Germany's KAGB adds categories AIFMD never required

The record

Germany transposed AIFMD through the Kapitalanlagegesetzbuch (KAGB), a capital investment code issued on 4 July 2013 and applied from 22 July 2013, the deadline the directive itself set. The statute's text, published by the federal justice ministry at gesetze-im-internet.de, replaced Germany's older investment-fund law and now governs both UCITS funds and alternative investment funds, including the closed-end vehicles most German venture capital managers use. Its opening definitions in Paragraph 1 mirror the directive's own structure closely enough that the parallel is a source, not an inference.

What the sources establish

Paragraph 1 defines an Investmentvermögen as any collective-investment undertaking that pools capital from a number of investors to invest under a defined strategy for their benefit, then defines an Alternativer Investmentfonds (AIF) as any Investmentvermögen that is not a UCITS fund, the same negative definition AIFMD's Article 4 uses for 'AIFs.' The statute goes further than that shared vocabulary, however: it splits AIFs into Spezial-AIF, whose units may only be acquired by professional or semi-professional investors under privately negotiated terms, and Publikumsinvestmentvermögen, open to retail investors, a distinction AIFMD's own text does not draw. Paragraph 2 sets exemptions for holding companies and occupational pension schemes that closely track AIFMD's Article 3 exclusions.

Scope and revision

The KAGB is not a translation of AIFMD; it is Germany's own statute, enacted under domestic legislative procedure, that happens to implement the directive's substance alongside additional national categories such as the Spezial-AIF distinction and product-level rules the directive leaves to Member States. A German venture fund manager's actual obligations therefore come from the KAGB's text and BaFin's supervisory practice under it, not from reading AIFMD's English-language text directly. Like most transposition statutes, the KAGB has been amended repeatedly since 2013, including changes tied to AIFMD II's 2026 transposition deadline, so its current form is not the 2013 original.

The decision in front of you

A manager or LP examining a German fund's structure can check whether it is organised as a Spezial-AIF, which signals a fund limited to professional and semi-professional investors under KAGB's own categories, rather than assuming AIFMD's EU-wide text alone describes the applicable rules. This is a description of the statute's structure, not advice on a specific fund's compliance.

• Is the fund structured as a Spezial-AIF or a Publikumsinvestmentvermögen under the KAGB's own categories?
• Which KAGB provisions implement AIFMD directly, and which are German-specific additions the directive does not require?
• Has the KAGB provision in question been amended since 2013, including for AIFMD II's transposition?

A transposition statute like the KAGB carries both the directive's substance and Germany's own additions, and the two are not always the same text.