Originally published 8 September, 2010

A commencement order supporting the Companies (Miscellaneous Provisions) Act, 2009 (the "2009 Act") has now been signed into law, giving immediate full effect to a new procedure for corporate investment funds to relocate to Ireland from other jurisdictions or vice versa.

The 2009 Act permits any non-Irish corporate fund, established in a prescribed jurisdiction that has a corresponding corporate migration regime*, to apply to be registered with the Companies Registration Office to continue in existence as an Irish company and to simultaneously seek authorisation by the Financial Regulator as an Irish domiciled investment fund (under an appropriate regulatory regime, for example, as a UCITS or non- UCITS qualifying investor fund). The 2009 Act also provides for a corresponding facility to allow Irish corporate funds to move from Ireland to another jurisdiction.

This new corporate migration regime provides a much simpler solution for fund relocations compared with the previous option of a standard fund merger - three key elements of the new regime being:

  • track record can be maintained;
  • investor consent will generally not be required; and
  • the relocation should not carry any adverse tax implications for the fund or its investors.

We have prepared a guidance paper entitled "Re-domiciling funds to Ireland – key elements to consider". This examines some of the more practical questions facing asset managers considering re-domiciling funds to Ireland under the new corporate migration regime and provides a guide as to how the process shall work in practice. If you would like to receive a copy of this guidance paper, please refer to the contact below or your usual contact at Eversheds O'Donnell Sweeney.

The introduction of the new regime has been roundly welcomed by the Irish funds industry and is likely to pave the way for a new wave of existing funds to relocate to Ireland from other jurisdictions.

Ireland is widely regarded as the jurisdiction of choice for asset managers seeking to establish regulated fund products for global distribution. The introduction of this new corporate migration regime strengthens this position and further enhances the efficiencies of the Irish regulatory framework.

*The approved jurisdictions are the Cayman Islands; the British Virgin Islands; Guernsey; Jersey; the Isle of Man and Bermuda.

This briefing is correct as at 8 September, 2010.

Disclaimer

This information is for guidance purposes only. It does not constitute legal or professional advice. Professional or legal advice should be obtained before taking or refraining from any action as a result of the contents of this publication. No liability is accepted by Eversheds O'Donnell Sweeney for any action taken in reliance on the information contained herein. Any and all information is subject to change. Eversheds O'Donnell Sweeney is not responsible for the contents of any other website or third party material which can be accessed through this website.

Eversheds O'Donnell Sweeney is an Irish partnership and a member firm of the Eversheds International network of firms affiliated with Eversheds International Limited, an English company limited by guarantee. Member firms of Eversheds International are independent firms and members of Eversheds International Limited, but have no authority to obligate or bind Eversheds International Limited or one another vis-à-vis third parties. Neither Eversheds International Limited nor any of its member firms have any liability for each other's acts or omissions.