Irish Collective Asset-Management Vehicles Act 2015

146.

Registration documents

146. (1) In this Chapter “registration documents”, in relation to a migrating body, means the following documents:

(a) a copy, certified and authenticated in such manner as may be specified by the Bank, of the certificate of registration or equivalent certificate or document issued with respect to the migrating body under the laws of the relevant jurisdiction;

(b) a copy, certified and authenticated in such manner as may be specified by the Bank, of the instrument of incorporation, or memorandum and articles, of the migrating body or equivalent constitutive document of the migrating body;

(c) a list setting out particulars in relation to the directors and secretary of the migrating body in accordance with the provisions of section 11 ;

(d) a statutory declaration of a director of the migrating body made, in such manner and form as may be specified by the Bank, not more than 28 days before the date on which an application is made to the Bank under section 147 to the effect that—

(i) the migrating body is, as of the date of the declaration, established and registered in the relevant jurisdiction, no petition or other similar proceeding to wind up or liquidate the migrating body has been notified to it and remains outstanding in any place, and no order has been notified to the migrating body or resolution adopted to wind up or liquidate the migrating body in any place,

(ii) the appointment of a receiver, liquidator or other similar person has not been notified to the migrating body and, at the date of the declaration, no such person is acting in that capacity in any place with respect to the migrating body or its property or any part of its property,

(iii) the migrating body is not, at the date of the declaration, operating or carrying on business under any scheme, order, compromise or other similar arrangement entered into or made by the migrating body with creditors in any place,

(iv) at the date of the declaration the migrating body has served notice of the proposed registration on the creditors of the migrating body,

(v) any consent or approval to the proposed registration in the State required by any contract entered into or undertaking given by the migrating body has been obtained or waived, and

(vi) the registration is permitted by and has been approved in accordance with the instrument of incorporation, or memorandum and articles, or equivalent constitutive document of the migrating body;

(e) a declaration of solvency prepared in accordance with Chapter 3;

(f) a schedule of the charges or security interests created or granted by the migrating body that would, if such charges or security interests had been created or granted by an ICAV, have been registerable under Part 6 and the particulars of such charges and interests as are specified in relation to charges by that Part;

(g) notification of the proposed name of the migrating body if different from its existing name;

(h) a copy of the instrument of incorporation which the migrating body has resolved to adopt, which shall be in the Irish language or the English language, which shall take effect on registration under section 147 and which the migrating body undertakes not to amend before registration without the prior approval of the Bank.

(2) If the original of any of the documents referred to in subsection (1) is not written in the Irish language or the English language, then “registration documents” in so far as that expression relates to such a document, means a translation of the document into the Irish language or the English language certified as being a correct translation of it by a person who is competent to so certify.