Irish Collective Asset-Management Vehicles Act 2015


Annual general meetings

89. (1) Subject to subsections (2) and (4), an ICAV shall in each year hold a general meeting (in this Act referred to as an “annual general meeting”) in addition to any other meetings, whether general or otherwise, it may hold in that year.

(2) If an ICAV holds its first annual general meeting within 18 months after the date on which the registration order made by the Bank in respect of the ICAV comes into operation, subsection (1) does not require the ICAV to hold any other meeting as its annual general meeting in the year of its incorporation or in the following year.

(3) Subject to subsections (2) and (4), not more than 15 months may elapse between the date of one annual general meeting of an ICAV and the date of the next.

(4) The directors of an ICAV may elect to dispense with the holding of an annual general meeting by giving 60 days’ written notice to all of the ICAV’s shareholders.

(5) An election under subsection (4) has effect for the year in which it is made and subsequent years, but does not affect any liability already incurred by reason of default in holding an annual general meeting.

(6) But where an election under subsection (4) has effect for a year—

(a) one or more members of the ICAV holding, or together holding, not less than 10 per cent of the voting rights in the ICAV, or

(b) the auditor of the ICAV,

may require the ICAV to hold an annual general meeting in that year by giving notice in writing to the ICAV in the previous year or at least one month before the end of that year and the ICAV shall hold the required meeting.

(7) Annual general meetings of an ICAV shall be convened in accordance with the ICAV’s instrument of incorporation.

(8) If an ICAV fails to comply with this section, the ICAV and any officer of it who is in default commits a category 3 offence.