The commencement order facilitating corporate fund re-domiciliation into Ireland has been signed by the Minister for Enterprise, Trade and Innovation.
The commencement order brings certain sections of the Companies (Miscellaneous Provisions) Act 2009 (the 2009 Act) into force and paves the way for the streamlined relocation of fund companies located in prescribed jurisdictions.
Effective from 7 September 2010, fund companies located in the following jurisdictions may avail of the re-domiciliation procedure contained in the 2009 Act;
- British Virgin Islands
- Cayman Islands
- The Isle of Man
The 2009 Act enables investment funds established and registered in the jurisdictions set out above to file applications with the Companies Registrations Office (CRO) to continue as a company under the laws of Ireland.
The process involves filing a suite of documentation at the CRO including, among other things, a statutory declaration from a director of the migrating company confirming the status of that company. An application will also be made simultaneously with the Financial Regulator for authorisation of the Fund as a UCITS or a non-UCITS, as applicable, in tandem with the CRO application.
- The advantages of the 2009 Act include the following:
- A straight forward and efficient process for investment funds seeking to relocate to Ireland;
- Migrating companies will not be treated as new legal entities as the existing corporate identity, its existing contractual arrangements, its track record and its listing history is retained; and
As there is no change of legal entity, the migration should not constitute a taxable event for investors. Ireland's robust regulatory framework for funds, the straight forward registration process envisaged under the 2009 Act and the potential avoidance of onerous tax implications should prove attractive to those fund companies currently located in the jurisdictions set out in the commencement order.
Further information on the re-domiciliation process is available here.