from a place of business in the Bailiwick.
• Offers restriction: A PIF may only be offered to a restricted group of persons meeting the Schedule 1 criteria and must not be offered to the general public.
• Conflicts of interest: Directors, general partners and corporate trustees must ensure relevant persons (administrator, investment adviser, manager, custodian, fund, associates) transact with the PIF only on arm's length terms for loans, sales, purchases, stock lending and services, unless the principal documents forbid such arrangements.
• Notifications: The manager or designated administrator must give immediate written notice of any change of designated administrator or any proposed reconstruction, amalgamation, premature termination, winding up or extension of the PIF's life.
• Annual and quarterly reporting: The designated administrator must submit annual notifications of any change in registration information, annual audited or unaudited accounts within six months of the end of the accounting period, and a quarterly statistical return within the Commission's agreed timeframes.
• Investor acknowledgements: Investors in a QPIF must provide a written acknowledgement in the prescribed form confirming their status and understanding of the reduced regulatory protections, which the designated administrator must retain and make available to the Commission on request.

Family PIFs have additional eligibility criteria requiring all investors to share a family relationship or be an eligible employee of the family, no marketing outside the family group, and a declaration by the designated administrator confirming procedures to verify family relationships.

Key obligations

• Every PIF must have a designated administrator responsible for administering the scheme in accordance with the principal documents, the Rules, information particulars and applicable law.
• Applications for PIF registration must identify the proposed designated administrator and be accompanied by the relevant fee.
• A PIF must not be offered to the general public; offers are restricted to persons meeting the Schedule 1 criteria (QPIF or Family PIF).
• Where an auditor is appointed, it must operate from a place of business in the Bailiwick.
• Relevant persons must transact with the PIF (loans, sales, purchases, stock lending, services) only on arm's length terms unless the principal documents forbid such arrangements.
• The manager or designated administrator must give immediate written notice to the Commission of any change of designated administrator or any proposal to reconstruct, amalgamate, terminate prematurely, wind up, or extend the life of the PIF.
• The designated administrator must notify the Commission annually of any change to registration application information, or confirm no change, submitted with the annual accounts.
• The designated administrator must submit audited or unaudited annual accounts no later than six months following the end of the PIF's annual accounting period.
• The designated administrator must submit a quarterly statistical return to the Commission within the Commission's agreed timeframes.
• All QPIF investors must provide a written acknowledgement in the prescribed form, which the designated administrator must retain and produce to the Commission on request.
• A Family PIF's designated administrator must declare to the Commission that effective procedures exist to verify all investors are related as family.

Applies to

private investment funds (PIFs), designated administrators, managers, directors, general partners, corporate trustees, investment advisers, custodians, registered collective investment schemes electing into the PIF regime

Deadlines

• no later than six months following the end of the annual accounting period: Deadline for the designated administrator to submit audited or unaudited annual reports and accounts for the PIF.
• each quarter, within the Commission's agreed timeframes: Designated administrator must submit a quarter-end statistical return to the Commission.
• annually, together with the annual reports and accounts: Designated administrator must notify the Commission of any change (or no change) to registration application information.
• immediate written notice: Manager or designated administrator must notify the Commission immediately of a change of designated administrator or a proposed reconstruction, amalgamation, premature termination, winding up, or extension of the PIF's life.

Related documents

• This document is made under Protection of Investors (Bailiwick of Guernsey) Law, 2020