The Open-Ended Investment Companies (Investment Companies with Variable Capital) Regulations 1996

Regulation 4

SCHEDULE 1 APPLICATION OF PART XXIV OF 1985 ACT

1.  Part XXIV of the 1985 Act (the registrar of companies, his functions and offices) shall, subject to the modifications set out in paragraphs 2 to 8 below, apply for the purposes of the registration of, and the functions of the registrar of companies in relation to, investment companies with variable capital under these Regulations as it applies to the registration of, and the functions of the registrar in relation to, companies within the meaning given by section 735(1) of that Act.

(2) Except in the expressions “the registrar of companies” and “the Companies Acts”, any reference to companies (including any such reference in section 711 of the 1985 Act as it applies with the modifications set out in paragraph 6 below) shall be taken to be a reference to investment companies with variable capital.

(3) Any reference to the Companies Acts (including any reference to the 1985 Act, however expressed) shall be taken to be a reference to these Regulations and SIB regulations.

(4) Any reference to the memorandum of a company shall be taken to be a reference to the instrument of incorporation of an investment company with variable capital; and any reference to the registered office of a company shall be taken to be a reference to the head office of an investment company with variable capital.

(5) Any power to make regulations under Part XXIV of the 1985 Act in relation to companies shall be exercisable in relation to investment companies with variable capital—

(a) for like purposes; and

(b) subject to the same conditions.

(6) Section 711 of the 1985 Act (public notice by registrar of receipt and issue of certain documents) shall apply as if for paragraphs (a) to (z) of subsection (1) there were substituted the following paragraphs—

(a) any document making or evidencing an alteration in a company’s instrument of incorporation;

(b) any notice of a change in the address of a company’s head office;

(c) any notice of a change in the directors of a company;

(d) any notice of a change in the depositary of a company;

(e) any annual report of a company delivered under regulation 65(5) or (6) above;

(f) any copy of an order in respect of a company made by virtue of regulation 64 above;

(g) any copy of a winding up order in respect of a company; and

(h) any copy of any instrument providing for the dissolution of a company on a winding up.

7.  Section 714 (registrar’s index of company and corporate names) shall have effect as if the bodies listed in subsection (1) of that section included—

(a) investment companies with variable capital in respect of which an authorisation order has come into effect; and

(b) collective investment schemes which are open-ended investment companies and which have head offices situated in Northern Ireland and which comply with the conditions necessary for them to enjoy the rights conferred by the UCITS Directive.

8.  The following provisions of Part XXIV of the 1985 Act shall not apply, that is to say—

(a) in section 705, the words in subsection (4) from “but for a period” to the end and subsection (5);

(b) section 705A;

(c) section 707A(4);

(d) section 710;

(e) section 710B(6) and (7);

(f) section 711(2);

(g) in section 711A, in subsection (1) the words “or made available by the company for inspection” and subsection (4); and

(h) section 714(2).