Investment Funds, Companies and Miscellaneous Provisions Act 2005 (No. 12)

AI Summary of Investment Funds, Companies and Miscellaneous Provisions Act 2005 (No. 12)

The Investment Funds, Companies and Miscellaneous Provisions Act 2005 (No. 12) plays a crucial role in modernising Ireland's statutory framework. Its key aims include clarifying and strengthening regulatory and administrative provisions related to investment funds and companies. The Act establishes essential definitions, governance structures, and regulatory obligations while detailing enforcement mechanisms and procedural rules. Moreover, it provides for transitional arrangements and potentially amends or repeals previous legislation to promote coherence and legal certainty.

This legislation impacts a wide range of stakeholders, including public authorities, financial organisations, employers, service providers, and citizens. By enhancing transparency and efficiency within the legislative environment, the Act underpins the ongoing development of robust regulatory frameworks in Ireland, thereby fostering a more effective and modern approach to investment and corporate governance.

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Version status: In force | Document consolidation status: Updated to reflect all known changes

Published date: 29 June 2005

		Future version	Amendment requiring commencement	Draft proposed change
	Introductory Text
	Acts Referred to
	Part 1 Preliminary and General (ss. 1-5)
	1. Short title, collective citation and construction.
	2. Commencement.
	3. Interpretation generally.
	4. Orders and regulations.
	5. Expenses.
	Part 2 Common Contractual Funds (ss. 6-21)
	6. Interpretation (Part 2).
	7. Non-application of this Part to certain undertakings.
	8. Authorisation of non-UCITS common contractual funds.
	9. Public information and reporting on authorisation of common contractual funds.
	10. Powers of Bank.
	11. Refusal of authorisation.
	12. Alteration in deed of constitution of, or change in name of, common contractual fund.
	13. Replacement of management company or custodian.
	14. Obligation on management companies under common contractual funds to purchase units.
	15. Prohibition of certain transactions and making of certain profits by management companies, etc.
	16. Assets of common contractual funds.
	17. Liability of custodians of common contractual funds.
	18. Application of certain provisions of UCITS Regulations.
	18A. Requirement to hold information on beneficial ownership of common contractual fund.
	18B. Duty to give particular notice to individuals believed to be beneficial owners of common contractual fund.
	18C. Other particular steps that may be taken to establish identity of beneficial owners.
	18D. Duty to keep information in register up-to-date.
	18E. Duty of beneficial owner (in certain circumstances) to notify his or her status as such.
	18F. Duty of individual (in certain circumstances) to notify relevant change.
	18G. Offence for failure to comply with notice under section 18B, 18C or 18D.
	18H. Duty to keep and maintain a beneficial ownership register.
	18I. Discharge of initial central filing obligation - construction of references to that expression in sections 18J to 18P.
	18J. Delivery of information under sections 18M to 18P: delivery may be effected by persons external to management company (as well as by officers or employees of it).
	18K. Registrar of Beneficial Ownership of Common Contractual Funds.
	18L. Establishment and maintenance of central register.
	18M. Obligation of management company to deliver beneficial ownership information to Registrar and related obligations of designated person where certain discrepancies discovered.
	18N. Information which shall be delivered to Registrar.
	18O. Information to be provided by presenter.
	18P. Duty to keep information in beneficial ownership register and central register aligned and up-to-date.
	18Q. Unrestricted access to beneficial ownership information in central register.
	18R. Restricted access to beneficial ownership information in central register.
	18S. Obligations of competent authorities to report certain discrepancies to Registrar.
	18T. Fees may be charged for access to central register.
	18U. Offence for failure to comply with section 18M, 18N, 18O or 18P and supplemental provisions.
	19. Offences in relation to certain bodies.
	20. Offences under provisions of this Part.
	21. Penalties.
	Part 3 Amendments to Part XIII of Act of 1990 (ss. 22-28)
	22. Amendment of section 252 of Act of 1990.
	23. Amendment of section 254 of Act of 1990.
	24. Amendment of section 255 of Act of 1990.
	25. Segregated liability of sub-funds - insertion of new sections in Part XIII of Act of 1990.
	26. Amendment of section 257 of Act of 1990.
	27. Amendment of section 260 of Act of 1990.
	28. Insertion of new section 260A in Act of 1990.
	Part 4 Market Abuse (ss. 29-37)
	29. Interpretation (Part 4).
	30. Regulations (Part 4).
	31. Repeal of Part V of Act of 1990 and Companies (Amendment) Act 1999.
	32. Conviction on indictment of offences under Irish market abuse law: penalties.
	33. Civil liability for certain breaches of Irish market abuse law.
	34. Supplementary rules, etc., by competent authority.
	35. Amendment of section 33AJ of Central Bank Act 1942.
	36. Amendment of section 33AK of Central Bank Act 1942.
	37. Application of Irish market abuse law to certain markets.
	Part 5 Public Offers of Securities (ss. 38-55)
	50. Exclusion of Investment Intermediaries Act 1995.
	51. Power to make certain rules and issue guidelines.
	52. Avoidance of certain agreements.
	53. Amendment of section 53 of Act of 1963.
	54. Amendment of section 55 of Act of 1963.
	55. Amendment of section 57 of Act of 1963.
	49. Local offers.
	38. Interpretation (Part 5).
	39. Construction of certain terms in Act of 1963.
	40. Repeal of certain provisions of Act of 1963 and revocation.
	41. Civil liability for misstatements in prospectus.
	42. Section 41: exceptions and exemptions.
	43. Restriction of liability where non-equity securities solely involved.
	44. Indemnification of certain persons.
	45. Expert's consent to inclusion in prospectus of statement attributed to him or her.
	46. Regulations (Part 5).
	48. Untrue statements and omissions in prospectus: criminal liability.
	47. Penalties on conviction on indictment and defences in respect of certain offences.
	Part 6 Miscellaneous Company Law Amendments (ss. 56-74)
	72. Replacement of references to Companies Registration Office Gazette for references to Iris Oifigiúil.
	60. Section 59: supplemental provisions.
	56. Amendment of section 60 of Act of 1963.
	57. Electronic filing agents.
	58. Section 57: supplemental provisions.
	59. Reservation of company name.
	61. Amendment of section 128 of Act of 1963.
	62. Amendment of section 195 of Act of 1963.
	63. Amendment of section 302(1) of Act of 1963.
	64. Amendment of section 371(1) of Act of 1963.
	66. Amendment of section 22 of Companies (Amendment) Act 1986.
	67. Amendment of section 19 of Act of 1990.
	68. Amendment of section 20 of Act of 1990.
	69. Amendment of section 21 of Act of 1990.
	70. Amendment of section 166 of Act of 1990.
	71. Amendment of section 242 of Act of 1990.
	73. Miscellaneous amendments of Companies Acts related to penalties.
	74. Amendment of section 110A of Company Law Enforcement Act 2001.
	65. Amendment of section 12B of Companies (Amendment) Act 1982.
	Part 7 Miscellaneous Amendments (ss. 75-87)
	78. Amendment of section 26 of Prices Act 1958.
	79. Amendment of section 23 of Restrictive Practices Act 1972.
	80. Amendment of section 17 of Consumer Information Act 1978.
	81. Amendment of section 6 of Sale of Goods and Supply of Services Act 1980.
	82. Amendment of section 13 of Consumer Credit Act 1995.
	83. Amendment of sections 6 and 7 of Package Holidays and Travel Trade Act 1995.
	84. Amendment of section 31 of National Standards Authority of Ireland Act 1996.
	85. Amendment of Industrial and Provident Societies Act 1893.
	86. Validation.
	87. Amendment of section 33AN of, and Schedule 2 to, Central Bank Act 1942.
	77. Amendment of UCITS Regulations.
	75. Amendment of Irish Takeover Panel Act 1997.
	76. Amendment of section 45 of Competition Act 2002.
	Schedule - Amendment of European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2003 (S.I. No. 211 of 2003) as Amended

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AI Summary of Investment Funds, Companies and Miscellaneous Provisions Act 2005 (No. 12)