Investment Limited Partnerships Act 1994

F122[Revocation of authorisation of investment limited partnerships when continued under law of place outside the State.


65. (1) A general partner which proposes its investment limited partnership to be registered in a relevant jurisdiction by way of continuation as a partnership may apply to the Bank for the authorisation of that investment limited partnership to be revoked under section 29(2).

(2) Where an application is made under subsection (1), the Bank shall not revoke the authorisation of the investment limited partnership, the subject of the application, unless it is satisfied that all of the requirements of this Act in respect of that revocation and of matters precedent and incidental to that revocation have been complied with and, in particular, but without prejudice to the generality of the foregoing, it is satisfied that

(a) the general partner of the partnership has delivered to the Bank an application for the purpose, in such form as may be specified by the Bank and signed by the general partner, together with the transfer documents,

(b) the general partner has paid in respect of the partnership any levies or fees prescribed under section 32D or 32E of the Central Bank Act 1942 which are due,

(c) the partnership complies with any conditions that the Bank may impose on the partnership, and

(d) the general partner of the partnership has delivered to the Bank notice of any proposed change in the name and of proposed registered office or agent for service of process of the partnership in the relevant jurisdiction.

(3) An application under this section shall be accompanied by a statutory declaration, in such form as may be specified by the Bank, made by a solicitor engaged for this purpose by the general partner of the partnership and stating that the requirements mentioned in subsection (2) have been complied with, and the Bank may accept such a declaration as sufficient evidence of compliance.

(4) Any partner of an investment limited partnership who complains that

(a) the procuring, by a general partner, any other partner or any person connected with the management of the partnership, of the passing of the resolution referred to in paragraph (c) of the definition of ‘transfer documents’ in section 64(1), or

(b) the taking of any steps on foot thereof for the migration of the partnership to the relevant jurisdiction,

constitutes conduct that

(i) is oppressive to him or her or any of the persons who are partners of the investment limited partnership (including himself or herself), or

(ii) is in disregard of his or her or their interests as partners,

may apply to the court for an order under subsection (5).

(5) If, on an application under subsection (4), the court is of opinion that either of the matters referred to in paragraphs (a) and (b) of that subsection has resulted in conduct that falls within paragraph (i) or (ii) of that subsection the court may, with a view to bringing to an end the matters complained of, make such order or orders as it thinks fit.

(6) The orders which the court may so make include an order

(a) directing or prohibiting any act or cancelling or varying any transaction (including cancellation of the revocation by the Bank of the partnership’s authorisation),

(b) for the purchase of the partnership interest of the partner who has made the application under subsection (4) by other partners of the partnership, and

(c) for the payment by the partnership of compensation to the partner who has made the application under subsection (4).]




Inserted (1.02.2021) by Investment Limited Partnerships (Amendment) Act 2020 (31/2020), s. 40, S.I. No. 19 of 2021.