Fund vehicles for Liquid alternatives

Introduction

A diversified choice of fund regimes and vehicles adapted to any strategy and distribution model

  • Open-ended Undertakings for Collective Investment in Transferrable Securities (UCITS), Retail Investor Alternative Investment Funds (RIAIFs) and Qualifying Investor Alternative Investment Funds (QIAIFs)
  • Combined with a broad range of vehicles available: Irish Collective Asset-management Vehicle (ICAV), investment companies (Public Limited Company or PLC), Investment Limited Partnership (ILP), Common Contractual Fund (CCF), unit trust

In an innovative and flexible environment

  • Possible use for hedge funds, funds of hedge funds, or any other liquid alternative strategy
  • Different levels of regulation and investment restrictions (leverage, short selling) adapted to target investors
  • Irish UCITS can benefit from a product passport enabling them to be marketed to all investors in the European Economic Area
  • Irish Alternative Investment Funds (AIFs) may rely on the alternative investment fund manager passport where the AIFM is a European authorised AIFM
  • Foreign investors in Irish fund structures are not subject to tax in Ireland
  • Ireland has a tax treaty network spanning over 70 countries
  • Streamlined fund re-domiciliation enables funds to maintain their track record while changing the seat of incorporation

A leading regional sustainable finance framework

The Sustainable Finance Disclosure regulation (SFDR) and the European Taxonomy (Regulation (EU) 2020/852) requirements are applicable to Irish UCITS and AIFs. Funds must include certain sustainability related information in their pre-contractual documents, websites and periodic reports. The extent of information to be disclosed depends on the fund’s classification under SFDR.

Key figures1

3rd

Largest investment fund centre in the world

40%

Of global hedge fund assets are serviced in Ireland

1,047

Fund managers from 54 countries: non-Irish domiciled funds represent 60% of the market

3,000+

Over 3,000 Irish AIFset

Fund vehicles for liquid alternatives

  • UCITS vehicles can either be incorporated with a legal personality (investment companies, ICAV) or created contractually under a deed (trust or contractual fund without separate legal personality)
  • UCITS are subject to authorisation by the CBI. The minimum capital of a self-managed UCITS SICAV is EUR 300,000 when authorised by the CBI
  • A UCITS must appoint a management company (if not self-managed), an Irish depositary (Trustee), an Irish administrator and an auditor
  • At least two Irish directors, subject to the approval of the CBI and usually independent of each other must be appointed, as well as a Money Laundering Reporting Officer
  • UCITS may invest in transferable securities such as equities, bonds, money market instruments, investment funds and certain derivatives and in techniques and instruments related to transferable securities
  • A prospectus, the Key Investor Information Document (KIID), financial statements (at least audited annual and unaudited semi-annual) and periodic disclosures are mandatory
  • It can be marketed to all investors, benefitting from the European Union or the EEA passport, and has no minimum investment by a shareholder or unitholder
  • The NAV must be calculated at least twice a month
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Market insight: Assets under management of Irish UCITS increased to more than EUR 3 trillion in 2021, at a growth rate significantly above the European average. Ireland is the market leader for alternative UCITS

Qualifying Investor Alternative Investment Funds (QIAIFs) QIAIF Guidance | Central Bank of Ireland

  • Can be set up as single funds, umbrella funds with segregated sub-funds, part of master-feeders, funds of funds, co-investment or joint structures. Multiple classes of shares/units with different features can be issued
  • Can be structured as an ICAV, a PLC, a Unit Trust, a CCF or an ILP
  • Subject to authorisation by the CBI, with the possibility to get approved within 24 hours under certain conditions (fast track procedure)
  • An ILP/ICA must appoint an Irish depositary and administrator. A unit trust must appoint an Irish management company, an Irish trustee and an Irish administrator
  • Each QIAIF must have at least 2 Irish resident directors
  • It can invest in a broad range of assets including from listed securities to exotic derivatives, cryptocurrencies, hedge funds, credit funds, unregulated funds, ETFs, private equity, real estate, other real assets and precious metals
  • No prescriptive diversification requirements but investment companies should confirm the aim of spreading risk
  • Minimum initial subscription of EUR 100,000 from qualifying investors
  • Can be marketed to professional investors across the European Economic Area where the AIFM if fully authorised otherwise on a private placement basis
  • Open-ended QIAIFs must offer at least quarterly redemption facilities. Wide range of liquidity management tools available (side pockets, gates, deferred redemptions and in-kind redemptions)
  • Possibility to use International financial reporting standards, Irish/UK Generally Accepted Accounting Principles (GAAP) or US GAAP
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Market insight: QIAIF is the Irish flagship product for alternative strategies. Growth remains strong with at least a 5% of year-to-year increase of the number of sub-funds

Retail Investor Alternative Investment Funds (RIAIFs) RIAIF Guidance | Central Bank of Ireland

  • Can be set up as single funds, umbrella funds with segregated sub-funds, part of master-feeders, funds of funds, co-investment or joint structures. Multiple classes of shares/units with different features can be issued
  • Can be structured as an ICAV, a PLC, a Unit Trust, a CCF or an ILP
  • Subject to authorisation by the CBI
  • Must be managed by a fully authorised AIFM and must have two approved Irish resident directors
  • Must appoint Irish domiciled and regulated depositary and administrator, Irish legal advisors and auditors
  • Wide range of eligible assets (including real estate and private equity); diversification requirements and borrowing rules concentration (up to 25% of the net asset value) limits apply but are less restrictive than for UCITS
  • A prospectus, annual and semi-annual reports are required
  • Can be sold to retail investors without a minimum initial subscription
  • Open-ended RIAIFs must offer at least monthly redemption facilities and pay redemption proceeds within a maximum of 30 days from the dealing date
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Market insight: Since it is a retail product which does not benefit from the EU passport, it targets primarily the domestic market but it can access  individual markets on a case-by-case basis

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Joy Kiely
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at Securities Services

[1] Qualified Investor Funds (QIAIFs) | Irish Funds