Here's a round up of the recent legal and regulatory developments in investment funds.
UPDATED UCITS NOTICES – CONNECTED PARTY TRANSACTIONS
On 1 May 2013, the Central Bank of Ireland (the Central Bank) updated UCITS Notice 14 in light of changes to connected party transactions. The previous requirement of listing transactions with connected parties in the annual and half-yearly reports has been removed. Instead the amended UCITS Notice 14 now requires the board of directors of either the management company or the self-managed investment company to confirm compliance with regulatory requirements. The board of directors must ensure that the transaction was carried out as if negotiated as arm’s length and is in the best interests of the unitholders.
This clarifies the Central Bank’s waiver of the previous requirement. The updated UCITS Notices are available from the Central Bank’s website.
CENTRAL BANK – MARKETS UPDATE
On 15 May 2013, the Central Bank published the first edition of Market Update. The Central Bank hopes that this will highlight recent policy developments with regard to how the Central Bank supervises investment funds and their service providers, MiFID firms and financial markets. The Central Bank will only publish this when required as opposed to periodically.
The first issue of Market Update collated the newly released information on the Alternative Investment Fund Managers Directive, the updated UCITS Notices and Online Reporting for Investment Funds among others.
CENTRAL BANK PUBLISHES KEY AIFMD DOCUMENTATION
On 15 May 2013 the Central Bank issued its key documentation in connection with the implementation of the Alternative Investment Fund Managers Directive (the AIFMD) in Ireland.
The Central Bank has published a new AIF (Alternative Investment Fund) Rulebook which has replaced the AIF Handbook issued as part of the Central Bank's consultation paper (CP60) on the implementation of the AIFMD in Ireland. The AIF Rulebook is the Central Bank’s rulebook in relation to Alternative Investment Fund Managers and Alternative Investment Funds. The AIF Rulebook contains chapters concerning Retail Investor AIF, Qualifying Investor AIF, AIF Management Companies, Fund Administrators, Alternative Investment Fund Managers and AIF Depositaries.
AIFMD Questions and Answers Document
The Central Bank has also published an AIFMD Q&A. The Q&A sets out answers to queries that have been submitted to the Central Bank in relation to the implementation of the AIFMD. The purpose of the Q&A is to limit any uncertainty until definitive positions and practices are finalised and adopted by the Central Bank.
AIFM Application Forms
The Central Bank has also published AIFM Application Forms which include application forms for Qualifying Investor AIFs and Retail Investor AIFs. The Central Bank has also noted that it is ready to receive applications for authorisation under the AIFMD. This will facilitate the authorisation of managers who will wish to avail of the marketing passport from 22 July 2013.
REGULATORY REPORTING REQUIREMENTS FOR IRISH AUTHORISED INVESTMENT FUNDS
During May 2013, the Central Bank published a guidance note for Irish authorised Investment Funds. The guidance note aims to inform Investment Funds and management companies on the extension of the Central Bank's Online Reporting System to reporting for Investment Funds.
The guidance note sets out the different returns required for each different fund structure. It also specifies who is responsible for each filing and the frequency of such returns.
The Central Bank has indicated that it may periodically update the guidance note as required.
REVENUE CONSULTATION ON THE IMPLEMENTATION OF FATCA IN IRELAND
The Revenue Commissioners has recently opened a consultation period on the draft Financial Accounts Reporting Regulations which will implement the Foreign Accounts Tax Compliance Act (FATCA) in Ireland (the Regulations). The Regulations are accompanied by Guidance Notes on the Implementation of FATCA in Ireland (the Guidance Notes).
The Regulations state that any person who carries on business in the State as - (a) a custodial institution, (b) a depositary institution, (c) an investment entity or (d) a specified insurance company, shall be a reporting financial institution, subject to any possible exemptions. The Regulations outline provisions regarding the identification of account holders including the process of self-certification and the information that needs to be reported to the Irish Revenue Commissioners. The Regulations do not provide details on the registration arrangements for Irish financial institutions.
The Guidance Notes provide further information on reporting by financial institutions, exempt financial institutions and the identification of Account Holders. The Guidance Notes helpfully contain definitions of a number of expressions used in FATCA.
The Revenue Commissioners are accepting comments on both the draft Regulations and the draft Guidance Notes up to 31 May 2013.