funds

Who is caught

The core statute for Guernsey funds is the Protection of Investors (Bailiwick of Guernsey) Law, 2020, which prohibits carrying on (or holding out as carrying on) controlled investment business in or from the Bailiwick without a Commission licence, and restricts activities connected with collective investment schemes unless the scheme is authorised or registered by the Guernsey Financial Services Commission. Fund vehicles are also caught by the general corporate and partnership statutes where they take those legal forms.

Persons and schemes caught

• Controlled investment business: Persons carrying on controlled investment business in or from the Bailiwick, and applicants for and former holders of such licences, under the Protection of Investors Law, 2020.
• Collective investment schemes: Authorised or registered collective investment schemes and their operators, together with managers, designated administrators, trustees, custodians, investment advisers and auditors responsible for them.
• Scheme classes: The indexed rulebooks cover authorised Class A open-ended schemes, Class B schemes, Class Q Qualifying Professional Investor Funds, authorised closed-ended schemes, registered collective investment schemes and Private Investment Funds (Qualifying and Family PIFs).
• Designation regimes: Collective investment schemes seeking or holding the Guernsey Green Fund or Natural Capital Fund designations, and their governing bodies, administrators and custodians.
• AIFMD funds: Guernsey Alternative Investment Fund Managers, Guernsey Alternative Investment Funds and their depositaries, on an opt-in basis for those electing to comply with the AIFMD Rules and marketing into the EU or UK.

Fund vehicles

• Companies: Companies incorporated in Guernsey, including protected cell companies and incorporated cell companies, are governed by the Companies (Guernsey) Law, 2008; Commission consent is required for certain cell company incorporations, conversions, amalgamations and migrations involving supervised entities.
• Limited partnerships: Limited partnerships and their general partners are subject to fee, annual validation and migration requirements under the Limited Partnerships (Fees) Regulations, 2020.

Sources: Protection of Investors (Bailiwick of Guernsey) Law, 2020 · Companies (Guernsey) Law, 2008 (Consolidated text) · Limited Partnerships (Fees) Regulations, 2020 · AIFMD (Marketing) Rules, 2021 · AIFMD Rules and Guidance, 2021 · Authorised Closed-Ended Investment Schemes Rules and Guidance, 2021 · Authorised Collective Investment Schemes (Class B) (Amendment) Rules, 2024 · Authorised Collective Investment Schemes (Class B) Rules and Guidance, 2021 · Authorised Collective Investment Schemes (Class A) Rules 2008 · Collective Investment Schemes (Class A) Rules 2002 · Collective Investment Schemes (Qualifying Professional Investor Funds)(Class Q) Rules and Guidance, 2021 · Guernsey Green Fund Rules and Guidance, 2021 (consolidated text) · Natural Capital Fund Rules and Guidance, 2022 - Consolidated · Private Investment Fund Rules and Guidance, 2025 · Registered Collective Investment Scheme (Amendment) Rules, 2025

Key duties

The recurring obligations for Guernsey funds are authorisation or registration, appointment of a Guernsey-licensed designated administrator, periodic financial and statistical filing, and prompt notification of specified changes to the Commission. Duties vary by scheme class, so entities should consult the rulebook applicable to their fund.

Authorisation and licensing

• Licence and scheme status: Controlled investment business requires a Commission licence, and collective investment schemes must be authorised or registered before restricted activities are carried on, under the Protection of Investors Law, 2020.
• Application material: Applicants must supply the information, documents and fee required, and applications for scheme authorisation or PIF registration must identify the proposed designated administrator and be accompanied by the applicable fee.
• Material change notice: Under the Protection of Investors Law, where information supplied in a licence application changes, the applicant must inform the Commission as soon as practicable and in any event within 14 days (or such other period as the Commission determines).

Administration and governance

• Designated administrator: Authorised closed-ended schemes, Class Q schemes, Private Investment Funds and registered schemes must have a Guernsey-based, licensed designated administrator that administers the scheme in accordance with its principal documents, the Rules and information particulars.
• Conflicts of interest: For several scheme types the governing body must ensure relevant persons (administrator, manager, adviser, custodian, associates) transact with the scheme only on arm's length terms.
• Information particulars and prospectus: Scheme particulars, information particulars or prospectuses must contain the prescribed content, be kept free of false or misleading statements, be kept current, and be filed with the Commission along with amendments.
• Capital adequacy: Licensees carrying on controlled investment business, including fund trustees, custodians and administrators, must maintain the minimum net assets, professional indemnity insurance and liquidity resources set by the Licensees (Capital Adequacy) Rules and Guidance, 2021.
• Conduct of business: Licensees must meet the corporate governance, compliance function, record-keeping, client asset and notification standards in the Licensees (Conduct of Business) Rules and Guidance, 2021.

Periodic filings

• Annual returns: Licensees and authorised or registered schemes must file an annual return with the Commission under the Protection of Investors Law.
• Annual accounts: Audited annual reports and accounts must be submitted (for authorised closed-ended schemes, no later than six months after the accounting period end; PIFs must submit audited or unaudited accounts within six months).
• Quarterly returns: Authorised closed-ended schemes and PIFs must file quarterly statistical returns in the Commission's required format and timescale.
• LP annual validation: Guernsey limited partnerships must pay an annual validation fee of 500 pounds, with a late filing fee of 100 pounds per month or part month from 1 July in the year due.

Notifications

• Immediate change notices: Fund rulebooks require immediate written notice to the Commission of matters such as a proposed replacement administrator, changes to constitutive documents, key service providers or directors, beneficial ownership changes, restructurings and litigation, and of any change of designated administrator or proposed winding up.
• AIFMD marketing: Guernsey AIFMs and AIFs must notify the Commission within 14 calendar days of commencing marketing in the UK or an EU Member State, and notify when marketing ceases or they cannot comply.
• Cyber security events: Licensees must notify the Commission as soon as reasonably practicable of a cyber security event causing significant loss of data, IT availability, cost, capability or service, under the Cyber Security Rules and Guidance, 2021.
• Company registers: Companies must maintain registers of members and directors and notify the Registrar of changes such as changes of director or a director's residential address under the Companies Law, 2008.

Sources: Protection of Investors (Bailiwick of Guernsey) Law, 2020 · Companies (Guernsey) Law, 2008 (Consolidated text) · Limited Partnerships (Fees) Regulations, 2020 · AIFMD (Marketing) Rules, 2021 · AIFMD Rules and Guidance, 2021 · Authorised Closed-Ended Investment Schemes Rules and Guidance, 2021 · Authorised Collective Investment Schemes (Class B) Rules and Guidance, 2021 · Collective Investment Schemes (Qualifying Professional Investor Funds)(Class Q) Rules and Guidance, 2021 · Cyber Security Rules and Guidance, 2021 · Licensees (Capital Adequacy) Rules and Guidance, 2021 (consolidated text) · Licensees (Conduct of Business) Rules and Guidance, 2021 (consolidated text) · Private Investment Fund Rules and Guidance, 2025 · Registered Collective Investment Scheme (Amendment) Rules, 2025

Exemptions and carve-outs

The instruments create licensing carve-outs mainly for promotion of overseas schemes from recognised jurisdictions and for certain persons or roles, and reduce obligations for some fund types.

• Designated country promotion: Persons whose main place of business is in a designated country or territory who promote controlled investments to Guernsey-licensed persons are exempt from the licensing requirement; designated jurisdictions include those listed in the 2017 Regulations (IOSCO MMoU signatories), and earlier instruments designate the UK, Jersey, Isle of Man, the Republic of Ireland, and EU Member States for AIFMD-compliant AIFs.
• Notice and fee for scheme promotion: A person without a permanent Bailiwick place of business relying on the designated-country exemption to promote a scheme must notify the Commission (identifying the country, each scheme and the manner of promotion, and certifying permission) and pay a fee of 500 pounds per scheme, with no fee where the jurisdiction is Jersey.
• Exempt persons: The Protection of Investors Law allows the Commission to exempt certain persons or classes of person from the licensing requirement, subject to conditions.
• Fund-connected directorships: The 2023 fiduciary amendment exempts from fiduciary licensing an individual director (or director of the general partner) of a company connected to an authorised or registered scheme, where administered by the scheme's designated administrator and subject to Commission-supervised AML/CFT requirements, among other director exemptions.
• Reduced PIF requirements: There is no requirement to appoint an auditor or to produce information particulars for a Private Investment Fund; if an auditor is appointed it must operate from a Bailiwick place of business.
• Commission modification: Several rulebooks (including the Class Q, Cyber Security, Green Fund and Conduct of Business Rules) allow the Commission to exclude or modify the application of provisions by written notice for a particular licensee or scheme.
• Cell company classes: The Companies (Incorporated Cell Companies) (Prescribed Classes) Regulations, 2021 allow any company to be incorporated or converted as an incorporated cell company except licensed banks, fiduciaries and insurance managers/intermediaries and the pre-existing statutory classes.

Sources: Protection of Investors (Bailiwick of Guernsey) Law, 2020 · Companies (Incorporated Cell Companies) (Prescribed Classes) Regulations, 2021 · Investor Protection (Designated Countries and Territories) (Amendment) (AIFMD) Regulations, 2015 · Investor Protection (Designated Countries and Territories) (Republic of Ireland) Regulations, 1992 · Investor Protection (Designated Countries and Territories) (Bailiwick of Guernsey) Regulations, 2017 · Investor Protection (Designated Countries and Territories) Regulations, 1989 · Regulation of Fiduciaries etc (Bailiwick of Guernsey) (Amendment) Regulations, 2023 · Collective Investment Schemes (Qualifying Professional Investor Funds)(Class Q) Rules and Guidance, 2021 · Cyber Security Rules and Guidance, 2021 · Guernsey Green Fund Rules and Guidance, 2021 (consolidated text) · Licensees (Conduct of Business) Rules and Guidance, 2021 (consolidated text) · Private Investment Fund Rules and Guidance, 2025

Enforcement and penalties

Enforcement of the fund regime runs primarily through the Protection of Investors Law and the Commission's cross-sector enforcement and inspection powers, rather than through penalty provisions in the individual fund rulebooks.

• Unlicensed business offences: The Protection of Investors Law creates criminal offences for carrying on controlled investment business without a licence or in breach of the Law, with associated penalties, director liability provisions and a due diligence defence.
• Commission enforcement toolkit: The Financial Services Business (Enforcement Powers) Law, 2020 gives the Commission powers over licensees and authorised or registered schemes to gather information, appoint inspectors, impose enforcement requirements, suspend or revoke licences, make prohibition and disqualification orders, issue public statements and reprimands, and impose discretionary and administrative financial penalties, plus a market abuse regime with Royal Court financial penalties.
• Site visit offences: Under the Site Visits Ordinance, obstructing or failing to comply with a request or requirement, making false or misleading statements, or falsifying, concealing or destroying relevant documents are offences punishable on summary conviction by up to 6 months imprisonment and/or a level 5 fine, or on indictment by up to 2 years imprisonment and/or a fine.
• Investor compensation recovery: The Collective Investment Schemes (Compensation of Investors) Rules 1988 allow the Commission to levy participant contributions (with interest at 2 percent above LIBOR on late payment) and to pursue subrogated recovery from a defaulting participant, with compensation to investors generally capped at 90 percent of the eligible liability and a 5,000,000 pounds aggregate annual cap.
• Loss of designation: Under the Green Fund and Natural Capital Fund Rules, persistent non-compliance leads to a declaration of non-compliance, cessation of the designation and logo, investor notification and website publication.
• Late filing fees: The Limited Partnerships (Fees) Regulations, 2020 impose a late annual validation fee of 100 pounds per month or part month and a late document filing fee of 2 pounds per day capped at 100 pounds.

The Borrowing (Control) Law, 1946 sets out penalties that apply only once an Ordinance is made under it, but its operative Ordinance was repealed in 2013, so those controls are not shown as currently operative.

Sources: Financial Services Business (Enforcement Powers) (Bailiwick of Guernsey) Law, 2020 · Protection of Investors (Bailiwick of Guernsey) Law, 2020 · Borrowing (Control) (Bailiwick of Guernsey) Law, 1946 · Financial Services Commission (Site Visits) (Bailiwick of Guernsey) Ordinance, 2008 (Consolidated Text) · Limited Partnerships (Fees) Regulations, 2020 · Collective Investment Schemes (Compensation of Investors) Rules 1988 (as amended) · Guernsey Green Fund Rules and Guidance, 2021 (consolidated text) · Natural Capital Fund Rules and Guidance, 2022 - Consolidated