# C_2022472EN.01000401.xml

| 12.12.2022 | EN | Official Journal of the European Union | C 472/4 |
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12.12.2022

EN

Official Journal of the European Union

C 472/4

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Judgment of the Court (First Chamber) of 20 October 2022 (request for a preliminary ruling from the Sofiyski rayonen sad — Bulgaria) — ‘Invest Fund Management’ AD v Komisia za finansov nadzor

(Case C-473/20) (1)

(Reference for a preliminary ruling - Approximation of laws - Directive 2009/65/EC - Undertakings for collective investment in transferable securities (UCITS) - UCITS management companies - Obligations concerning information to be provided to investors - Article 72 - Obligation to keep the ‘essential elements of the prospectus’ up to date - Scope - Article 69(2) - Information specified in Schedule A of Annex I - Composition of a body of the management company - Article 99a(r) - Transposition into national law - National regulation extending the scope for detection of and imposition of a penalty for an offence relating to the keeping up to date of the prospectus)

(2022/C 472/05)

Language of the case: Bulgarian

Referring court

Sofiyski rayonen sad

Parties to the main proceedings

Applicant:‘Invest Fund Management’ AD

Defendant: Komisia za finansov nadzor

Operative part of the judgment

| 1) | Article 72 of Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities, as amended by Directive 2014/91/EU of the European Parliament and of the Council of 23 July 2014
  must be interpreted as meaning that:
  the information concerning a management company — provided for in Schedule A of Annex I to that directive — which the prospectus must at the very least contain under Article 69(2) of the directive comes within the concept of ‘essential elements of the prospectus’ as provided for in Article 72 and, consequently, that information must be kept up to date. |
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1)

Article 72 of Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities, as amended by Directive 2014/91/EU of the European Parliament and of the Council of 23 July 2014

must be interpreted as meaning that:

the information concerning a management company — provided for in Schedule A of Annex I to that directive — which the prospectus must at the very least contain under Article 69(2) of the directive comes within the concept of ‘essential elements of the prospectus’ as provided for in Article 72 and, consequently, that information must be kept up to date.

| 2) | Article 99a(r) of Directive 2009/65, as amended by Directive 2014/91
  must be interpreted as:
  not precluding national legislation under which a management company that did not fulfil the obligation to keep up to date the prospectus of several undertakings for collective investment in transferable securities, as provided for in Articles 68 to 82 of that Directive, within the period set by that national legislation may be subject to an administrative penalty with regard to each of those undertakings, even though the change that should have been made to those prospectuses concerns a single element — the composition of a body of the management company — provided that the administrative penalty, while being effective and dissuasive, is proportionate. |
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2)

Article 99a(r) of Directive 2009/65, as amended by Directive 2014/91

must be interpreted as:

not precluding national legislation under which a management company that did not fulfil the obligation to keep up to date the prospectus of several undertakings for collective investment in transferable securities, as provided for in Articles 68 to 82 of that Directive, within the period set by that national legislation may be subject to an administrative penalty with regard to each of those undertakings, even though the change that should have been made to those prospectuses concerns a single element — the composition of a body of the management company — provided that the administrative penalty, while being effective and dissuasive, is proportionate.

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(1)  OJ C 433, 14.12.2020.

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