Open-Ended Investment Companies (Investment Companies with Variable Capital) Regulations (Northern Ireland) 1997

Regulation 4(4)

SCHEDULE 1 Application of Part XXIV of 1986 Order

1.  Part XXIV of the 1986 Order (the registrar of companies, his functions and offices) shall, subject to the modifications set out in paragraphs 2 to 8, apply for the purposes of the registration of, and the functions of the registrar 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 Article 3(1) of that Order.

2.  Except in the expressions “the registrar of companies” and “the Companies Orders”, any reference to companies (including any such reference in Article 660 of the 1986 Order(1) as it applies with the modifications set out in paragraph (6) shall be taken to be a reference to investment companies with variable capital.

3.  Any reference to the Companies Orders (including any reference to the 1986 Order, 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 1986 Order 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.  Article 660 of the 1986 Order (public notice by registrar of receipt and issue of certain documents) shall apply as if for paragraphs (a) to (z) of paragraph (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);

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

(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.  Article 663 of the 1986 Order(2) (registrar’s index of company and corporate names) shall have effect as if the bodies listed in paragraph (1) of that Article 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 Great Britain 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 1986 Order shall not apply, that is to say—

(a) in Article 654(3), the words in paragraph (4) from “but for a period” to the end and paragraph (5);

(b) Article 654A(4);

(c) Article 656A(4)(5);

(d) Article 659(6);

(e) Article 660(2);

(f) in Article 660A(7), in paragraph (1) the words “or made available by the company for inspection” and paragraph (4); and

(g) Article 663(2).

(1)

As amended by S.R. 1987 No. 442 and S.R. 1993 No. 198

(2)

As amended by S.R. 1993 No. 198

(3)

Article 654 was substituted by Article 78 of, and paragraph 13 of Schedule 5 to, the Companies (No. 2) (Northern Ireland) Order 1990

(4)

Article 654A was inserted into the Companies (Northern Ireland) Order 1986 by regulation 3 of S.R. 1993 No. 198

(5)

Article 656A was inserted into the Companies (Northern Ireland) Order 1986 by Article 60 of the Companies (No. 2) (Northern Ireland) Order 1990

(6)

Article 659 was substituted by Article 60 of the Companies (No. 2) (Northern Ireland) Order 1990

(7)

Article 660A was inserted into the Companies (Northern Ireland) Order 1986 by Article 76 of the Companies (No. 2) (Northern Ireland) Order 1990