Circular 2/2011 of the Spanish securities market regulator (Comisión Nacional del Mercado de Valores (CNMV)) was published on June 22 2011 and came into force on July 1 2011. It specifies the information that must be submitted by foreign collective investment schemes that are registered with the CNMV.
The circular, which replaces CNMV Circular 2/2006, constitutes part of the Spanish implementation of the EU Undertakings for Collective Investment in Transferable Securities (UCITS) IV rules. Some of the most relevant changes are as follows:
- The procedure for registering UCITS in Spain has been revised in accordance with European Commission Ruling 584/2010. In particular, it is not necessary to incorporate the subfunds of the umbrella UCITS with the CNMV on an individual basis. In addition, the updating of key investor information documents and distribution memoranda may be notified electronically, instead of in paper form, with no need for a sworn translation into Spanish as previously.
- A specific form should be used for the distribution of collective investment schemes, pursuant to Part B of European Commission Ruling 584/2010. This procedure, established in Circular 2/2011, is part of the non-harmonised UCITS IV framework and is thus a discretionary development of the CNMV.
- Circular 2/2011 also clarifies the documents that must be recorded by the local representatives domiciled in Spain appointed by the collective investment scheme for such purposes. The documents that must be provided to investors by the distributors, with regard to both UCITS and non-UCITS, have also been clearly identified.
- The scope of the information to be reported by the local representatives of the collective investment scheme in connection with the annual report for the deferral of personal income tax has been enhanced.
Other developments to streamline the Spanish regulatory framework and adapt it to the UCITS IV environment are still pending. In particular, significant amendments to the law on collective investment schemes are expected to enter into force in the coming months. Among other things, Spanish asset management companies will be allowed to use omnibus accounts for the registration of investors' units/shares, in order to establish an equal playing field with respect to EU collective investment schemes.
For further information on this topic please contact Luis De la Peña at Garrigues by telephone (+34 91 514 52 00), fax (+34 91 399 24 08) or email ([email protected]).