Passporting In/Out for Non-UCITS (NU) Investment Funds

Investment Funds authorised in Ireland must be marketed in accordance with the relevant laws, regulations and administrative provisions in force in the countries in which they are marketed.  

Where marketing is conducted through intermediaries or agents, a fund must ensure that adequate procedures are in place to verify independently their bona fides and regulatory standing and in particular, that where required, they have the necessary regulatory authorisation.

Inward marketing of NU investment funds established in other jurisdictions

1. NU Investment Funds which propose to market their units in Ireland must be authorised by a supervisory authority set up in order to ensure the protection of unitholders and which, in the opinion of the Central Bank, provides a similar level of investor protection to that provided under Irish laws, regulations and conditions governing investment funds.  

Alternatively, the Central Bank must be satisfied that the management and depositary arrangements, constitution and investment objectives of any investment fund which it is proposed to market in Ireland provide a similar level of investor protection to that provided by an NU investment fund authorised under the Irish laws regulations and conditions governing investment funds.

2. An NU Investment Fund situated in another jurisdiction which proposes to market its units in Ireland must make application to the Central Bank in writing, enclosing the following information and documentation: 

Information 

  • The full name of the investment fund
  • The full name and address of the investment fund operator. 
  • The full name and address of any supervisory authority or authorities to which the operator is subject in the state in which the operator is established. 
  • The full name and address of the depositary. 
  • The jurisdiction in which the investment fund is authorised. 
  • Details of the arrangements for the marketing of units in Ireland 
  • The full name and address of the establishment in Ireland (hereafter “facilities agent”) where facilities will be maintained where: 
    • unitholders can obtain payment of dividends and redemption or repurchase proceeds; 
    • the instrument(s) constituting the investment fund, the prospectus, the annual and half-yearly reports can be examined, free of charge, and copies obtained if required; and 
    • complaints can be made for forwarding to the head office of the operator. 

Documentation 

  • A statement or certificate from the supervisory authority of the investment fund confirming that it is authorised.
  • A certified copy of the fund rules or instruments of incorporation.
  • The prospectus and any amendments thereto.
  • The latest annual report and any subsequent half-yearly report.
  • A copy of any other document affecting the rights of unitholders in the investment fund.
  • Confirmation from the facilities agent that it has agreed to act for the investment fund.
  • Documentation submitted to the Central Bank must be in English or Irish or must be accompanied with a translation in English or Irish. 

3. NU Investment funds which are one of the following:

  • established in Guernsey and authorised as Class A schemes
  • established in Jersey and authorised as recognised funds
  • established in the Isle of Man as authorised schemes 

will receive approval to market their units in Ireland on completion of the information and documentation requirements. 

4. Marketing of units in Ireland may not take place until the investment fund has received a letter of approval from the Central Bank

5. The following statement must be included in a prominent position in each copy of the investment fund’s prospectus and in any marketing material distributed in Ireland for the purposes of promoting the fund: 
“While this fund has been approved to market its units to the public in Ireland by the Central Bank, the fund is not supervised or authorised in Ireland. It is incorporated/established in ________ and is supervised by ________.”  

6. The prospectus must provide the following information for Irish investors:

  • details of the facilities agent and the facilities maintained;
  • provisions of Irish tax laws, if applicable;
  • details of the places where issue and repurchase prices can be obtained or are published;
  • the minimum subscription requirement in the case of investment funds which market solely to professional investors. 

7. An NU investment fund constituted as an umbrella must seek approval before marketing units of additional sub-funds in Ireland. Applications must be made to the Central Bank, in writing, enclosing the following:

  • a statement or certificate from the supervisory authority of the umbrella investment fund confirming that the sub-fund is authorised;
  • the revised prospectus for the fund; and
  • details of any changes in the operation of the investment fund since the initial approval. 

8. Investment Funds marketing their units in Ireland must comply with the provisions of the Code of Advertising Standards for Ireland. The code is available from the Advertising Standards Authority for Ireland, 35/39 Shelbourne Road, Dublin 4. The standards are also outlined in NU 9, under “Advertising”. 

9. Investment funds marketing their units in Ireland must comply with the law, regulations and administrative provisions in force in Ireland.

10. The annual and half-yearly reports issued by investment funds marketing their units in Ireland must be submitted to the Central Bank as soon as they are available.  

11. When an investment fund has received approval from the Central Bank to market units in Ireland the name of the investment fund and the name and address of the facilities agent will be placed on a list of investment funds marketing in Ireland, which will be made available to the public on request.