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Version status: In force | Document consolidation status: Updated to reflect all known changes
Published date: 4 March 2015

Irish Collective Asset-management Vehicles Act 2015 (No. 2) (ICAV Act)

Comparing proposed amendment...
Introductory Text
Acts Referred to
Part 1 Preliminary and general (ss. 1-8)
Chapter 1 Preliminary (ss. 1-4)
In force
1. Short title and commencement
In force
2. Definitions
In force
2A. Supplemental interpretation provisions regarding ordinary and special resolutions
In force
3. Power to make regulations
In force
4. Expenses
Chapter 2 Creation of ICAVs and carrying on of business (ss. 5-8B)
In force
5. Creation of ICAV with limited liability
In force
6. Instrument of incorporation
In force
7. Registered office and head office
In force
8. Carrying on of business
In force
8A. Capacity not limited by an ICAV's instrument of incorporation
In force
8B. Effect of instrument of incorporation
Part 2 Registration and authorisation of ICAVs etc. (ss. 9-37)
Chapter 1 Registration (ss. 9-16)
In force
9. Registration order
In force
10. Application for registration order
In force
11. Contents of statement required by section 10(2)(b)(ii)
In force
12. Making of registration order
In force
13. Requirements referred to in section 12(1)(a)(ii)
In force
14. Registration of certain matters following making of registration order
In force
15. Commencement of registration order
In force
16. Decision to refuse registration order
Chapter 2 Authorisation and approval (ss. 17-28)
In force
17. Authorisation
In force
18. Application for authorisation
In force
19. Grant of authorisation
In force
20. Decision to refuse authorisation
In force
21. Appointment and approval of depositary
In force
22. Application for approval of management company
In force
23. Approval of management company
In force
24. Refusal to approve management company
In force
25. Authorisation or approval not a warranty
In force
26. Revocation of authorisation
In force
27. Imposition of conditions by Bank
In force
28. Prohibition on carrying on business as ICAV unless authorised etc.
Chapter 3 Names and changes in instrument of incorporation (ss. 29-31)
In force
29. Name of ICAV
In force
30. Approval for change of name
In force
31. Alteration in instrument of incorporation
Chapter 4 Execution of documents, seals, etc. (ss. 32-34A)
In force
32. Execution of documents
In force
33. Common seal
In force
34. Official seal for share certificates
In force
34A. Powers of attorney
Chapter 5 Sub-funds of umbrella funds (ss. 35-37)
In force
35. Segregated liability of ICAV sub-funds
In force
36. Requirements to be complied with by, and other matters respecting, an umbrella fund
In force
37. Further matters about umbrella funds
Part 3 Shares and debentures etc. (ss. 38-55)
In force
38. Power to issue shares and debentures
In force
39. Share certificates
In force
40. Evidence of share certificate
In force
41. Nature of shareholding
In force
42. Transfer of registered shares
In force
43. Refusal to register transfer of shares
In force
44. Certification of transfer of shares
In force
45. Transfer: supplementary
In force
46. Power to purchase own shares
In force
47. Treatment of purchased shares
In force
48. Membership
In force
49. Register of members
In force
50. Inspection of register of members
In force
51. Consequences of failure to comply with requirements as to register owing to agent's default
In force
52. Rectification of register
In force
53. Trusts not to be entered on the register
In force
54. Register as evidence
In force
55. Power of members to complain of oppressive conduct
Part 4 Directors and other officers (ss. 56-87)
Chapter 1 Appointment, removal etc. (ss. 56-68)
In force
56. Number of directors
In force
57. Secretary
In force
58. Prohibition on body corporate being director
In force
59. Avoidance of acts done by person in dual capacity as director and secretary
In force
60. Validity of acts of directors
In force
61. Appointment of directors to be voted on individually
In force
62. Removal of directors
In force
63. Prohibition of undischarged bankrupt acting as officer etc. of ICAV
In force
64. Examination as to solvency status of director etc.
In force
65. Register of directors and secretaries
In force
66. Provisions supplementary to section 65
In force
67. Entitlement to notify Bank of changes if section 65(6) contravened
In force
68. Particulars relating to directors to be shown on all business letters
Chapter 2 Controls of directors (ss. 69-77A)
In force
69. Prohibition of tax-free payments to directors
In force
70. Payment of compensation
In force
71. Duty of director to disclose payments made in connection with transfer of shares
In force
72. Sections 70 and 71: supplementary
In force
73. Contracts of employment of directors
In force
74. Section 73: anti-avoidance
In force
75. Prohibition of loans etc. to directors and connected persons
In force
76. Section 75: supplementary
In force
77. Section 75: connected persons
In force
77A. Intra-group transactions
Chapter 3 Other matters (ss. 78-87)
In force
78. Fiduciary duties of directors of ICAVs
In force
79. Statement of principal fiduciary duties of directors of ICAVs
In force
80. Directors to have regard to interests of employees
In force
81. Register of shareholdings of directors etc.
In force
82. Disclosure for purposes of section 81
In force
83. Declaration of interest in contracts
In force
84. Breaches of certain duties: liability to account and indemnify
In force
85. Power of court to grant relief to officers of ICAV
In force
85A. Anticipated claim: similar power of relief as under section 85
In force
86. Restrictions on directors of insolvent ICAVs
In force
87. Disqualification of directors etc.
Part 5 Meetings (ss. 88-91)
In force
88. Minutes of meetings
In force
89. Annual general meetings
In force
90. Extraordinary general meetings
In force
91. Convening of extraordinary general meetings by members
Part 5A Written resolution (ss. 91A-91C)
In force
91A. Unanimous written resolutions
In force
91B. Majority written resolutions
In force
91C. Supplemental provisions in relation to section 91B
Part 6 Charges and debentures (ss. 92-108)
Chapter 1 Interpretation (s. 92)
In force
92. Definitions
Chapter 2 Registration of charges and priority (ss. 93-103)
In force
93. Registration of charges created by ICAVs
In force
94. Duty of ICAV with respect to registration under section 93 and right of others to effect registration
In force
95. Duty of ICAV to register charges existing on property acquired
In force
96. Priority of charges
In force
97. Registration of judgment mortgages
In force
98. Register of charges
In force
99. Certificate of registration
In force
100. Entries of satisfaction and release of property from charge
In force
101. Extension of time for registration of charges and rectification of register
In force
102. Copies of instruments creating charges to be kept
In force
103. Netting of Financial Contracts Act 1995 not to affect registration requirements
Chapter 3 Provisions as to debentures (ss. 104-107)
In force
104. Liability of trustees for debenture holders
In force
105. Perpetual debentures
In force
106. Power to re-issue redeemed debentures
In force
107. Specific performance of contracts to subscribe for debentures
Chapter 4 Prohibition on registration of certain matters affecting shareholders (s. 108)
In force
108. Registration against ICAV of certain matters prohibited
Part 7 Accounts, reports and auditing (ss. 109-139)
Chapter 1 Accounting records (ss. 109-115)
In force
109. Obligation to keep adequate accounting records
In force
110. Basic requirements for accounting records
In force
111. Where accounting records are to be kept
In force
112. Access to accounting records
In force
113. Retention of accounting records
In force
114. Accounting records: offences
In force
115. Personal liability of officers where adequate accounting records not kept
Chapter 2 Annual accounts (ss. 116-117)
In force
116. Annual accounts
In force
117. Accounts to include information about directors
Chapter 3 Directors' reports (ss. 118-119)
In force
118. Directors' report
In force
119. Revised directors' reports
Chapter 4 Audit (ss. 120-139)
In force
120. Auditor reports on accounts
In force
121. Consideration by auditor of consistency of directors' report with ICAV's accounts
In force
122. Duty of auditor in relation to suspected commission of indictable offence
In force
123. Eligibility to be auditor
In force
124. Auditor acting where ineligible
In force
125. Appointment of auditors
In force
126. Casual vacancy
In force
127. Partnerships
In force
128. Auditor's access to records
In force
129. Rights of auditors
In force
130. Remuneration of auditors
In force
131. Power of competent authority
In force
132. Removal of auditor
In force
133. Resolution for removal of auditor
In force
134. Auditor who has been removed
In force
135. Resignation of auditor
In force
136. Statement of circumstances
In force
137. Auditor who has resigned
In force
138. Requirements consequent on ceasing to hold office
In force
139. Withdrawal of approval
Part 8 Conversions of investment company or UCITS to ICAV (ss. 140-144)
In force
140. Conversion of investment company or UCITS to ICAV
In force
141. Declaration of solvency
In force
142. Registration pursuant to application for conversion
In force
143. Further statutory declarations
In force
144. Failure to comply
Part 9 Migration (ss. 145-152)
Chapter 1 Migration-in to become ICAV (ss. 145-148)
In force
145. Definitions
In force
146. Registration documents
In force
147. Continuation of migrating body
In force
148. Supplementary provision in relation to section 147
Chapter 2 De-registration following migration out (ss. 149-151)
In force
149. Definitions
In force
150. De-registration of ICAVs when continued under law of place outside the State
In force
151. Provisions supplementary to section 150
Chapter 3 Declaration of solvency (s. 152)
In force
152. Statutory declaration as to solvency
Part 10 Receivers and winding up (ss. 153-154)
Chapter 1 Receivers (s. 153)
In force
153. Receivers
Chapter 2 Winding up (s. 154)
In force
154. Winding up
Part 11 Strike off and restoration (ss. 155-172)
Chapter 1 Strike off of ICAV (ss. 155-165)
In force
155. When Bank may strike ICAV off register
In force
156. Grounds for involuntary strike off
In force
157. Bank's notice to ICAV of intention to strike it off register
In force
158. Contents of Bank's notice to ICAV
In force
159. Meaning of remedial step
In force
160. Public notice of intention to strike ICAV off register
In force
161. Conditions for voluntary strike off
In force
162. Public notice in case of voluntary strike off
In force
163. Striking off (involuntary and voluntary cases) and dissolution
In force
164. Effect of removal and dissolution
In force
165. Power of Bank to obtain information
Chapter 2 Restoration of ICAV to register (ss. 166-172)
In force
166. Application of Chapter
In force
167. Restoration on application to Bank
In force
168. Restoration on application to High Court
In force
169. Requirements for application to High Court under section 168
In force
170. Terms of High Court order on application under section 168
In force
171. High Court order for restoration on application of Bank
In force
172. Supplementary High Court orders
Part 12 Investigations, compliance and enforcement (ss. 173-181)
In force
173. Investigations
In force
174. Compliance orders
In force
175. Restraining directors and others from removing assets
In force
176. Agency with responsibility for enforcement of offences
In force
177. District court district within which summary proceedings may be brought
In force
178. Application of other provisions relating to offences
In force
179. Special provisions applying where default in delivery of documents to Bank
In force
180. General Offences
In force
181. Evidential matters
Part 13 Miscellaneous (ss. 182-192)
In force
182. Registration and inspection of documents
In force
183. Mergers involving ICAV
In force
184. Taxation
In force
185. Fees
In force
186. Categories of offences
In force
187. Amendments of UCITS Regulations
In force
188. Adaptation of certain provisions of UCITS Regulations
In force
189. Amendments of Central Bank Act 1942
In force
190. Exemption from liability void
In force
191. Notice, etc.
In force
192. Director of Corporate Enforcement
In force
Schedule - Accounts