[The provisions of footnote 1 in chapter 4 AIF Management Company Requirements will apply mutatis mutandis to directors of AIFM which manage authorised AIF that are in distressed or failing circumstances.]

1. Departures from the office of director and the reason for the departure must be notified to the Central Bank immediately by filing the relevant Central Bank form. In all cases where a director wishes to resign and prior to completing the relevant Central Bank form, the board or its Chair must form a view as to the impact of the resignation on the AIFM having regard to the current and prospective financial state of the AIFM and the AIFs under management. In the event that the board or, in the absence of a board meeting, the Chair forms the view that the situation is one which could create such concern on the part of the Central Bank, it shall state this on the relevant Central Bank form. The board or its Chair may consult the Central Bank in order to help it form a view on that matter.

2. The AIFM shall not have directors in common with the board of the depositary of the AIF under management.

3. The AIFM shall have a minimum of two directors that are Irish residents.