This document is meant purely as documentation tool and the institutions do not assume any liability for its contents
"BCOUNCIL DIRECTIVE
of 20 December 1985
on the coordination of laws, regulations and administrative provisions relating to undertakings for
collective investment in transferable securities (UCITS)
(85/611/EEC)
(OJ L 375, 31.12.1985, p. 3)
Amended by:
Official Journal
No page date
"M1 Council Directive 88/220/EEC of 22 March 1988 L 100 31 19.4.1988
"M2 European Parliament and Council Directive 95/26/EC of 29 June
1995L 168 7 18.7.1995
"M3 Directive 2000/64/EC of the European Parliament and of the
Council of 7 November 2000L 290 27 17.11.20001985L0611 — EN — 17.11.2000 — 003.001 — 1
COUNCIL DIRECTIVE
of 20 December 1985
on the coordination of laws, regulations and administrative
provisions relating to undertakings for collective investment in
transferable securities (UCITS)
(85/611/EEC)
THE COUNCIL OF THE EUROPEAN COMMUNITIES,
Having regard to the Treaty establishing the European Economic
Community, and in particular Article 57 (2) thereof,
Having regard to the proposal from the Commission (1),
Having regard to the opinion of the European Parliament (2),
Having regard to the opinion of the Economic and Social Committee (3),
Whereas the laws of the Member States relating to collective investment
undertakings differ appreciably from one state to another, particularly as
regards the obligations and controls which are imposed on those
undertakings; whereas those differences distort the conditions of
competition between those undertakings and do not ensure equivalent
protection for unit-holders;
Whereas national laws governing collective investment undertakings
should be coordinated with a view to approximating the conditions of
competition between those undertakings at Community level, while at
the same time ensuring more effective and more uniform protection for
unit-holders; whereas such coordination will make it easier for a
collective investment undertaking situated in one Member State to
market its units in other Member States;
Whereas the attainment of these objectives will facilitate the removal of
the restrictions on the free circulation of the units of collective
investment undertakings in the Community, and such coordination will
help to bring about a European capital market;
Whereas, having regard to these objectives, it is desirable that common
basic rules be established for the authorization, supervision, structure and
activities of collective investment undertakings situated in the Member
States and the information they must publish;
Whereas the application of these common rules is a sufficient guarantee
to permit collective investment undertakings situated in Member States,
subject to the applicable provisions relating to capital movements, to
market their units in other Member States without those Member States’
being able to subject those undertakings or their units to any provision
whatsoever other than provisions which, in those states, do not fall within
the field covered by this Directive; whereas, nevertheless, if a collective
investment undertaking situated in one Member State markets its units in
a different Member State it must take all necessary steps to ensure that
unit-holders in that other Member State can exercise their financial rights
there with ease and are provided with the necessary information,
Whereas the coordination of the laws of the Member States should be
confined initially to collective investment undertakings other than of the
closed-ended type which promote the sale of their units to the public in
the Community and the sole object of which is investment in transferable
securities (which are essentially transferable securities officially listed on
stock exchanges or similar regulated markets); whereas regulation of the
collective investment undertakings not covered by the Directive poses a
variety of problems which must be dealt with by means of other
provisions, and such undertakings will accordingly be the subject of!B
(1) OJ No C 171, 26. 7. 1976, p. 1.
(2) OJ No C 57, 7. 3. 1977, p. 31.
(3) OJ No C 75, 26. 3. 1977, p. 10.1985L0611 — EN — 17.11.2000 — 003.001 — 2
coordination at a later stage; whereas pending such coordination any
Member State may, inter alia, prescribe those categories of undertakings
for collective investment in transferable securities (UCITS) excluded
from this Directive’ s scope on account of their investment and borrowing
policies and lay down those specific rules to which such UCITS are
subject in carrying on their business within its territory;
Whereas the free marketing of the units issued by UCITS authorized to
invest up to 100 % of their assets in transferable securities issued by the
same body (State, local authority, etc.) may not have the direct or indirect
effect of disturbing the functioning of the capital market or the financing
of the Member States or of creating economic situations similar to those
which Article 68 (3) of the Treaty seeks to prevent;
Whereas account should be taken of the special situations of the Hellenic
Republic’s and Portuguese Republic’ s financial markets by allowing
those countries and additional period in which to implement this
Directive,
HAS ADOPTED THIS DIRECTIVE:
Section I
General provisions and scope
Article 1
1. The Member States shall apply this Directive to undertakings for
collective investment in transferable securities (hereinafter referred to as
UCITS) situated within their territories.
2. For the purposes of this Directive, and subject to Article 2, UCITS
shall be undertakings:
— the sole object of which is the collective investment in transferable
securities of capital raised from the public and which operate on the
principle of risk-spreading,
and
— the units of which are, at the request of holders, re-purchased or
redeemed, directly or indirectly, out of those undertakings’ assets.
Action taken by a UCITS to ensure that the stock exchange value of
its units does not significantly vary from their net asset value shall be
regarded as equivalent to such re-purchase or redemption.
3. Such undertakings may be constituted according to law, either under
the law of contract (as common funds managed by management
companies) or trust law (as unit trusts) or under statute (as investment
companies).
For the purposes of this Directive ‘common funds’shall also include unit
trusts.
4. Investment companies the assets of which are invested through the
intermediary of subsidiary companies mainly otherwise than in trans-
ferable securities shall not, however, be subject to this Directive.
5. The Member States shall prohibit UCITS which are subject to this
Directive from transforming themselves into collective investment
undertakings which are not covered by this Directive.
6. Subject to the provisions governing capital movements and to
Articles 44, 45 and 52 (2) no Member State may apply any other
provisions whatsoever in the field covered by this Directive to UCITS
situated in another Member State or to the units issued by such UCITS,
where they market their units within its territory.!B1985L0611 — EN — 17.11.2000 — 003.001 — 3
7. Without prejudice to paragraph 6, a Member State may apply to
UCITS situated within its territory requirements which are stricter than
or additional to those laid down in Article 4 et seq . of this Directive,
provided that they are of general application and do not conflict with the
provisions of this Directive.
Article 2
1. The following shall not be UCITS subject to this Directive:
— UCITS of the closed-ended type;— UCITS which raise capital without promoting the sale of their units
to the public within the Community or any part of it;
— UCITS the units of which, under the fund rules or the investment
company’ s instruments of incorporation, may be sold only to the
public in non-member countries;
— categories of UCITS prescribed by the regulations of the Member
States in which such UCITS are situated, for which the rules laid
down in Section V and Article 36 are inappropriate in view of their
investment and borrowing policies.
2. Five years after the implementation of this Directive the Commission
shall submit to the Council a report on the implementation of paragraph
1 and, in particular, of its fourth indent. If necessary, it shall propose
suitable measures to extend the scope.
Article 3
For the purposes of this Directive, a UCITS shall be deemed to be
situated in the Member State in which the investment company or the
management company of the unit trust has its registered office; the
Member States must require that the head office be situated in the same
Member State as the registered office.
SECTION II
Authorization of UCITS
Article 4
1. No UCITS shall carry on activities as such unless it has been
authorized by the competent authorities of the Member State in which it
is situated, hereinafter referred to as ‘the competent authorities’.
Such authorization shall be valid for all Member States.
2. A unit trust shall be authorized only if the competent authorities have
approved the management company, the fund rules and the choice of
depositary. An investment company shall be authorized only if the
competent authorities have approved both its instruments of incor-
poration and the choice of depositary.
3. The competent authorities may not authorize a UCITS if the
directors of the management company, of the investment company or of
the depositary are not of sufficiently good repute or lack the experience
required for the performance of their duties. To that end, the names of the
directors of the management company, of the investment company and of
the depositary and of every person succeeding them in office must be
communicated forthwith to the competent authorities.
‘Directors’ shall mean those persons who, under the law or the
instruments of incorporation, represent the management company, the
investment company or the depositary, or who effectively determine the
policy of the management company, the investment company or the
depositary.!B1985L0611 — EN — 17.11.2000 — 003.001 — 4
4. Neither the management company nor the depositary may be
replaced, nor may the fund rules or the investment company’ s
instruments of incorporation be amended, without the approval of the
competent authorities.
SECTION III
Obligations regarding the structure of unit trusts
Article 5
A management company must have sufficient financial resources at its
disposal to enable it to conduct its business effectively and meet its
liabilities.
Article 6
No management company may engage in activities other than the
management of unit trusts and of investment companies.
Article 7
1. A unit trust’ s assets must be entrusted to a depositary for
safe-keeping.
2. A depositary’ s liability as referred to in Article 9 shall not be
affected by the fact that it has entrusted to a third party all or some of the
assets in its safe-keeping.
3. A depositary must, moreover:
(a) ensure that the sale, issue, re-purchase, redemption and cancellation
of units effected on behalf of a unit trust or by a management
company are carried out in accordance with the law and the fund
rules;
(b) ensure that the value of units is calculated in accordance with the law
and the fund rules;
(c) carry out the instructions of the management company, unless they
conflict with the law or the fund rules;
(d) ensure that in transactions involving a unit trust’ s assets any
consideration is remitted to it within the usual time limits;
(e) ensure that a unit trust’ s income is applied in accordance with the law
and the fund rules.
Article 8
1. A depositary must either have its registered office in the same
Member State as that of the management company or be established in
that Member State if its registered office is in another Member State.
2. A depositary must be an institution which is subject to public
control. It must also furnish sufficient financial and professional
guarantees to be able effectively to pursue its business as depositary
and meet the commitments inherent in that function.
3. The Member States shall determine which of the categories of
institutions referred to in paragraph 2 shall be eligible to be depositaries.
Article 9
A depositary shall, in accordance with the national law of the State in
which the management company’ s registered office is situated, be liable
to the management company and the unit-holders for any loss suffered by
them as a result of its unjustifiable failure to perform its obligations or its
improper performance of them. Liability to unit-holders may be invoked!B1985L0611 — EN — 17.11.2000 — 003.001 — 5
either directly or indirectly through the management company,
depending on the legal nature of the relationship between the depositary,
the management company and the unit-holders.
Article 10
1. No single company shall act as both management company and
depositary.
2. In the context of their respective roles the management company and
the depositary must act independently and solely in the interest of the
unit-holders.
Article 11
The law or the fund rules shall lay down the conditions for the
replacement of the management company and the depositary and rules to
ensure the protection of unit-holders in the event of such replacement.
SECTION IV
Obligations regarding the structure of investment companies and
their depositaries
Article 12
The Member States shall determine the legal form which an investment
company must take. It must have sufficient paid-up capital to enable it to
conduct its business effectively and meet its liabilities.
Article 13
No investment company may engage in activities other than those
referred to in Article 1 (2).
Article 14
1. An investment company’ s assets must be entrusted to a depositary for
safe-keeping.
2. A depositary’ s liability as referred to in Article 16 shall not be
affected by the fact that it has entrusted to a third party all or some of the
assets in its safe-keeping.
3. A depositary must, moreover:(a) ensure that the sale, issue, re-purchase, redemption and cancellation
of untis effected by or on behalf of a company are carried out in
accordance with the law and with the company’ s instruments of
incorporation;
(b) ensure that in transactions involving a company’s assets any
consideration is remitted to it within the usual time limits;
(c) ensure that a company’ s income is applied in accordance with the
law and its instruments of incorporation.
4. A Member State may decide that investment companies situated
within its territory which market their units exclusively through one or
more stock exchanges on which their units are admitted to official listing
shall not be required to have depositaries within the meaning of this
Directive.
Articles 34, 37 and 38 shall not apply to such companies. However, the
rules for the valuation of such companies’ assets must be stated in law or
in their instruments of incorporation.
5. A Member State may decide that investment companies situated
within its territory which market at least 80 % of their-units through one
or more stock exchanges designated in their instruments of incorporation
shall not be required to have depositaries within the meaning of this!B1985L0611 — EN — 17.11.2000 — 003.001 — 6
Directive provided that their units are admitted to official listing on the
stock exchanges of those Member States within the territories of which
the units are marketed, and that any transactions which such a company
may effect outwith stock exchanges are effected at stock exchange prices
only. A company’ s instruments of incorporation must specify the stock
exchange in the country of marketing the prices on which shall determine
the prices at which that company will effect any transactions outwith
stock exchanges in that country.
A Member State shall avail itself of the option provided for in the
preceding subparagraph only if it considers that unit-holders have
protection equivalent to that of unit-holders in UCITS which have
depositaries within the meaning of this Directive.
In particular, such companies and the companies referred to in paragraph
4, must:
(a) in the absence of provision in law, state in their instruments of
incorporation the methods of calculation of the net asset values of
their units;
(b) intervene on the market to prevent the stock exchange values of their
units from deviating by more than 5 % from their net asset values;
(c) establish the net asset values of their units, communicate them to the
competent authorities at least twice a week and publish them twice a
month.
At least twice a month, an independent auditor must ensure that the
calculation of the value of units is effected in accordance with the law
and the company’ s instruments of incorporation. On such occasions, the
auditor must make sure that the company’ s assets are invested in
accordance with the rules laid down by law and the company’ s
instruments of incorporation.
6. The Member States shall inform the Commission of the identities of
the companies benefiting from the derogations provided for in
paragraphs 4 and 5.
The Commission shall report to the Contact Committee on the
application of paragraphs 4 and 5 within five years of the implemen-
tation of this Directive. After obtaining the Contact Committee’s opinion,
the Commission shall, if need be, propose appropriate measures.
Article 15
1. A depositary must either have its registered office in the same
Member State as that of the investment company or be established in that
Member State if its registered office is in another Member State.
2. A depositary must be an institution which is subject to public
control. It must also furnish sufficient financial and professional
guarantees to be able effectively to pursue its business as depositary
and meet the commitments inherent in that function.
3. The Member States shall determine which of the categories of
institutions referred to in paragraph 2 shall be eligible to be depositaries.
Article 16
A depositary shall, in accordance with the national law of the State in
which the investment company’ s registered office is situated, be liable to
the investment company and the unit-holders for any loss suffered by
them as a result of its unjustifiable failure to perform its obligations, or
its improper performance of them.
Article 17
1. No single company shall act as both investment company and
depositary.!B1985L0611 — EN — 17.11.2000 — 003.001 — 7
2. In carrying out its role as depositary, the depositary must act solely
in the interests of the unit-holders.
Article 18
The law or the investment company’ s instruments of incorporation shall
lay down the conditions for the replacement of the depositary and rules
to ensure the protection of unit-holders in the event of such replacement.
SECTION V
Obligations concerning the investment policies of UCITS
Article 19
1. The investments of a unit trust or of an investment company must
consist solely of:
(a) transferable securities admitted to official listing on a stock
exchange in a Member State and/or;
(b) transferable securities dealt in on another regulated market in a
Member State which operates regularly and is recognized and open
to the public and/or;
(c) transferable securities admitted to official listing on a stock
exchange in a non-member State or dealt in on another regulated
market in a non-member State which operates regularly and is
recognized and open to the public provided that the choice of stock
exchange or market has been approved by the competent authorities
or is provided for in law or the fund rules or the investment
company’ s instruments of incorporation and/or;
(d) recently issued transferable securities, provided that:
— the terms of issue include an undertaking that application will be
made for admission to official listing on a stock exchange or to
another regulated market which operates regularly and is
recognized and open to the public, provided that the choice of
stock exchange or market has been approved by the competent
authorities or is provided for in law or the fund rules or the
investment company’ s instruments of incorporation;
— such admission is secured within a year of issue.
2. However:
(a) a UCITS may invest no more than 10 % of its assets in transferable
securities other than those referred to in paragraph 1;
(b) a Member State may provide that a UCITS may invest no more than
10 % of its assets in debt instruments which, for purposes of this
Directive, shall be treated, because of their characteristics, as
equivalent to transferable securities and which are, inter alia,
transferable, liquid and have a value which can be accurately
determined at any time or at least with the frequency stipulated in
Article 34;
(c) an investment company may acquire movable and immovable
property which is essential for the direct pursuit of its business;
(d) a UCITS may not acquire either precious metals or certificates
representing them.
3. The total of the investments referred to in paragraph 2 (a) and (b)
may not under any circumstances amount to more than 10 % of the assets
of a UCITS.
4. Unit trusts and investment companies may hold ancillary liquid
assets.!B1985L0611 — EN — 17.11.2000 — 003.001 — 8
Article 20
1. The Member States shall send to the Commission:
(a) no later than date of implementation of this Directive, lists of the
debt instruments which, in accordance with Article 19 (2) (b), they
plan to treat as equivalent to transferable securities, stating the
characteristics of those instruments and the reasons for so doing;
(b) details of any amendments which they contemplate making to the
lists of instruments referred to in (a) or any further instruments
which they contemplate treating as equivalent to transferable
securities, together with their reasons for so doing.
2. The Commission shall immediately forward that information to the
other Member States together with any comments which it considers
appropriate. Such communications may be the subject of exchanges of
views within the Contact Committee in accordance with the procedure
laid down in Article 53 (4).
Article 21
1. The Member States may authorize UCITS to employ techniques and
instruments relating to transferable securities under the conditions and
within the limits which they lay down provided that such techniques and
instruments are used for the purpose of efficient portfolio management.
2. The Member States may also authorize UCITS to employ techniques
and instruments intended to provide protection against exchange risks in
the context of the management of their assets and liabilities.
Article 22
1. A UCITS may invest no more than 5 % of its assets in transferable
securities issued by the same body.
2. The Member States may raise the limit laid down in paragraph 1 to a
maximum of 10 %. However, the total value of the transferable securities
held by a UCITS in the issuing bodies in each of which it invests more
than 5 % of its assets must not then exceed 40 % of the value of its
assets.
3. The Member States may raise the limit laid down in paragraph 1 to a
maximum of 35 % if the transferable securities are issued or guaranteed
by a Member State, by its local authorities, by a non-member State or by
public international bodies of which one or more Member States are
members.
4. Member States may raise the limit laid down in paragraph 1 to a
maximum of 25 % in the case of certain bonds when these are issued by a
credit institution which has its registered office in a Member State and is
subject by law to special public supervision designed to protect
bond-holders. In particular, sums deriving from the issue of these bonds
must be invested in conformity with the law in assets which, during the
whole period of validity of the bonds, are capable of covering claims
attaching to the bonds and which, in the event of failure of the issuer,
would be used on a priority basis for the reimbursement of the principal
and payment of the accrued interest.
When a UCITS invests more than 5 % of its assets in the bonds referred
to in the first subparagraph and issued by one issuer, the total value of
these investments may not exceed 80 % of the value of the asserts of the
UCITS.
As laid down in Article 20 (1), Member States shall send the
Commission a list of the aforementioned categories of bonds together
with the categories of issuers authorized, in accordance with the laws and
supervisory arrangements mentioned in the first subparagraph, to issue
bonds complying with the criteria set out above. A notice specifying the
status of the guarantees offered shall be attached to these lists. The
procedure laid down in Article 20 (2) shall apply.!B
!M11985L0611 — EN — 17.11.2000 — 003.001 — 9
5. The transferable securities referred to in paragraphs 3 and 4 shall not
be taken into account for the purpose of applying the limit of 40 %
referred to in paragraph 2.
The limits provided for in paragraphs 1, 2, 3 and 4 may not be combined,
and thus investments in transferable securities issued by the same body
carried out in accordance with paragraphs 1, 2, 3 and 4 shall under no
circumstances exceed in total 35 % of the assets of an UCITS.
Article 23
1. By way of derogation from Article 22 and without prejudice to
Article 68 (3) of the Treaty, the Member States may authorize UCITS to
invest in accordance with the principle of risk-spreading up to 100 % of
their assets in different transferable securities issued or guaranteed by
any Member State, its local authorities, a non-member State or public
international bodies of which one or more Member States are members.
The competent authorities shall grant such a derogation only if they
consider that unit-holders in the UCITS have protection equivalent to
that of unit-holders in UCITS complying with the limits laid down in
Article 22.
Such a UCITS must hold securities from at least six different issues, but
securities from any one issue may not account for more than 30 % of its
total assets.
2. The UCITS referred to in paragraph 1 must make express mention in
the fund rules or in the investment company’ s instruments of incor-
poration of the States, local authorities or public international bodies
issuing or guaranteeing securities in which they intend to invest more
than 35 % of their assets; such fund rules or instruments of incorporation
must be approved by the competent authorities.
3. In addition each such UCITS referred to in paragraph 1 must include
a prominent statement in its prospectus and any promotional literature
drawing attention to such authorization and indicating the States, local
authorities and/or public international bodies in the securities of which it
intends to invest or has invested more than 35 % of its assets.
Article 24
1. A UCITS may not acquire the units of other collective investment
undertakings of the open-ended type unless they are collective invest-
ment undertakings within the meaning of the first and second indents of
Article 1 (2).
2. A UCITS may invest no more than 5 % of its assets in the units of
such collective investment undertakings.
3. Investment in the units of a unit trust managed by the same
management company or by any other company with which the
management company is linked by common management or control,
or by a substantial direct or indirect holding, shall be permitted only in
the case of a trust which, in accordance with its rules, has specialized in
investment in a specific geographical area or economic sector, and
provided that such investment is authorized by the competent authorities.
Authorization shall be granted only if the trust has announced its
intention of making use of that option and that option has been expressly
stated in its rules.
A management company may not charge any fees or costs on account of
transactions relating to a unit trust’ s units where some of a unit trust’ s
assets are invested in the units of another unit trust managed by the same
management company or by any other company with which the
management company is linked by common management or control,
or by a substantial direct or indirect holding.
4. Paragraph 3 shall also apply where an investment company acquires
units in another investment company to which it is linked within the
meaning of paragraph 3.!M1
!B1985L0611 — EN — 17.11.2000 — 003.001 — 10
Paragraph 3 shall also apply where an investment company acquires units
of a unit trust to which it is linked, or where a unit trust acquires units of
an investment company to which it is linked.
Article 25
1. An investment company or a management company acting in
connection with all of the unit trusts which it manages and which fall
within the scope of this Directive may not acquire any shares carrying
voting rights which would enable it to exercise significant influence over
the management of an issuing body.
Pending further coordination, the Member States shall take account of
existing rules defining the principle stated in the first subparagraph
under other Member States’ legislation.
2. Moreover, an investment company or unit trust may acquire no more
than:
— 10 % of the non-voting shares of any single issuing body;
— 10 % of the debt securities of any single issuing body;
— 10 % of the units of any single collective investment undertaking
within the meaning of the first and second indents of Article 1 (2).
The limits laid down in the second and third indents may be disregarded
at the time of acquisition if at that time the gross amount of the debt
securities or the net amount of the securities in issue cannot be
calculated.
3. A Member State may waive application of paragraphs 1 and 2 as
regards:
(a) transferable securities issued or guaranteed by a Member State or its
local authorities;
(b) transferable securities issued or guaranteed by a non-member State;
(c) transferable securities issued by public international bodies of which
one or more Member States are members;
(d) shares held by a UCITS in the capital of a company incorporated in a
non-member State investing its assets mainly in the securities of
issuing bodies having their registered offices in that State, where
under the legislation of that State such a holding represents the only
way in which the UCITS can invest in the securities of issuing bodies
of that State. This derogation, however, shall apply only if in its
investment policy the company from the non-member State complies
with the limits laid down in Articles 22, 24 and 25 (1) and (2). Where
the limits set in Articles 22 and 24 are exceeded. Article 26 shall
apply mutatis mutandis;
(e) shares held by an investment company in the capital of subsidiary
companies carrying on the business of management, advice or
marketing exclusively on its behalf.
Article 26
1. UCITS need not comply with the limits laid down in this Section
when exercising subscription rights attaching to transferable securities
which form part of their assets.
While ensuring observance of the principle of risk-spreading, the
Member States may allow recently authorized UCITS to derogate from
Articles 22 and 23 for six months following the date of their
authorization.
2. If the limits referred to in paragraph 1 are exceeded for reasons
beyond the control of a UCITS or as a result of the exercise of
subscription rights, that UCITS must adopt as a priority objective for its
sales transactions the remedying of that situation, taking due account of
the interests of its unit-holders.!B1985L0611 — EN — 17.11.2000 — 003.001 — 11
SECTION VI
Obligations concerning information to be supplied to unitholders
A . Publication of a prospectus and periodical reports
Article 27
1. An investment company and, for each of the trusts it manages, a
management company must publish:
— a prospectus,
— an annual report for each financial year, and
— a half-yearly report covering the first six months of the financial
year.
2. The annual and half-yearly reports must be published within the
following time limits, with effect from the ends of the periods to which
they relate:
— four months in the case of the annual report,— two months in the case of the half-yearly report.
Article 28
1. A prospectus must include the information necessary for investors to
be able to make an informed judgement of the investment proposed to
them. It shall contain at least the information provided for in Schedule A
annexed to this Directive, insofar as that information does not already
appear in the documents annexed to the prospectus in accordance with
Article 29 (1).
2. The annual report must include a balance-sheet or a statement of
assets and liabilities, a detailed income and expenditure account for the
financial year, a report on the activities of the financial year and the other
information provided for in Schedule B annexed to this Directive, as well
as any significant information which will enable investors to make an
informed judgement on the development of the activities of the UCITS
and its results.
3. The half-yearly report must include at least the information provided
for in Chapters I to IV of Schedule B annexed to this Directive; where a
UCITS has paid or proposes to pay an interim dividend, the figures must
indicate the results after tax for the half-year concerned and the interim
dividend paid or proposed.
Article 29
1. The fund rules or an investment company’ s instruments of
incorporation shall form an integral part of the prospectus and must be
annexed thereto.
2. The documents referred to in paragraph 1 need not, however, be
annexed to the prospectus provided that the unit-holder is informed that
on request he or she will be sent those documents or be apprised of the
place where, in each Member State in which the units are placed on the
market, he or she may consult them.
Article 30
The essential elements of the prospectus must be kept up to date.
Article 31
The accounting information given in the annual report must be audited
by one or more persons empowered by law to audit accounts in
accordance with Council Directive 84/253/EEC of 10 April 1984 based
on Article 54 (3) (g) of the EEC Treaty on the approval of persons!B1985L0611 — EN — 17.11.2000 — 003.001 — 12
responsible for carrying out the statutory audits of accounting
documents (1). The auditor’ s report, including any qualifications, shall
be reproduced in full in the annual report.
Article 32
A UCITS must send its prospectus and any amendments thereto, as well
as its annual and half-yearly reports, to the competent authorities.
Article 33
1. The prospectus, the latest annual report and any subsequent
half-yearly report published must be offered to subscribers free of
charge before the conclusion of a contract.
2. In addition, the annual and half-yearly reports must be available to
the public at the places specified in the prospectus.
3. The annual and half-yearly reports shall be supplied to unit-holders
free of charge on request.
B . Publication of other information
Article 34
A UCITS must make public in an appropriate manner the issue, sale,
re-purchase or redemption price of its units each time it issues, sells,
re-purchases or redeems them, and at least twice a month. The competent
authorities may, however, permit a UCITS to reduce the frequency to
once a month on condition that such a derogation does not prejudice the
interests of the unit-holders.
Article 35
All publicity comprising an invitation to purchase the units of a UCITS
must indicate that a prospectus exists and the places where it may be
obtained by the public.
SECTION VII
The general obligations of UCITS
Article 36
1. Neither:
— an investment company, nor
— a management company or depositary acting on behalf of a unit
trust,
may borrow.
However, a UCTIS may acquire foreign currency by means of a
‘back-to-back’ loan.
2. By way of derogation from paragraph 1, a Member State may
authorize a UCITS to borrow:
(a) up to 10 %
— of its assets, in the case of an investment company, or
— of the value of the fund, in the case of a unit trust,provided that the borrowing is on a temporary basis;
(b) up to 10 % of its assets, in the case of an investment company,
provided that the borrowing is to make possible the acquisition of!B
(1) OJ No L 126, 12. 5. 1984, p. 20.1985L0611 — EN — 17.11.2000 — 003.001 — 13
immovable property essential for the direct pursuit of its business; in
this case the borrowing and that referred to in subparagraph (a) may
not in any case in total exceed 15 % of the borrower’ s assets.
Article 37
1. A UCITS must re-purchase or redeem its units at the request of any
unit-holder.
2. By way of derogation from paragraph 1:
(a) a UCITS may, in the cases and according to the procedures provided
for by law, the fund rules or the investment company’ s instruments of
incorporation, temporarily suspend the re-purchase or redemption of
its units. Suspension may be provided for only in exceptional cases
where circumstances so require, and suspension is justified having
regard to the interests of the unit-holders;
(b) the Member States may allow the competent authorities to require
the suspension of the re-purchase or redemption of units in the
interest of the unit-holders or of the public.
3. In the cases mentioned in paragraph 2 (a), a UCITS must without
delay communicate its decision to the competent authorities and to the
authorities of all Member States in which it markets its units.
Article 38
The rules for the valuation of assets and the rules for calculating the sale
or issue price and the re-purchase or redemption price of the units of a
UCITS must be laid down in the law, in the fund rules or in the
investment company’ s instruments of incorporation.
Article 39
The distribution or reinvestment of the income of a unit trust or of an
investment company shall be effected in accordance with the law and
with the fund rules or the investment company’ s instruments of
incorporation.
Article 40
A UCITS unit may not be issued unless the equivalent of the net issue
price is paid into the assets of the UCITS within the usual time limits.
This provision shall not preclude the distribution of bonus units.
Article 41
1. Without prejudice to the application of Articles 19 and 21, neither:
— an investment company, nor
— a management company or depositary acting on behalf of a unit trust
may grant loans or act as a guarantor on behalf of third parties.
2. Paragraph 1 shall not prevent such undertakings from acquiring
transferable securities which are not fully paid.
Article 42
Neither:
— an investment company, nor
— a management company or depository acting on behalf of a unit trust
may carry out uncovered sales of transferable securities.!B1985L0611 — EN — 17.11.2000 — 003.001 — 14
Article 43
The law or the fund rules must prescribe the remuneration and the
expenditure which a management company is empowered to charge to a
unit trust and the method of calculation of such remuneration.
The law or an investment company’ s instruments of incorporation must
prescribe the nature of the cost to be borne by the company.
SECTION VIII
Special provisions applicable to UCITS which market their units in
Member States other than those in which they are situated
Article 44
1. A UCITS which markets its units in another Member State must
comply with the laws, regulations and administrative provisions in force
in that State which do not fall within the field governed by this Directive.
2. Any UCITS may advertise its units in the Member State in which
they are marketed. it must comply the provisions governing advertising
in that State.
3. The provisions referred to in paragraphs 1 and 2 must be applied
without discrimination.
Article 45
In the case referred to in Article 44, the UCITS must, inter alia, in
accordance with the laws, regulations and administrative provisions in
force in the Member State of marketing, take the measures necessary to
ensure that facilities are available in that State for making payments to
unit-holders, re-purchasing or redeeming units and making available the
information which UCITS are obliged to provide.
Article 46
If a UCITS proposes to market its units in a Member State other than that
in which it is situated, it must first inform the competent authorities and
the authorities of that other Member State accordingly. It must
simultaneously send the latter authorities:
— an attestation by the competent authorities to the effect that it fulfils
the conditions imposed by this Directive,
— its fund rules or its instruments of incorporation,— its prospectus,
— where appropriate, its latest annual report and any subsequent
half-yearly report and
— details of the arrangements made for the marketing of its units in that
other Member State.
A UCITS may begin to market its units in that other Member State two
months after such communication unless the authorities of the Member
State concerned establish, in a reasoned decision taken before the expiry
of that period of two months, that the arrangements made for the
marketing of units do not comply with the provisions referred to in
Articles 44 (1) and 45.
Article 47
If a UCITS markets its units in a Member State other than that in which it
is situated, it must distribute in that other Member State, in at least one of
that other Member State’ s official languages, the documents and
information which must be published in the Member State in which it
is situated, in accordance with the same procedures as those provided for
in the latter State.!B1985L0611 — EN — 17.11.2000 — 003.001 — 15
Article 48
For the purpose of carrying on its activities, a UCITS may use the same
generic name (such as investment company or unit trust) in the
Community as it uses in the Member State in which it is situated. In the
event of any danger of confusion, the host Member State may, for the
purpose of clarification, require that the name be accompanied by certain
explanatory particulars.
SECTION IX
Provisions concerning the authorities responsible for authorization
and supervision
Article 49
1. The Member States shall designate the authorities which are to carry
out the duties provided for in this Directive. They shall inform the
Commission thereof, indicating any division of duties.
2. The authorities referred to in paragraph 1 must be public authorities
or bodies appointed by public authorities.
3. The authorities of the State in which a UCITS is situated shall be
competent to supervise that UCITS. However, the authorities of the State
in which a UCITS markets its units in accordance with Article 44 shall
be competent to supervise compliance with Section VIII.
4. The authorities concerned must be granted all the powers necessary
to carry out their task.
Article 50
1. The authorities of the Member States referred to in Article 49 shall
collaborate closely in order to carry out their task and must for that
purpose alone communicate to each other all information required.
2. Member States shall provide that all persons who work or who have
worked for the competent authorities, as well as auditors and experts
instructed by the competent authorities, shall be bound by the obligation
of professional secrecy. Such secrecy implies that no confidential
information which they may receive in the course of their duties may be
divulged to any person or authority whatsoever, save in summary or
aggregate form such that Ucits and management companies and
depositaries (hereinafter referred to as undertakings contributing towards
their business activity) cannot be individually identified, without
prejudice to cases covered by criminal law.
Nevertheless, when an Ucits or an undertaking contributing towards its
business activity has been declared bankrupt or is being compulsorily
wound up, confidential information which does not concern third parties
involved in rescue attempts may be divulged in civil or commercial
proceedings.
3. Paragraph 2 shall not prevent the competent authorities of the
various Member States from exchanging information in accordance with
this Directive or other Directives applicable to Ucits or to undertakings
contributing towards their business activity. That information shall be
subject to the conditions of professional secrecy imposed in paragraph 2.
4. Member States may conclude cooperation agreements providing for
exchange of information with the competent authorities of third
countries or with authorities or bodies of third countries as defined in
paragraphs 6 and 7 only if the information disclosed is subject to
guarantees of professional secrecy at least equivalent to those referred to
in this Article. Such exchange of information must be intended for the
performance of the supervisory task of the authorities or bodies
mentioned.!B
!M2
!M31985L0611 — EN — 17.11.2000 — 003.001 — 16
Where the information originates in another Member State, it may not be
disclosed without the express agreement of the competent authorities
which have disclosed it and, where appropriate, solely for the purposes
for which those authorities gave their agreement.
5. Competent authorities receiving confidential information under
paragraphs 2 or 3 may use it only in the course of their duties:
— to check that the conditions governing the taking-up of the business
of Ucits or of undertakings contributing towards their business
activity are met and to facilitate the monitoring of the conduct of that
business, administrative and accounting procedures and internal-
control mechanisms,
— to impose sanctions,— in administrative appeals against decisions by the competent
authorities, or
— in court proceedings initiated under Article 51 (2).6. Paragraphs 2 and 5 shall not preclude the exchange of information:(a) within a Member State, where there are two or more competent
authorities; or
(b) within a Member State or between Member States, between
competent authorities; and
— authorities with public responsibility for the supervision of credit
institutions, investment undertakings, insurance undertakings
and other financial organizations and the authorities responsible
for the supervision of financial markets,
— bodies involved in the liquidation or bankruptcy of Ucits and
other similar procedures and of undertakings contributing
towards their business activity,
— persons responsible for carrying out statutory audits of the
accounts of insurance undertakings, credit institutions, invest-
ment undertakings and other financial institutions,
in the performance of their supervisory functions, or the disclosure
to bodies which administer compensation schemes of information
necessary for the performance of their functions. Such information
shall be subject to the conditions of professional secrecy imposed in
paragraph 2.
7. Notwithstanding paragraphs 2 to 5, Member States may authorize
exchanges of information between the competent authorities and:
— the authorities responsible for overseeing the bodies involved in the
liquidation and bankruptcy of undertakings for collective investment
in transferable securities (Ucits) or undertakings contributing
towards their business activity and other similar procedures, or
— the authorities responsible for overseeing persons charged with
carrying out statutory audits of the accounts of insurance undertak-
ings, credit institutions, investment firms and other financial
institutions.
Member States which have recourse to the option provided for in the first
subparagraph shall require at least that the following conditions are met:
— the information shall be for the purpose of performing the task of
overseeing referred to in the first subparagraph,
— information received in this context shall be subject to the conditions
of professional secrecy imposed in paragraph 2,!M3
!M21985L0611 — EN — 17.11.2000 — 003.001 — 17
— where the information originates in another Member State, it may
not be disclosed without the express agreement of the competent
authorities which have disclosed it and, where appropriate, solely for
the purposes for which those authorities gave their agreement.
Member States shall communicate to the Commission and to the other
Member States the names of the authorities which may receive
information pursuant to this paragraph.
8. Notwithstanding paragraphs 2 to 5, Member States may, with the aim
of strengthening the stability, including integrity, of the financial system,
authorize the exchange of information between the competent authorities
and the authorities or bodies responsible under the law for the detection
and investigation of breaches of company law.
Member States which have recourse to the option provided for in the first
subparagraph shall require at least that the following conditons are met:
— the information shall be for the purpose of performing the task
referred to in the first subparagraph,
— information received in this context shall be subject to the conditions
of professional secrecy imposed in paragraph 2,
— where the information originates in another Member State, it may
not be disclosed without the express agreement of the competent
authorities which have disclosed it and, where appropriate, solely for
the purposes for which those authorities gave their agreement.
Where, in a Member State, the authorities or bodies referred to in the
first subparagraph perform their task of detection or investigation with
the aid, in view of their specific competence, of persons appointed for
that purpose and not employed in the public sector the possibility of
exchanging information provided for in the first subparagraph may be
extended to such persons under the conditions stipulated in the second
subparagraph.
In order to implement the final indent of the second subparagraph, the
authorities or bodies referred to in the first subparagraph shall
communicate to the competent authorities which have disclosed the
information the names and precise responsibilities of the persons to
whom it is to be sent.
Member States shall communicate to the Commission and to the other
Member States the names of the authorities or bodies which may receive
information pursuant to this paragraph.
Before 31 December 2000, the Commission shall draw up a report on the
application of this paragraph.
9. This Article shall not prevent a competent authority from trans-
mitting to central banks and other bodies with a similar function in their
capacity as monetary authorities information intended for the perform-
ance of their tasks, nor shall it prevent such authorities or bodies from
communicating to the competent authorities such information as they
may need for the purposes of paragraph 5. Information received in this
context shall be subject to the conditions of professional secrecy imposed
in this Article.
10. This Article shall not prevent the competent authorities from
communicating the information referred to in paragraphs 2 to 5 to a
clearing house or other similar body recognized under national law for
the provision of clearing or settlement services for one of their Member
State’ s markets if they consider that it is necessary to communicate the
information in order to ensure the proper functioning of those bodies in
relation to defaults or potential defaults by market participants. The
information received in this context shall be subject to the conditions of
professional secrecy imposed in paragraph 2. Member States shall,
however, ensure that information received under paragraph 3 may not be
disclosed in the circumstances referred to in this paragraph without the
express consent of the competent authorities which disclosed it.!M21985L0611 — EN — 17.11.2000 — 003.001 — 18
11. In addition, notwithstanding the provisions referred to in paragraphs
2 and 5, Member States may, by virtue of provisions laid down by law,
authorize the disclosure of certain information to other departments of
their central government administrations responsible for legislation on
the supervision of Ucits and of undertakings contributing towards their
business activity, credit institutions, financial institutions, investment
undertakings and insurance undertakings and to inspectors instructed by
those departments.
Such disclosures may, however, be made only where necessary for
reasons of prudential control.
Member States shall, however, provide that information received under
paragraphs 3 and 6 may never be disclosed in the circumstances referred
to in this paragraph except with the express agreement of the competent
authorities which disclosed the information.
Article 50a
1. Member States shall provide at least that:
(a) any person authorized within the meaning of Directive
84/253/EEC (1), performing in an undertaking for collective invest-
ment in transferable securities (Ucits) or an undertaking contributing
towards its business activity the task described in Article 51 of
Directive 78/660/EEC (2), Article 37 of Directive 83/349/EEC or
Article 31 of Directive 85/611/EEC or any other statutory task, shall
have a duty to report promptly to the competent authorities any fact
or decision concerning that undertaking of which he has become
aware while carrying out that task which is liable to:
— constitute a material breach of the laws, regulations or adminis-
trative provisions which lay down the conditions governing
authorization or which specifically govern pursuit of the
activities of undertakings for collective investment in transfer-
able securities (Ucits) or undertakings contributing towards their
business activity, or
— affect the continuous functioning of the undertaking for
collective investment in transferable securities (Ucits) or an
undertaking contributing towards its business activity, or
— lead to refusal to certify the accounts or to the expression of
reservations;
(b) that person shall likewise have a duty to report any facts and
decisions of which he becomes aware in the course of carrying out a
task as described in (a) in an undertaking having close links resulting
from a control relationship with the undertaking for collective
investment in transferable securities (Ucits) or an undertaking
contributing towards its business activity within which he is carrying
out the abovementioned task.
2. The disclosure in good faith to the competent authorities, by persons
authorized within the meaning of Directive 84/253/EEC, of any fact or
decision referred to in paragraph 1 shall not constitute a breach of any
restriction on disclosure of information imposed by contract of by any
legislative, regulatory or administrative provision and shall not involce
such persons in liability of any kind.!M2
(1) OJ No L 126, 12. 5. 1984, p. 20.
(2) OJ No L 222, 14. 8. 1978, p. 11. Directive as last amended by Directive
90/605/EEC (OJ No L 317, 16. 11. 1990, p. 60).1985L0611 — EN — 17.11.2000 — 003.001 — 19
Article 51
1. The authorities referred to in Article 49 must give reasons for any
decision to refuse authorization, and any negative decision taken in
implementation of the general measures adopted in application of this
Directive, and communicate them to applicants.
2. The Member States shall provide that decisions taken in respect of a
UCITS pursuant to laws, regulations and administrative provisions
adopted in accordance with this Directive are subject to the right to apply
to the courts; the same shall apply if no decision is taken within six
months of its submission on an authorization application made by a
UCITS which includes all the information required under the provisions
in force.
Article 52
1. Only the authorities of the Member State in which a UCITS is
situated shall have the power to take action against it if it infringes any
law, regulation or administrative provision or any regulation laid down in
the fund rules or in the investment company’ s instruments of incor-
poration.
2. Nevertheless, the authorities of the Member State in which the units
of a UCITS are marketed may take action against it if it infringes the
provisions referred to in Section VIII.
3. Any decision to withdraw authorization, or any other serious
measure taken against a UCITS, or any suspension of re-purchase or
redemption imposed upon it, must be communicated without delay by
the authorities of the Member State in which the UCITS in question is
situated to the authorities of the other Member States in which its units
are marketed.
SECTION X
Contact Committee
Article 53
1. A Contact Committee, hereinafter referred to as ‘the Committee’,
shall be set up alongside the Commission. Its function shall be:
(a) to facilitate, without prejudice to Articles 169 and 170 of the Treaty,
the harmonized implementation of this Directive through regular
consultations on any practical problems arising from its application
and on which exchanges of views are deemed useful;
(b) to facilitate consultation between Member States either on more
rigorous or additional requirements which they may adopt in
accordance with Article 1 (7), or on the provisions which they
may adopt in accordance with Articles 44 and 45;
(c) to advise the Commission, if necessary, on additions or amendments
to be made to this Directive.
2. It shall not be the function of the Committee to appraise the merits of
decisions taken in individual cases by the authorities referred to in
Article 49.
3. The Committee shall be composed of persons appointed by the
Member States and of representatives of the Commission. The Chairman
shall be a representative of the Commission. Secretarial services shall be
provided by the Commission.
4. Meetings of the Committee shall be convened by its chairman, either
on his own initiative or at the request of a Member State delegation. The
Committee shall draw up its rules of procedure.!B1985L0611 — EN — 17.11.2000 — 003.001 — 20
SECTION XI
Transitional provisions, derogations and final provisions
Article 54
Solely for the purpose of Danish UCITS, pantebreve issued in Denmark
shall be treated as equivalent to the transferable securities referred to in
Article 19 (1) (b).
Article 55
By way of derogation from Articles 7 (1) and 14 (1), the competent
authorities may authorize those UCITS which, on the date of adoption of
this Directive, had two or more depositaries in accordance with their
national law to maintain that number of depositaries if those authorities
have guarantees that the functions to be performed under Articles 7 (3)
and 14 (3) will be performed in practice.
Article 56
1. By way of derogation from Article 6, the Member States may
authorize management companies to issue bearer certificates represent-
ing the registered securities of other companies.
2. The Member States may authorize those management companies
which, on the date of adoption of this Directive, also carry on activities
other than those provided for in Article 6 to continue those other
activities for five years after that date.
Article 57
1. The Member States shall bring into force no later than 1 October
1989 the measures necessary for them to comply with this Directive.
They shall forthwith inform the Commission thereof.
2. The Member States may grant UCITS existing on the date of
implementation of this Directive a period of not more than 12 months
from that date in order to comply with the new national legislation.
3. The Hellenic Republic and the Portuguese Republic shall be
authorized to postpone the implementation of this Directive until 1
April 1992 at the latest.
One year before that date the Commission shall report to the Council on
progress in implementing the Directive and on any difficulties which the
Hellenic Republic or the Portuguese Republic may encounter in
implementing the Directive by the date referred to in the first
subparagraph.
The Commission shall, if necessary, propose that the Council extend the
postponement by up to four years.
Article 58
The Member States shall ensure that the Commission is informed of the
texts of the main laws, regulations and administrative provisons which
they adopt in the field covered by this Directive.
Article 59
This Directive is addressed to the Member States.!B1985L0611 — EN — 17.11.2000 — 003.001 — 21
ANNEX
SCHEDULE A
1. Information concerning the
unit trust1. Information concerning the
management company1. Information concerning the
investment company
1.1. Name 1.1. Name or style, form in law,
registered office and head of-
fice if different from the regis-tered office.1.1. Name or style, form in law,
registered office and head office
if different from the registeredoffice.
1.2. Date of establishment of the unit
trust. Indication of duration, iflimited.1.2. Date of incorporation of the
company. Indication of dur-ation, if limited.1.2. Date of the incorporation of the
company. Indication of duration,if limited.
1.3. If the company manages other
unit trusts, indication of thoseother trusts.
1.4. Statement of the place where the
fund rules, if they are notannexed, and periodic reports
may be obtained.1.4. Statement of the place where the
instruments of incorporation, ifthey are not annexed, and peri-
odical reports may be obtained.
1.5. Brief indications relevant to
unit-holders of the tax system
applicable to the unit trust.Details of whether deductionsare made at source from the
income and capital gains paid by
the trust to unit-holders.1.5. Brief indications relevant to
unit-holders of the tax system
applicable to the company. De-tails of whether deductions aremade at source from the income
and capital gains paid by the
company to unit-holders.
1.6. Acc ounting and distribution
dates1.6. Accounting and distribution
dates.
1.7. Names of the persons respon-
sible for auditing the accounting
information referred to in Ar-ticle 31.1.7. Names of the persons respon-
sible for auditing the accounting
information referred to in Ar-ticle 31.
1.8. Names and positions in the
company of the members ofthe administrative, manage-ment and supervisory bodies.
Details of their main activities
outside the company wherethese are of significance withrespect to that company.1.8. Names and positions in the
company of the members ofthe administrative, managementand supervisory bodies. Details
of their main activities outside
the company where these are ofsignificance with respect to thatcompany.
1.9. Amount of the subscribed capi-
tal with an indication of the
capital paid-up1.9. Capital!
B1985L0611 — EN — 17.11.2000 — 003.001 — 22
1. Information concerning the
unit trust1. Information concerning the
management company1. Information concerning the
investment company
1.10. Details of the types and main
characteristics of the units and
in particular:
— the nature of the right (real,
personal or other) repre-sented by the unit,
— original securities or cer-
tificates providing evidenceof title; entry in a register or
in an account,
— characteristics of the units:
registered or bearer. Indi-
cation of any denomi-nations which may be pro-vided for,
— indication of unit-holders’
voting rights if these exist,
— circumstances in which
winding-up of the unit trust
c a nb ed e c i d e do na n d
winding-up procedure, inparticular as regards therights of unit-holders.1.10. Details of the types and main
characteristics of the units and
in particular:
— original securities or cer-
tificates providing evidence
of title; entry in a register
or in an account,
— characteristics of the units:
registered or bearer. Indi-
cation of any denomi-nations which may be pro-vided for,
— indication of unit-holders’
voting rights,
— circumstances in which
winding-up of the invest-
ment company can be de-cided on and winding-upprocedure, in particular as
regards the rights of unit-
holders.
1.11. Where applicable, indication of
stock exchanges or marketswhere the units are listed or
dealt in.1.11. Where applicable, indication of
stock exchanges or marketswhere the units are listed or
dealt in.
1.12. Procedures and conditions of
issue and sale of units.1.12. Procedures and conditions of
issue and sale of units.
1.13. Procedures and conditions for
re-purchase or redemption of
units, and circumstances in
which re-purchase or redemp-tion may be suspended.1.13. Procedures and conditions for
re-purchase or redemption of
units, and circumstances in
which re-purchase or redemp-tion may be suspended
1.14. Description of rules for deter-
mining and applying income.1.14. Description of rules for deter-
mining and applying income.
1.15. Description of the unit trust’s
investment objectives, includingits financial objectives (e.g.capital growth or income), in-
vestment policy (e.g. specializ-
ation in geographical or indus-trial sectors), any limitations onthat investment policy and an
indication of any techniques and
instruments or borrowingpowers which may be used inthe management of the unit
trust.1.15. Description of the company’ s
investment objectives, includingits financial objectives (e.g.capital growth or income), in-
vestment policy (e.g. specializ-
ation in geographical or indus-trial sectors), any limitations onthat investment policy and an
indication of any techniques and
instruments or borrowingpowers which may be used inthe management of the com-
pany.
1.16. Rules for the valuation of assets. 1.16. Rules for the valuation of assets.!
B1985L0611 — EN — 17.11.2000 — 003.001 — 23
1. Information concerning the
unit trust1. Information concerning the
management company1. Information concerning the
investment company
1.17. Determination of the sale or
issue price and the re-purchase
or redemption price of units, inparticular:
— the method and frequency
of the calculation of thoseprices,
— information concerning the
charges relating to the sale
or issue and the re-purchase
or redemption of units,
— the means, places and fre-
quency of the publication ofthose prices.1.17. Determination of the sale or
issue price and the re-purchase
or redemption price of units, inparticular:
— the method and frequency
of the calculation of thoseprices,
— information concerning the
charges relating to the sale
or issue and the re-purchase
or redemption of units,
— the means, places and fre-
quency of the publicationof those prices (
1)
1.18. Information concerning the
manner, amount and calculationof remuneration payable by theunit trust to the management
company, the depositary or third
parties, and reimbursement ofcosts by the unit trust to themanagement company, to the
depositary or to third parties.1.18. Information concerning the
manner, amount and calculationof remuneration paid by thecompany to its directors, and
members of the administrative,
management and supervisorybodies, to the depositary, or tothird parties, and reimbursement
of costs by the company to its
directors, to the depositary or tothird parties.
(1)Investment companies within the meaning of Article 14 (5) of the Directive shall also indicate:
— the method and frequency of calculation of the net asset value of units,
— the means, place and frequency of the publication of that value,
— the stock exchange in the country of marketing the price on which determines the price of transactions effected
outwith stock exchanges in that country.
2. Information concerning the depositary:
2.1. Name or style, form in law, registered office and head office if
different from the registered office;
2.2. Main activity.
3. Information concerning the advisory firms or external investment advisers
who give advice under contract which is paid for out of the assets of the
UCITS:
3.1. Name or style of the firm or name of the adviser;
3.2. Material provisions of the contract with the management company or
the investment company which may be relevant to the unit-holders,
excluding those relating to remuneration;
3.3. Other significant activities.
4. Information concerning the arrangements for making payments to
unit-holders, re-purchasing or redeeming units and making availableinformation concerning the UCITS. Such information must in any case be
given in the Member State in which the UCITS is situated. In addition,
where units are marketed in another Member State, such information shallbe given in respect of that Member State in the prospectus published there.!
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SCHEDULE B
Information to be included in the periodic reports
I. Statement of assets and liabilities
— transferable securities,
— debt instruments of the type referred to in Article 19 (2) (b),
— bank balances,
— other assets,— total assets,
— liabilities,
— net asset value.
II. Number of units in circulation
III. Net asset value per unit
IV . Portfolio, distinguishing between:
(a) transferable securities admitted to official stock exchange listing;
(b) transferable securities dealt in on another regulated market;(c) recently issued transferable securities of the type referred to in Article
19 (1) (d);
(d) other transferable securities of the type referred to in Article 19 (2)
(a);
(e) debt instruments treated as equivalent in accordance with Article 19
(2) (b);
and analyzed in accordance with the most appropriate criteria in the light
of the investment policy of the UCITS (e. g. in accordance with economic,
geographical or currency criteria) as a percentage of net assets; for each ofthe above investments the proportion it represents of the total assets of theUCITS should be stated.
Statement of changes in the composition of the portfolio during the
reference period.
V. Statement of the developments concerning the assets of the UCITS during
the reference period including the following:
— income from investments,
— other income,
— management charges,— depositary’s charges,
— other charges and taxes,
— net income,— distributions and income reinvested,
— changes in capital account,
— appreciation or depreciation of investments,— any other changes affecting the assets and liabilities of the UCITS.
VI. A comparative table covering the last three financial years and including,
for each financial year, at the end of the financial year:
— the total net asset value,
— the net asset value per unit.
VII. Details, by category of transaction within the meaning of Article 21
carried out by the UCITS during the reference period, of the resultingamount of commitments.!
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