On 5 October 2015, the Central Bank of Ireland issued new regulations for UCITS. The Central Bank also issued a Feedback Statement on CP 77 – Consultation on Publication of UCITS Rulebook, which:
- removes the requirement for UCITS to have a promoter;
- withdraws its list of permitted markets for UCITS; and
- introduces a new half-yearly reporting requirement for UCITS.
From 1 November 2015, the Central Bank of Ireland (the “Central Bank”) will no longer require Undertakings for Collective Investments in Transferable Securities ("UCITS") to have a promoter; a list of permitted markets will no longer be published; and UCITS will now be required to submit half-yearly reports.
Removal of Promoter Approval Process
In requiring UCITS to have a promoter, being a firm having at least €635,000 in shareholder funds, the promoter approval requirement was seen by industry as a barrier to the establishment of Irish UCITS, particularly for smaller managers.
The Central Bank is withdrawing Guidance Note 1/96 (Permitted Markets for Retail Collective Investment Schemes) and will no longer publish a list of permitted markets that it deems to comply with the meaning of regulated market under the UCITS regulations.
UCITS management companies or self-managed UCITS are now required to ensure that a particular market meets the definition of “regulated market” and the criteria set out in the new UCITS regulations (the "2015 Regulations").
This change of policy is important, particularly for managers who wish to acquire convertible debt securities traded on US broker-dealer markets, as it provides greater flexibility to determine whether Rule 144A securities are traded on a regulated market and thereby eligible for investment by UCITS.
Additional Semi-Annual Reporting
UCITS and their management companies and depositaries will now be required to prepare a second set of semi-annual reports. This new requirement is in addition to a firm’s management accounts for the first six months and the audited annual accounts.
The Central Bank believes this will be an important supervisory tool allowing it to compare reports from one half of the year to the next, and will provide more timely key risk indicators/alerts on PRISM - the Central Bank’s risk-based framework for the supervision of regulated entities.
New UCITS Regulations
The 2015 Regulations have been introduced on a statutory basis. Their purpose is to ensure clarity and enforceability of UCITS regulation. They complement the existing regulations, namely the European Communities (Undertaking for Collective Investment in Transferable Securities) Regulations 2011.
The 2015 Regulations apply from 1 November 2015 for new UCITS. However, for UCITS currently in existence, the effective date is 1 November 2016.
The issuance of the 2015 Regulations is a welcome development and brings with it further clarity on the rules the Central Bank applies to UCITS.
In addition, a further edition of the UCITS Q&A has been updated to reflect the 2015 Regulations.