AFM figures expose the gap between a light registration and the daily work of knowing investor money.
A small fund manager is approaching a closing. Commitments are signed, an acquisition is waiting, and the administrator expects subscription money. Then a payment arrives from a company other than the named investor. The explanation may be ordinary. The timing still demands attention.
Someone must establish who paid, why that entity paid, and whether the route fits what the manager knows about the investor. If the answer lives only in emails with an external administrator, the closing has acquired a second problem. The manager has capital, but lacks a complete explanation of the capital.
That is the pressure behind the AFM’s latest figures. On 15 September, the regulator reported that registered AIFMD light managers rose from 504 in 2019 to 773 in 2024. Important anti-money-laundering and sanctions controls have yet to mature at the same pace.
The light label can mislead
A light manager does not hold an AIFMD licence and sits outside significant parts of the ongoing prudential and conduct supervision that applies to licensed managers. That distinction can make a lean fund structure commercially attractive. It does not reduce duties under the Wwft and the Sanctiewet 1977.
This is a business-design issue, not merely a matter of compliance paperwork. A firm may have few employees, a narrow investment strategy and several external providers. Someone inside the business must still understand the investor, the ownership structure, expected money flows and the reasons behind exceptions.
The AFM questionnaire describes the position at 31 December 2024. It shows improvement in risk assessments and written policies, while registered light managers lag licensed firms. Across surveyed managers, 66 percent had prepared a transaction profile when the client relationship began. Just 55 percent were registered with FIU-Nederland.
Training figures show the same pressure. About 45 percent of daily policymakers had completed Wwft training during the previous two years. Around 40 percent reported sanctions training. In a sector built around judging ownership, value and money movements, those figures deserve attention.
The transaction profile has commercial value
A transaction profile sounds technical. Its purpose is practical. It describes what normal money movement should look like for a particular investor relationship. It gives the manager a baseline before a payment arrives and demands an explanation.
Return to the closing. An investor may use a holding company for the commitment, then send money through another group entity. There may be a sound tax, treasury or financing reason. The manager still needs to connect the payer, investor, beneficial owner and payment rationale in a record that can be understood later.
This matters particularly in real-estate funds, which the AFM identifies as an area of elevated risk for some light managers. Property structures can combine large amounts, acquisition vehicles, lenders, valuations and layered ownership. Vague investor knowledge becomes expensive when a bank, supervisor or intelligence unit asks a precise question.
FIU-Nederland made 2,849 requests for additional information from reporting institutions during 2025. Those requests may cover customer data, account statements, correspondence, contracts, invoices and valuation reports. The figure spans all reporting sectors, but its operational lesson applies directly to fund management. A policy cannot answer a request for records.
Outsourcing does not transfer judgment
Many small managers sensibly use administrators, legal advisers and specialist compliance providers. They bring knowledge that a lean internal team cannot always maintain alone. The difficulty begins when outsourcing becomes distance.
The AFM states that a light manager remains ultimately responsible for outsourced Wwft work. Management must retain enough knowledge and skill to assess the provider critically. That means understanding why an investor received a risk rating, what was checked, which questions remain open and how a possible sanctions match was resolved.
Sanctions screening also requires more than a software result. Managers must embed sanctions measures in their administration and internal controls. A relevant match, ownership change or restriction needs review and escalation. Depending on the circumstances, reporting and freezing duties may follow.
This is also a governance matter. The board is personally responsible for submitting the AFM’s periodic Wwft and sanctions questionnaire completely, correctly and truthfully. The return is more than an annual administrative task. It describes how the firm actually works.
A useful internal review can remain modest. Select several live investor relationships. Ask whether a responsible policymaker can explain the ownership, expected payment pattern, latest checks and any exception without passing the whole question to a provider. Confirm that FIU registration and escalation routes are current. Then examine whether training reflects the decisions managers face.
Growth needs stronger habits
The European anti-money-laundering package brings a fixed horizon. It takes effect from 10 July 2027. European rules will largely replace the current Dutch Wwft framework, and the reporting system will move from unusual transactions towards suspicious transactions.
For managers, the practical point is immediate. Firms with incomplete investor records or weak oversight of providers will need to repair current work while adapting to the new framework. That creates cost, delay and distraction when a fund wants to raise or deploy capital.
The manager in our closing scene does not need suspicion as a starting point. The manager needs curiosity, ownership and a record that joins the facts together. Fund growth is welcome when the habits behind it grow too. A light registration may shape the supervisory perimeter, but judgment still belongs inside the business.
If your fund’s investor records, transaction profiles or outsourced controls need a practical review, contact Pavan Geraedts.
The data, sourcing, and analysis behind this article were conducted by Paolo Maria Pavan. AI was not used to identify sources, build the factual basis, or produce the analytical judgment contained here. AI was used only as a drafting aid. The final English text was personally reviewed, edited, and approved by Paolo Maria Pavan before publication.
References
- Groei van beheerders van beleggingsinstellingen vraagt om extra aandacht voor de naleving van de anti-witwas- en sanctieregels
- Autoriteit Financiële Markten - What the light-manager regime does and does not lighten
- Autoriteit Financiële Markten - Light managers retain Wwft duties and accountability when work is outsourced
- Autoriteit Financiële Markten - Mandatory AFM Wwft and sanctions questionnaire and board responsibility
- Autoriteit Financiële Markten - Sanctions controls extend beyond a one-off name check
- FIU-Nederland - FIU money-flow signals and the evidence behind a transaction
- FIU-Nederland - FIU information requests turn weak records into operational pressure
- FIU-Nederland - European AML transition in July 2027
