Cross-border distribution of investment funds - Irish developments

The EU’s new regulatory framework facilitating the cross-border distribution of collective investment undertakings comprises:

• A Regulation ((EU) 2019/1156) on facilitating cross-border distribution of collective investment undertakings and amending the EuVECA (Regulation (EU) No 345/2013) and EuSEF (Regulation (EU) No 346/2013) Regulations (the CBD Regulation); and
• A Directive ((EU) 2019/1160) which amends the Undertakings for Collective Investment in Transferable Securities (UCITS) Directive and the Alternative Investment Fund Managers Directive (AIFMD) with regard to cross-border distribution (the CBD Directive); and.

The key objectives of the European and Irish legislation is to facilitate EU cross-border distribution of undertakings for collective investment in transferable securities (UCITS) and alternative investment funds (AIFs) and to harmonise the regulatory framework governing the distribution of such investment funds.

Implementation into Irish Law

The CBD Regulation, which is directly effective, came into effect in August 2019 with the provisions relating to marketing largely commencing from 2 August 2021.

The European Union (Undertakings for Collective Investment in Transferable Securities) (Amendment) Regulations 2021 and the European Union (Alternative Investment Fund Managers) (Amendment) Regulations 2021 have now been signed into Irish law. The new legislation, which transposes into Irish law certain terms of the CBD Directive, enters into force from the 6 August 2021.

Particular attention should be given to the new pre-marketing regime applicable to AIFs, the applicable conditions for marketing discontinuation applicable to UCITS and AIFs, the requirement to provide local facilities for AIFs and UCITS marketed to retail investors, and also the content requirements for marketing communications including the potential requirement to submit copies of such communications for prior review by regulatory authorities.

Regulatory website guidance on marketing requirements and regulatory fees

On 29 July, 2021, the Central Bank of Ireland (CBI) published website guidance (as required under Articles 1 and 2 of the Cross-Border Fund Distribution Level 2 Measures (Commission Implementing Regulation (EU) 2021/955) in relation to the marketing requirements and regulatory fees and charges for UCITS and AIF products.

Information on the national laws, regulations and administrative provisions in Ireland governing marketing requirements (as referred to in Article 5(1) of the CBD Regulation) has been published by the CBI and is available here for UCITS and here for AIFS.

Information on the fees and charges levied by the CBI for carrying out its duties in relation to the cross-border activities of UCITS management companies, AIFMs, EuSEF managers and EuVECA managers referred to in Article 10(1) of the Cross-Border Fund Distribution Regulation has also been published by the CBI and is available here for UCITS and here for AIFs.

We invite you to read our interactive guide on the “Cross-border distribution of Alternative Investment Funds – What you need to know about the new regulatory framework”.

Should you require more detailed information and assistance on the above topic and its implications, please do not hesitate to contact Aongus McCarthy.