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Suppliment tal-Gazzetta tal-Gvern ta’ Malta Nru. 20,698, 10 ta’ Settembru, 2021
Taqsima  B
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L.N. 361 of 2021
INVESTMENT SERVICES ACT
(CAP. 370)
Investment Services Act (Marketing of UCITS) (Amendment) 
Regulations, 2021
IN EXERCISE of the powers conferred by article 12 of the
Investment Services Act, the Minister responsible for the regulation of
Financial Services, acting on the advice of the Malta Financial
Services Authority, has made the following regulations:
Citation and 
scope.
S.L. 370.18.1. (1) The title of these regulations is the Investment
Services Act (Marketing of UCITS) (Amendment) Regulations, 2021 ,
and these regulations shall be read and construed as one with the
Investment Services Act (Marketing of UCITS) Regulations,hereinafter referred to as "the principal regulations".
(2) The scope of these regulations is to transpose, in part,
Article 1 of D irective (EU) 2019/1160 of the European Parliamen t and
of the Council of 20 June 2019 amending Directives 2009/65/EC and
2011/61/EU with regard to cross-border distribution of collective
investment undertakings.
Amends 
regulation 1 of 
the principal regulations.2. In sub-regulation (3) of regulation 1 of the principal
regulations, for the words, "Articles 1, 2(1)(b) and (e), 3, 91(1) and (3),
92, 93, 94, 96 and 108 of Directive 2009/65/EC of the UCITS
Directive,", there shall be substituted the words "Articles 1, 2(1)(b)
and (e), 3, 91(1), 92, 93, 93a, 94, 96 and 108 of Directive 2009/65/EC
of the UCITS Directive,".
Amends 
regulation 4 of 
the principal regulations.3. Regulation 4 of the principal regulations shall be amended
as follows: 
(a) in paragraph (a) of sub-regulation (2) thereof, for
the words, "including where relevant in respect of share
classes; and", there shall be substituted the words "includingwhere relevant in respect of share classes;";
(b) in paragraph (b) of sub-regulation (2) thereof, for the
words, "marketed by the management company that manages theMaltese UCITS.", there shall be substituted the words "marketed
by the management company that manages the MalteseUCITS;";
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(c) immediately after paragraph (b) of sub-regulation (2)
thereof, there shall be added the following new paragraphs: 
"(c) the details necessary for the invoicing or for
the communication of any applicable regulatory fees or
charges by the European regulatory authority of the host
Member State or EEA State, including the address; and 
(d) information on the facilities for the
performance of tasks referred to in regulation 5(7) ofthese regulations."; 
(d) in sub-regulation (11) thereof, for the words, "the
Maltese UCITS shall give written  notice thereof to the European
regulatory authority of the Member State or EEA State in which
it is currently marketing its units prior to implementing the
change", there shall be substituted the words, "the MalteseUCITS shall give written notice thereof to both the competent
authority and the European regulatory authority of the UCITS
host Member State or EEA State at least one (1) month before
implementing that change."; and
(e) immediately after sub-regulation (11) thereof, there
shall be added the following new sub-regulations: 
"(12) Where, pursuant to a change as referred to in
sub-regulation (11), the Maltese UCITS would no longercomply with the UCITS Directive, the competentauthority shall inform the Maltese UCITS within fifteen
(15) working days of receipt of all the information
referred to in sub-regulation (11) that it is not toimplement that change. In that case, the competent
authority accordingly sh all notify the European
regulatory authority of the Member State or EEA State in
which Maltese UCITS is currently marketing its units. 
(13) Where a change referred to in sub-regulation
(11) is implemented after information has been transmittedby the competent authority in accordance with sub-
regulation (12) and pursuant to that change the Maltese
UCITS no longer complies with the UCITS Directive, thecompetent authority shall take all appropriate measures in
accordance with the Act, including, where necessary, the
express prohibition of marketing of the Maltese UCITS andshall notify the European regulatory authority of the
Member State or EEA State in which Maltese UCITS is
currently marketing its units without undue delay of the
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measures taken.
(14) If a Maltese UCITS wishes to terminate
arrangements made for marketing of its units, including,
where relevant, the share classes thereof in the Member
State or EEA State in which Maltese UCITS is currently
marketing its units, in respect of which it has made anotification in accordance with  sub-regulation 4(1), it shall
be allowed to de-notify  such marketing arrangements after
fulfilling the following conditions: 
(a) a blanket offer shall be made to
repurchase or redeem, free of any charges ordeductions, all such units held by investors in that
Member State or EEA State, and shall be publicly
available for at least 30 working days, addressed,directly or through financial intermediaries,
individually to all investors in that Member State or
EEA State whose identity is known;  
(b) the intention to terminate arrangements
made for marketing such units in that Member Stateor EEA State is made public by means of a publiclyavailable medium, including by electronic means,
which is customary for marketing UCITS and
suitable for a typical UCITS investor; and
(c) any contractual arrangements with
financial intermediaries or delegates are modified orterminated with effect from the date of de-notificationin order to prevent any new or further, direct or
indirect, offering or placement of the units identified
in the notification referred to in sub-regulation 4(16).
 (15) The information referred to in sub-regulations
4(14)(a) and (b) shall clearly d escribe the consequences for
investors if they do not accept the offer to redeem or
repurchase their units. Such information shall be provided
in the official language or one of the official languages of
the Member State or EEA State in respect of which theMaltese UCITS has made a notification in accordance with
sub-regulation 4(1), or in a language approved by the
competent authorities of that Member State EEA State.With effect from the date referred to in sub-regulation
4(14)(c), the Maltese UCITS shall cease any new or further,
direct or indirect, offering or  placement of its units which
were the subject of de-notificat ion in that Member State or
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EEA State. 
(16) The Maltese UCITS shall submit to the
competent authority a notification containing the
information referred to in sub-regulations 4(14)(a), (b) and
(c). 
(17) The Maltese UCITS shall provide investors
who remain invested in it as well as the competentauthority with the information required under Articles 68 to
82 and under Article 94 of the UCITS Directive. The
Maltese UCITS shall provide s uch information using any
electronic or other distance communication means. 
Provided that the information and
communication means are available for investors in the
official language or one of the official languages of theMember State or EEA State where the investor is located
or in a language approved by the competent authorities of
that Member State or EEA State.".
Amends 
regulation 5 of the principal 
regulations. 4. Regulation 5 of the principal regulations shall be amended
as follows:
(a) in sub-regulation (1) thereof, for the words, "key
investor information document translated in the official
language, or one of the official languages of the Member State or
EEA State in which it is marketing its units or into a languageapproved by the European regulatory authority of such Member
State or EEA State, together wit h the following information and
documents prescribed hereunder free of charge and upon
request:", there shall be substituted the words, "documents
referred to under sub-regulation (1)(a) to (d) free of charge and
upon request for the purposes of inspection and obtaining copie s
thereof:";
(b) in paragraph (b) of sub-regulation (1) thereof, for the
words, "an annual report for each financial year; and", there shall
be substituted the words "an annual report for each financial
year;";
(c) in paragraph (c) of sub-regulation (1) thereof, for the
words, "a half-yearly report covering the first six months of thefinancial year.", there shall be substituted the words "a half-yearly report covering the first six months of the financial ye ar;
and";
(d) immediately after paragr aph (c) of sub-regulation
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(1) thereof, there shall be added the following new paragraph: 
"(d)  key investor information document.";
(e) in sub-regulation (3) thereof, for the words, "The
Maltese UCITS shall, at it s discretion, translate the
documents", there shall be substituted the words "The Maltese
UCITS shall translate the key investor information documentreferred to in sub-regulation 1(d) into the official language, or
one of the official languages, of the UCITS host Member State
or EEA State or into a language approved by the European
regulatory authority of that Member State or EEA State. The
Maltese UCITS shall, at it s discretion, translate the
documents";
(f) in sub-regulation (7) thereof, for the words "take the
measures necessary to ensure that facilities are available ther ein
for making payments to unit holders, re-purchasing or redeeming
units and making available the information which the Maltese
UCITS is obliged to provide", there shall be substituted thewords, "take the measures necessary to ensure that facilities a re
available therein to:", and immediately thereafter, there shall  be
added the following new paragraphs:
 "(a) process subscription, repurchase and
redemption orders and make other payments to unit-holders relating to the units of the UCITS, in accordancewith the conditions set out in the documents required
pursuant to sub-regulation 1(a) to (c); 
(b) provide investors with information on how
orders referred to in point (a) above can be made and howrepurchase and redemption proceeds are paid; 
(c) facilitate the handling of information and access
to procedures and arrangements relating to the investors'exercise of their rights arising from their investment in the
UCITS in the Member State or EEA State where the UCITSis marketed; 
(d) provide investors with information relevant to
the tasks that the facilities perform in a durable medium;and 
(e) act as a contact point for communicating with
the European regulatory authority of that Member State or
EEA State."; and
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(g) immediately after sub-regulation (7) thereof,
there shall be added the following new sub-regulations: 
"(7A)The Maltese UCITS shall ensure that the
facilities to perform the tasks referred to in sub-
regulation (7), including electronically, are
provided: 
(a) in the official language or one of the
official languages of the Member State or EEAState where the UCITS is marketed or in a
language approved by the European regulatory
authority of that Member State or EEA State;and
(b) by the UCITS itse lf, by a third party
which is subject to regulation and supervisiongoverning the tasks to be performed, or by both. 
(7B) For the purposes of sub-regulation
(7A)(b), where the tasks are to be performed by athird party, the appointment of the said third party
shall be evidenced by a written contract, which
specifies which of the tasks referred to in sub-regulation (7) are not to be performed by the UCITS
and that such third party will receive all the relevant
information and documents from the UCITS.".
Amends 
regulation 8 of the principal 
regulations. 5. Regulation 8 of the principal regulations shall be amended
as follows:
(a) in paragraph (a) of sub-regulation (1) thereof, for the
words, "European UCITS of its units in Malta, including where
relevant in respect of share classes; and", there shall be
substituted the words "European UCITS of its units in Malta,
including where relevant in respect of share classes;";
(b) in paragraph (b) of sub-regulation (1) thereof, for the
words "by the management company that manages the EuropeanUCITS.", there shall be substituted the words "by the
management company that manages the European UCITS;";
(c) immediately after paragraph (b) of sub-regulation (1)
thereof, there shall be added the following new paragraphs:
"(c) the details necessary for the invoicing or
for the communication of any applicable regulatory
fees or charges by the competent authority,
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including the address; and 
 (d) information on the facilities for the
performance of tasks referred to in regulation 9(5)
of this Act.";
(d) sub-regulation (7) thereof shall be deleted;
(f) in sub-regulation (10) thereof, for the words, "to the
competent authority prior to implementation of the change.",
there shall be substituted the words, "to both the competent
authority and European regulatory authority of the UCITS home
Member State or EEA State at least one month before
implementing that change."; and
(g) immediately after sub-regulation (10) thereof, there
shall be added the following new sub-regulations: 
"(11) Where, pursuant to a change as referred to in
sub-regulation (10), the European UCITS would nolonger comply with the UCITS Directive, the Europeanregulatory authority of the U CITS home Member State or
EEA State shall inform the European UCITS withinfifteen (15) working days of receipt of all the informationreferred to in sub-regulation (10) that it is not to
implement that change. 
(12) Where a change referred to in sub-regulation
(10) is implemented after information has been transmittedin accordance with sub-regulation (11) and pursuant to that
change the European UCITS no longer complies with theUCITS Directive, the European regulatory authority of the
UCITS home Member State or EEA State shall take all
appropriate measures, including, where necessary, theexpress prohibition of marketing of the European UCITS,
and shall notify the competent authority without undue
delay of the measures taken.
(13) If a European UCITS wishes to terminate
arrangements made for marketing of its units, including,where relevant, the share classes thereof in Malta, it shallbe allowed to de-notify such marketing arrangements after
fulfilling the following conditions:
(a) a blanket offer shall be made to
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repurchase or redeem, free of any charges or
deductions, all such units held by investors in Malta,
and shall be publicly available for at least thirty (30)working days, addressed, directly or through financial
intermediaries, individually to all investors in Malta,
whose identity is known;
(b) the intention to terminate arrangements
made for marketing such units in Malta is made
public by means of a publicly available medium,
including by electronic means, which is customary
for marketing UCITS and suitable for a typicalUCITS investor; and
(c) any contractual arrangements with
financial intermediaries or delegates are modified orterminated with effect from the date of de-notification
in order to prevent any new or further, direct orindirect, offering or placeme nt of the units identified
in the notification referred to in sub-regulation 8(15).
(14) The information referred to in sub-regulations
8(13)(a) and (b) shall clearly d escribe the consequences for
investors if they do not accept the offer to redeem or
repurchase their units. Such information shall be provided
in the official language or one of the official languages ofMalta, or in a language approved by the competent
authority. As of the date referred to in sub-regulation
8(13)(c), the European UCITS shall cease any new orfurther, direct or indirect, offering or placement of its units
which were the subject of de-notification in Malta. 
(15) The European UCITS shall submit to the
European regulator y authority of the UCITS home Member
State or EEA State a notificat ion containing the information
referred to in sub-regulations 8(13)(a), (b) and (c). 
(16) The European UCITS shall provide investors
who remain invested in it as well as the competent
authority with the information required under Articles 68to 82 and under Article 94 of the UCITS Directive. The
European UCITS may provide such information using
any electronic or other distance communication means,provided that the information and communication means
are available for investors in the official language or one
of the official languages of Malta, or in a language
approved by the competent authority.".
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Amends 
regulation 9 of 
the principal regulations. 6. Regulation 9 of the principal regulations shall be amended
as follows:
(a) in sub-regulation (1) thereof, for the words, "key
investor information document in English or in Maltese and with
the following information and documents prescribed hereunderfree of charge and upon request:", there shall be substituted the
words, "documents referred to under sub-regulation (1)(a) to (d )
free of charge and upon request for the purposes of inspection
and obtaining copies thereof:";
(b) in paragraph (b) of sub-regulation (1) thereof, for
the words, "an annual report for each financial year; and",there shall be substituted the words "an annual report for each
financial year;";
(c) in paragraph (c) of sub-regulation (1) thereof, for the
words, "a half-yearly report covering the first six months of thefinancial year.", there shall be substituted the words "a half-
yearly report covering the first six months of the financial year;and";
(d) immediately after paragraph (c) of sub-regulation (1)
thereof, there shall be added the following new paragraph:
"(d) key investor information document.";
(e) in sub-regulation (2) thereof, immediately before the
words, "The information and documents prescribed in sub-regulation (1)(a) to (c) shall be provided to investors in the
manner prescribed by the Investment Services Rules.", there
shall be inserted the words, "The European UCITS shall translat e
the key investor information document referred to in sub-
regulation 1(d) into the official  language, or one of the offic ial
languages of Malta or into a language approved by the competentauthority.";
(f) in sub-regulation (5) thereof, the words, "take the
measures necessary to ensure that facilities are available inMalta for making payments to unit holders, re-purchasing or
redeeming units and making available the information which theEuropean UCITS is obliged to provide", there shall be
substituted the words, "take the measures necessary to ensure
that facilities are available in Malta to:", and immediatelythereafter, there shall be added the following new paragraphs: 
"(a) process subscription, repurchase and
redemption orders and make other payments to unit-holders
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relating to the units of the European UCITS, in accordance
with the conditions set out  in the documents required
pursuant to sub-regulation 1(b) to (d); 
(b) provide investors with information on how
orders referred to in point (a) above can be made and how
repurchase and redemption proceeds are paid; 
(c) facilitate the handl ing of information and
access to procedures and arrangements relating to theinvestors' exercise of their rights arising from their
investment in the Europ ean UCITS in Malta; 
(d) make the information and documents required
pursuant to Chapter IX available to investors under theconditions laid down in Article 94, for the purposes of
inspection and obtaining copies thereof;
(e) provide investors with  information relevant to
the tasks that the facilities perform in a durable medium;and 
(f) act as a contact point  for communicating with
the competent authority."; and 
(g) immediately after sub-regulation (5) thereof, there
shall be added the following new sub-regulations:
"(5A)The European UCITS shall not be required to
have a physical presence in Malta or to appoint a third partyfor the purposes of sub-regulation (5).
(5B) The European UCITS shall ensure that the
facilities to perform the tasks referred to in sub-regulation(5), including electronically, are provided: 
(a) in the official language, or one of the
official languages of Malta or in a language approvedby the competent authority by the European UCITS
itself; and 
(b) by a third party which is subject to
regulation and supervision governing the tasks to beperformed, or by both. 
(5C) For the purposes of sub-regulation (5B),
where the tasks are to be performed by a third party, the
appointment of the said third party shall be evidenced by
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a written contract, which specifies which of the tasks
referred to in sub-regulation (5) are not to be performed
by the European UCITS and that the third party willreceive all the relevant information and documents from
the European UCITS.".
Amends 
Schedule A of the principal 
regulations. 7. Schedule A of the principal regulations shall be deleted.
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