28.5. 86 Official Journal of the European Communities No C 129/5 
II 
(Preparatory Acts) 
COMMISSION 
Proposal for a Council Directive amending Directive 85/611/EEC as regards jurisdiction in 
disputes arising from the marketing of units of undertakings for collective investment in 
transferable securities (UCITS) 
COM(86) 193 final 
(Submitted by the Commission to the Council on 22 April 1986) 
(86/C 129/06) 
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, 
Having regard to the opinion of the European 
Parliament, 
Having regard to the opinion of the Economic and 
Social Committee, 
Whereas Council Directive 85/611/EEC of 20 
December 1985 on the coordination of laws, regulations 
and administrative provisions relating to undertakings for 
collective investment in transferable securities 
(UCITS) (l) contains no provisions on jurisdiction in 
disputes arising from the marketing of UCITS units, so 
that the rules of the Brussels Convention of 27 
September 1968 on jurisdiction and the enforcement of 
judgments in civil and commercial matters (2) are at 
present applicable in this area; 
Whereas, however, in accordance with the wish 
expressed by the Council in adopting the 
abovementioned Directive, that Directive should be 
amended by a Directive having the same legal basis and 
containing specific provisions on jurisdiction; 
Whereas it appears necessary to provide for persons 
acting in a non-professional capacity the possibility of 
bringing before the courts of the Member State in whose 
territory they acquired UCITS units any dispute 
concerning the infringement by a UCITS of the rules 
applicable in the event of its marketing its units in a 
Member State other than that in which it is situated, as laid down in Section VIII of Directive 85/611/EEC; 
whereas protection is thus afforded to the economically 
weaker contracting party, as provided for in Title II, 
Section 4 of the Brussels Convention, as amended by the 
Convention of Accession of 9 October 1978 (J) of 
Denmark, Ireland and the United Kingdom to the said 
Convention, with respect to contracts concluded by 
consumers; 
Whereas, however, such protection need be provided 
only in so far as it is really useful and necessary and, to 
that end, it seems advisable merely to lay down a rule of 
optional jurisdiction relating to disputes concerning 
contractual obligations, additional to the normal rules 
provided for by the Brussels Convention and in 
particular Articles 2 and 5(1) thereof; 
Whereas it is further necessary to prevent the rule of 
jurisdiction thus laid down being circumvented by 
imposing on purchasers of UCITS units, in disputes 
arising from the purchase of units, a contractual clause 
conferring different jurisdiction within the meaning of 
Article 17 of the Brussels Convention; whereas, to that 
end, it should be prescribed that the optional jurisdiction 
introduced by this Directive cannot be the subject of a 
waiver on the part of a person purchasing units, unless 
such a waiver occurs after the dispute has arisen; 
Whereas Section VIII of Directive 85/611/EEC covers 
cases in which a UCITS markets its units in a Member 
State other than that in which it is situated and the rule 
of jurisdiction provided for by this Directive must be 
applied only when the units are marketed by the UCITS, 
whether this is done directly by the UCITS or indirectly 
through a representative or agent; whereas this rule must 
not apply if there is no economically weak party to be 
protected, as is the case when a purchaser of units acts in 
a professional capacity; 
Whereas the measures provided for in this Directive 
should be brought into effect at the same time as those 
provided for by Directive 85/611/EEC, 
(') OJ No L 375, 31. 12. 1985, p. 3. 
(2) OJ No L 299, 31, 12. 1972, p. 32. (') OJ No L 304, 30. 10. 1973, p. 1. 
No C 129/6 Official Journal of the European Communities 28.5.86 
HAS ADOPTED THIS DIRECTIVE: 
Article 1 
The following Article is hereby inserted in Directive 
85/611/EEC: 
'Article 48a 
1. A person who has acquired UCITS units in a 
Member State other than that in which the UCITS is 
situated may bring disputes relating to compliance 
with the provisions contained in this Section before 
the courts of the Member State in whose territory he 
acquired those units, whether he acquired them direct 
from the UCITS or through a representative or agent 
of that UCITS. 
2. The right of a person acquiring units referred to 
in paragraph 1 may not be the subject of a waiver agreement, even if provided for by a clause inserted 
in the contract relating to the acquisition of the units, 
unless such a waiver occurs after the dispute has 
arisen. 
3. The provisions of paragraphs 1 and 2 shall not 
apply if the acquisition of the units falls within the 
scope of the professional activities of the person 
acquiring them.' 
Article 2 
Member States shall bring into force the measures 
necessary to comply with this Directive within the same 
period as that provided for in Directive 85/611/EEC. 
They shall forthwith inform the Commission thereof. 
Article 3 
This Directive is addressed to the Member States.