Investment Funds, Companies and Miscellaneous Provisions Act 2005

AN ACT TO MAKE PROVISION IN RELATION TO COLLECTIVE INVESTMENT UNDERTAKINGS OF THE KIND KNOWN AS “COMMON CONTRACTUAL FUNDS”; TO AMEND PART XIII OF THE COMPANIES ACT 1990 AND THE EUROPEAN COMMUNITIES (UNDERTAKINGS FOR COLLECTIVE INVESTMENT IN TRANSFERABLE SECURITIES) REGULATIONS 2003 (S.I. NO. 211 OF 2003); TO MAKE PROVISION IN RELATION TO CERTAIN OF THE MATTERS DEALT WITH BY ACTS ADOPTED BY INSTITUTIONS OF THE EUROPEAN COMMUNITIES IN THE FIELDS OF INSIDER TRADING AND MANIPULATION AND OTHER ABUSES OF FINANCIAL MARKETS AND IN THE FIELD OF OFFERS TO THE PUBLIC OF SECURITIES OR THE ADMITTANCE OF SECURITIES TO TRADING; TO EFFECT CERTAIN MISCELLANEOUS AMENDMENTS TO THE COMPANIES ACTS 1963 TO 2003; TO AMEND THE IRISH TAKEOVER PANEL ACT 1997 AND THE COMPETITION ACT 2002; TO INCREASE THE PENALTIES FOR OFFENCES UNDER THE PRICES ACT 1958, THE RESTRICTIVE PRACTICES ACT 1972 AND CERTAIN ENACTMENTS THAT RELATE TO PROTECTION OF THE CONSUMER; TO AMEND THE INDUSTRIAL AND PROVIDENT SOCIETIES ACT 1893 AND TO PROVIDE FOR RELATED MATTERS.

[29th June, 2005]

BE IT ENACTED BY THE OIREACHTAS AS FOLLOWS:

PART 1 Preliminary and General

1. Short title, collective citation and construction.

1.—(1) This Act may be cited as the Investment Funds, Companies and Miscellaneous Provisions Act 2005.

• (2) Parts 3 to 6 and the Companies Acts 1963 to 2003 may be cited together as the Companies Acts 1963 to 2005 and shall be construed together as one.

2. Commencement.

2.—(1) This Act (other than sections 85 and 86) shall come into operation on such day or days as the Minister may appoint by order or orders either generally or with reference to any particular purpose or provision and different days may be so appointed for different purposes or different provisions.

• (2) Without prejudice to the generality of subsection (1), an order or orders under that subsection may appoint different days for the coming into operation of section 31 so as to effect the repeal provided by that section of an enactment specified in it on different days for different purposes.

3. Interpretation generally.

3.—(1) In this Act—

“Act of 1963” means the Companies Act 1963;

“Act of 1990” means the Companies Act 1990;

“contravention” includes, in relation to any provision, a failure to comply with that provision and “contravene” shall be construed accordingly;

“enactment” includes an instrument made under an enactment;

“Member State”, where used without qualification, means Member State of the European Union;

“Minister” means the Minister for Enterprise, Trade and Employment.

• (2) In this Act—

• (a) a reference to a section or Part is a reference to a section or Part of this Act unless it is indicated that reference to some other enactment is intended,

• (b) a reference to a subsection, paragraph or subparagraph is a reference to the subsection, paragraph or subparagraph of the provision in which the reference occurs, unless it is indicated that reference to some other provision is intended, and

• (c) a reference to any other enactment shall, unless the context otherwise requires, be construed as a reference to that enactment as amended or adapted by or under any other enactment.

4. Orders and regulations.

4.—(1) Every order or regulation made under this Act (other than an order made under section 2 or 37) shall be laid before each House of the Oireachtas as soon as may be after it is made and, if a resolution annulling the order or regulation is passed by either such House within the next 21 days on which that House has sat after the order or regulation is laid before it, the order or regulation shall be annulled accordingly but without prejudice to the validity of anything previously done thereunder.

• (2) The Minister may by order amend or revoke an order made under this Act (other than an order made under section 2 or 37 but including an order made under this subsection).

5. Expenses.

5.—F1[(1)] The expenses incurred by the Minister in the administration of this Act shall, to such extent as may be sanctioned by the Minister for Finance, be paid out of moneys provided by the Oireachtas.

• F1[(2) The Bank shall not provide any funds from its own resources, other than from those resources provided to it under subsection (3), to defray expenses of the Bank incurred by it in the performance of the functions under sections 18O to 18T (in subsections (3) and (4) referred to as ‘expenses of the Bank associated with its functions under sections 18O to 18T’).

• (3) The Central Bank Commission shall make regulations under section 32D of the Central Bank Act 1942 prescribing levies (in subsection (4) referred to as the "dedicated levies") to be paid by common contractual funds, and the moneys received by the Bank by way of such levies shall be used by it to defray expenses of the Bank associated with its functions under sections 18O to 18T.

• (4) Where—

• (a) in any year, the Bank reasonably apprehends that it will be unable to defray all of the expenses of the Bank, arising in that year, associated with its functions under sections 18O to 18T from moneys received by it by way of the dedicated levies, or

• (b) notwithstanding the existence of the dedicated levies and, apart from the circumstance referred to in paragraph (a), for any reason there is an insufficiency in any year of moneys available to the Bank to defray all of its expenses, arising in that year, associated with the foregoing functions,

the Minister shall, on the written request of the Bank, advance to the Bank such sums as he or she thinks proper to enable the Bank to defray all of its expenses, arising in that year, associated with the foregoing functions.

• (5) The payments of sums referred to in subsection (4) shall be made on such terms as to repayment, interest and other matters as may be determined by the Minister after consulting the Bank.

• (6) All moneys from time to time required by the Minister to meet sums which may become payable by him or her under subsection (4) shall be advanced out of the Central Fund or the growing produce thereof.]

PART 2 Common Contractual Funds

6. Interpretation (Part 2).

6.—(1) In this Part, unless the context otherwise requires—

F2["Act of 2010" means the Criminal Justice (Money Laundering and Terrorist Financing) Act 2010;]

"Bank" means the F3[Central Bank of Ireland]

F2["beneficial owner", in relation to a common contractual fund, means any individual who—

• (a) ultimately is entitled to or controls, whether the entitlement or control is direct or indirect, more than a 25 per cent share of the capital or profits of the common contractual fund or more than 25 per cent of the voting rights in the common contractual fund, or

• (b) otherwise controls the common contractual fund;]

F2["beneficial ownership register" shall be construed in accordance with section 21B;]

“common contractual fund” means a collective investment undertaking, being an unincorporated body established by a management company, under which the participants by contractual arrangement participate and share in the property of the collective investment undertaking as co-owners, provided—

• (a) it is expressly stated in its deed of constitution to be established pursuant to this Act,

• (b) it holds an authorisation issued in accordance with this Act, and

• (c) it is not established pursuant to Council Directive No. 85/611/EEC of 20 December 1985¹, as amended from time to time.

F2["competent authority" means a competent authority as that expression, by virtue of sections 60 and 61 of the Act of 2010, is to be construed for the purposes of Part 4 of that Act;]

“debentures” means any debentures, debenture stock or bonds of any body corporate, incorporated in or outside the State, whether constituting a charge on the assets of the body or not;

“deed of constitution” or “deed” means the deed under which the common contractual fund is constituted, and references to the deed of constitution of a common contractual fund shall be construed accordingly;

F2["designated person" has the meaning assigned to it by section 25 of the Act of 2010;]

F2["Higher Executive Officer" means the position of Higher Executive Officer, or a position equivalent to it, in the public body concerned;]

“holding company” has the same meaning as in the Act of 1963;

F2["Member State", in addition to the meaning assigned to it by section 3(1), includes, where relevant, a contracting party to the Agreement on the European Economic Area signed at Oporto on 2 May 1992 (as adjusted by the Protocol signed at Brussels on 17 March 1993);]

F2["PPS number", in relation to an individual, means the person’s Personal Public Service Number within the meaning of section 262 of the Social Welfare Consolidation Act 2005;]

F2["presenter" shall be construed in accordance with section 18O(1);]

F2["Principal Officer" means the position of Principal Officer, or a position equivalent to it, in the public body concerned;]

F2["senior managing official" includes a director and a chief executive officer;]

“sub-fund” means a separate portfolio of assets maintained by a common contractual fund in accordance with its deed of constitution;

“subsidiary” has the same meaning as in the Act of 1963;

“UCITS Regulations” means the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2003 (S.I. No. 211 of 2003) as amended;

“unit-holder” means the holder of one or more units of a common contractual fund and references to a unit-holder in such a common contractual fund shall be construed accordingly;

“units” means instruments granting an entitlement to share in the investments and relevant income of a common contractual fund;

“umbrella fund” means a common contractual fund which is divided into a number of sub-funds.

• (2) Any reference in this Part to a management company of a common contractual fund or to a custodian of such a common contractual fund shall be construed as a reference to the person in whom are vested the powers of management relating to property of the fund for the time being or, as the case may be, to the person in whom such property is entrusted for safe-keeping.

• (3) Any reference in this Part to an authorisation, in relation to a common contractual fund, standing revoked under this Act shall be construed as a reference to an authorisation standing revoked under Regulation 102 of the UCITS Regulations as applied by section 18.

• (4) For the purposes of the application by section 18 of certain provisions of the UCITS Regulations to common contractual funds, the said provisions shall be construed as one with this Part.

7. Non-application of this Part to certain undertakings.

7.—(1) The provisions of this Part shall not apply to an undertaking for collective investment in transferable securities (within the meaning of the UCITS Regulations) that is authorised—

• (a) under the UCITS Regulations, or

• (b) by a competent authority in another Member State of the European Communities in accordance with Council Directive No. 85/611/EEC of 20 December 1985, as amended from time to time.

• (2) A common contractual fund shall not be subject to the provisions respecting—

• (a) a partnership under the Partnership Act 1890, the Limited Partnerships Act 1907 or the Investment Limited Partnerships Act 1994, or

• (b) a unit trust scheme under the Unit Trusts Act 1990.

8. Authorisation of non-UCITS common contractual funds.

8.—(1) The Bank shall authorise a common contractual fund if, but only if—

• F4[(a) either—

• (i) the management company is authorised by the Bank under Part 2 of the European Union (Alternative Investment Fund Managers) Regulations 2013 or by the competent authority in its home Member State in accordance with Chapter II of Directive 2011/61/EC of the European Parliament and of the Council of 8 June 2011 or in its Member State of reference in accordance with that Chapter II, or

• (ii) the Bank is satisfied that the competence of the management company in respect of matters of the kind with which it would be concerned in relation to a common contractual fund and its probity are such as to render it suitable to act as management company under the common contractual fund,

• (b) save where it is authorised as mentioned in paragraph (a)(i), the management company of the common contractual fund is a body corporate that has its registered office and head office in the State, and has, in the opinion of the Bank, sufficient financial resources at its disposal to enable it to conduct its business effectively and meet its liabilities,

• (c) the custodian of the common contractual fund is a depositary as specified in Regulation 22(3) of the European Union (Alternative Investment Fund Managers) Regulations 2013,

• (d) the Bank is satisfied that the common contractual fund is organised such that the effective control over the affairs of the management company and of the custodian of the common contractual fund will be exercised independently of one another,]

• (e) the Bank has approved the deed of constitution and the deed of constitution contains a covenant providing that the common contractual fund will be carried on in compliance with the provisions of this Act,

• (f) a copy of the deed of constitution is deposited with the Bank, and

• (g) the name of the common contractual fund is not, in the opinion of the Bank, undesirable.

• (2) An application for authorisation of a common contractual fund shall be made in writing jointly by the proposed management company and custodian of the proposed common contractual fund and shall contain such information as the Bank may specify for the purpose of determining the application (including such additional information as the Bank may specify in the course of determining the application).

• (3) The authorisation of a common contractual fund by the Bank shall not constitute a warranty by the Bank as to the performance of the common contractual fund and the Bank shall not be liable for the performance or default of the common contractual fund.

9. Public information and reporting on authorisation of common contractual funds.

9.—(1) The Bank shall establish and maintain a register of common contractual funds.

• (2) The Bank shall ensure that the register is kept at a specified office of the Bank and is made available for inspection by members of the public during the ordinary business hours of that office.

• (3) If the register is kept in a form that is not immediately legible, the Bank shall make available a version of it that is in legible form.

• (4) A person who, during the ordinary business hours of the Bank, attends the office at which the Bank keeps the register is entitled—

• (a) to inspect the register without charge, and

• (b) on payment of a fee (if any) prescribed under section 33K (inserted by the Central Bank and Financial Services Authority of Ireland Act 2003) of the Central Bank Act 1942, for the purposes of this subsection, to obtain a copy of any entry in the register.

• (5) The Bank shall, within 21 days after the date of the authorisation by it under section 8 of a common contractual fund, publish a notice to that effect in Iris Oifigiúil.

• (6) The Bank shall publish from time to time, but not less frequently than once a year, in such manner as it thinks fit, the names of all common contractual funds which have been authorised by it under section 8 and whose authorisation has not been revoked under this Part.

• (7) The Bank shall include in its annual report to the Minister for Finance a report on the performance of its functions under this Part.

• (8) The Bank shall give to the Minister a copy of the report on the performance of its functions under this Part referred to in subsection (7).

10. Powers of Bank.

10.—(1) Notwithstanding any other powers which may be available to the Bank under any other enactment, the Bank may impose such conditions for the authorisation of a common contractual fund under section 8 as it considers appropriate and prudent for the purposes of the orderly and proper regulation of the business of common contractual funds.

• (2) The power to impose conditions referred to in subsection (1) shall include power to impose such conditions from time to time in respect of the manner in which the business of a common contractual fund authorised under section 8 shall be operated as the Bank considers appropriate and prudent for the purposes referred to in subsection (1).

• (3) Conditions imposed under this section may be imposed generally or on a particular common contractual fund, or by reference to a particular class or classes of common contractual fund, or by reference to any other matter the Bank considers appropriate and prudent for the purposes referred to in subsection (1).

• (4) Without prejudice to the generality of subsections (1), (2) and (3), conditions imposed by the Bank on a common contractual fund may make provision for any or all of the following matters—

• (a) the prudential requirements of the investment policies of the common contractual fund,

• (b) borrowing policies of the common contractual fund,

• (c) prospectuses and other information disseminated in relation to the common contractual fund,

• (d) the safe-keeping of the assets of the common contractual fund,

• (e) such other supervisory and reporting requirements and conditions relating to its business as the Bank considers appropriate and prudent.

• (5) The Bank may amend or revoke a condition imposed by it under this section.

• (6) The management company and custodian of a common contractual fund shall comply with any conditions imposed by the Bank in relation to that common contractual fund.

11. Refusal of authorisation.

11.—(1) Where the Bank decides to refuse authorisation of a common contractual fund, it shall notify the management company and the custodian of the common contractual fund of its decision and of the reasons therefor.

• (2) The management company may apply to the High Court for a review of the decision in accordance with Regulation 105 of the UCITS Regulations (as applied by section 18).

• (3) The management company shall have the same right to apply to the High Court as in subsection (2) if a decision on authorisation under section 8 has not been taken by the Bank within 6 months of the submission of an application for authorisation which includes the information (other than any additional information sought by the Bank) specified by the Bank under section 8(2).

12. Alteration in deed of constitution of, or change in name of, common contractual fund.

12.—(1) No alteration in the deed of constitution of a common contractual fund or change in the name of such a common contractual fund shall be made without the approval of the Bank and—

• (a) any person who makes such an alteration or change without such approval shall be guilty of an offence, and

• (b) any such alteration made without the approval of the Bank is void.

• (2) Within 21 days after the making of an alteration in the deed of constitution of a common contractual fund or a change in the name of a common contractual fund, the management company of the common contractual fund shall deposit with the Bank a copy of the deed of constitution as so altered or containing the alterations or (as the case may be) particulars of the change in name.

• (3) Where the management company of a common contractual fund fails to comply with subsection (2), it shall be guilty of an offence.

13. Replacement of management company or custodian.

13.—(1) The deed of constitution shall specify the conditions for the replacement of the management company or custodian of the common contractual fund with another management company or custodian and shall contain provisions to ensure the protection of unit-holders in the event of any such replacement.

• (2) Neither the management company nor the custodian may be replaced without the approval of the Bank.

14. Obligation on management companies under common contractual funds to purchase units.

14.—(1) Subject to Regulation 63 of the UCITS Regulations, as applied by section 18, whenever the unit-holder in a common contractual fund, or the unit-holder in a common contractual fund the authorisation of which stands revoked under this Part, so requests, the management company of the common contractual fund shall, in accordance with the provisions of the deed of constitution of the fund and any relevant conditions imposed by the Bank, redeem out of the assets of the common contractual fund such number of the units of the common contractual fund held by the unit-holder as that person may specify at the price for the time being at which the management company redeems units of the common contractual fund.

• (2) Subsection (1) shall not apply to the extent the Bank may specify in a condition imposed by it under section 10.

• (3) A management company which contravenes subsection (1) shall be guilty of an offence.

15. Prohibition of certain transactions and making of certain profits by management companies, etc.

15.—(1) Neither a management company of a common contractual fund (the “corporate body”) nor a subsidiary or a holding company of that corporate body or a subsidiary of the holding company of that corporate body or a director or person engaged in the management of such corporate body or company shall carry out transactions for it, him or herself, or make a profit for it, him or herself from transactions, in any assets held under the scheme save in accordance with the deed of constitution and any conditions imposed by the Bank.

• (2) A person who contravenes this section shall be guilty of an offence.

16. Assets of common contractual funds.

16.—(1) The assets of a common contractual fund shall belong exclusively to the common contractual fund and the assets shall be entrusted to a custodian for safe-keeping in accordance with conditions imposed by the Bank under section 10 F5[and, subject to such transitional arrangements as may be specified by the Bank, in accordance with the provisions of Regulation 22(8) of the European Union (Alternative Investment Fund Managers) Regulations 2013].

• (2) Where a common contractual fund is established as an umbrella fund, the assets shall belong exclusively to the relevant sub-fund and shall not be used to discharge directly or indirectly the liabilities of, or claims against, any other sub-fund and shall not be available for any such purpose.

• (3) The liabilities of a unit-holder, as such a holder, shall be limited to the amount agreed to be contributed by him or her for the subscription of units.

• (4) The provisions of the deed of constitution shall be binding on the unit-holder and all persons claiming through the unit-holder as if such persons had been party to the deed.

17. Liability of custodians of common contractual funds.

17.—(1) F6[Where a common contractual fund does not have an alternative investment fund manager which is authorised in accordance with Chapter II of Directive 2011/61/EC of the European Parliament and of the Council of 8 June 2011 or is not otherwise subject to Articles 21(12) to (15) of that Directive, the custodian shall exercise due care and diligence] in the discharge of its duties and shall be liable to the unit-holders and management company for any loss arising from the negligence, fraud, bad faith, wilful default or recklessness in the performance of those duties.

• (2) Unit-holders may enforce this liability either directly or indirectly through the management company.

18. Application of certain provisions of UCITS Regulations.

18.—(1) Regulations 63, 77 to 85 and 98 to 105 of the UCITS Regulations shall apply to a common contractual fund as they apply to the bodies to which those Regulations relate subject to the following modifications and any other necessary modifications—

• (a) a reference in those Regulations to a term or expression specified in the second column of the Table to this section at any reference number shall be construed, where the context admits, as a reference to the term or expression specified in the third column of the said Table at that reference number, and

• (b) references to cognate terms or expressions in those Regulations shall be construed accordingly,

• (c) references to “the articles” and “the Directive” in those Regulations shall be disregarded,

• (d) the words “and the other information provided for in Schedule 2 to these Regulations” in Regulation 79 and the first sentence of Regulation 80 of those Regulations shall be disregarded and Regulation 80 shall have effect as if there were inserted the words “in the half-yearly report” after the words “the figures”,

• (e) paragraph (4)(d) of Regulation 102 shall be disregarded,

• (f) references to “simplified prospectus” in Regulations 82 and 83 shall be disregarded.

• (2) In subsection (1) “common contractual fund” includes a common contractual fund the authorisation of which stands revoked under Regulation 102 of the UCITS Regulations as applied and adapted by this section.

TABLE

Ref. No.	Term or expression referred to in UCITS Regulations	Construction of term or expression for purposes of this section
(1)	(2)	(3)
1.	“Regulation 14”	“section 11 of the Investment Funds, Compan- ies and Miscellaneous Provisions Act 2005”
2.	“Regulation 59”	“section 14 of the Investment Funds, Compan- ies and Miscellaneous Provisions Act 2005”
3.	“these Regulations”	“Part 2 of the Investment Funds, Companies and Miscellaneous Provisions Act 2005”
4.	“repurchase”	“purchase”
5.	“UCITS”	“common contractual fund”
6.	“section 8 of the Unit Trusts Act 1990”	“section 13 of the Investment Funds, Compan- ies and Miscellaneous Provisions Act 2005”

18A. F7[Requirement to hold information on beneficial ownership of common contractual fund

18A. (1) A management company of a common contractual fund shall take all reasonable steps to obtain and hold adequate, accurate and current information in respect of the common contractual fund’s beneficial owners, that is to say—

• (a) the name, date of birth, nationality, and residential address of each beneficial owner of it,

• (b) a statement of the nature and extent of the interest held, or the nature and extent of control exercised, by each such beneficial owner, and

• (c) the PPS number of each such beneficial owner to whom such a number has been issued,

and any PPS number so obtained shall not be disclosed by the management company for any purpose of this section or of any of sections 18B to 18H.

• (2) The management company shall enter the information referred to in subsection (1)(a) and (b) in the common contractual fund’s beneficial ownership register, and the following information shall also be entered by it in that register:

• (a) the date on which the name of each individual was entered into the register as a beneficial owner of the common contractual fund;

• (b) the date on which each individual who has ceased to be a beneficial owner of the common contractual fund ceased to be such an owner.

• (3) If, either—

• (a) after exhausting all possible means, and provided there are no grounds for suspicion by the management company, no individual is identified as a beneficial owner of the common contractual fund, or

• (b) there is any doubt that individual so identified is a beneficial owner of the common contractual fund,

there shall be entered, in the common contractual fund’s beneficial ownership register as its beneficial owners (stating the nature and extent of the control exercised by them), the names of the one or more individuals who are the senior managing officials of the management company of the common contractual fund (including their date of birth, nationality and residential addresses) and—

• (i) the requirement of subsection (1) with regard to not disclosing a PPS number shall apply in the case of this subsection as that requirement applies in the case of that subsection,

• (ii) subsection (2) shall apply in the case of this subsection as it applies in the case of subsection (1), and

• (iii) references in any subsequent section of this Part to the particulars referred to in subsection (1)(a) and (b) of this section shall be deemed to include, where the context admits, references to the particulars referred to in this subsection.

• (4) In a case falling within subsection (3)(a) or (b), the management company of the common contractual fund shall keep records of the actions taken in order to identify the beneficial ownership of the common contractual fund.

• (5) A management company of a common contractual fund shall provide any member of the Garda Síochána, the Revenue Commissioners, a competent authority or the Criminal Assets Bureau with timely access, on request, to the common contractual fund’s beneficial ownership register.

• (6) Each of the following:

• (a) the Garda Síochána;

• (b) the Revenue Commissioners;

• (c) a competent authority;

• (d) the Criminal Assets Bureau,

may disclose the information in a beneficial ownership register to any corresponding competent authority of another Member State (a "corresponding authority"); in the event of there being a request made of a body or other person referred to in any of paragraphs (a) to (d) by a corresponding authority for disclosure of such information, the request shall be complied with in a timely manner.

• (7) Where a management company of a common contractual fund, acting as a management company, enters into an occasional transaction with a designated person within the meaning of section 25 of the Act of 2010, or forms a business relationship with such a designated person, the management company shall—

• (a) inform the designated person in writing that it is acting as a management company of a common contractual fund;

• (b) provide information on the common contractual fund’s beneficial ownership to the designated person when the designated person is taking customer due diligence measures in accordance with Part 4 of the Act of 2010;

• (c) on request from the designated person, provide the designated person without delay with information identifying all the beneficial owners of the common contractual fund;

• (d) notify the designated person of any change to the common contractual fund’s beneficial ownership register that occurs which is relevant to the occasional transaction or that occurs during the course of the business relationship formed, and the date on which it occurred within 14 days from the date on which the management company became aware of the change.

• (8) For the purposes of subsection (7), "occasional transaction" means a transaction in relation to which the designated person is required to apply customer due diligence measures under Part 4 of the Act of 2010.

• (9) A management company that fails to comply with subsection (1), (2), (3), (4), (5) or (7) shall be guilty of an offence.]

18B. F8[Duty to give particular notice to individuals believed to be beneficial owners of common contractual fund

18B. (1) Without prejudice to the generality of section 18A(1), a management company of a common contractual fund shall give to any individual whom it has reasonable cause to believe to be a beneficial owner of the common contractual fund the notice referred to in subsection (2), but this is subject to subsection (5).

• (2) The notice referred to in subsection (1) is a notice, addressed to the individual concerned, that requires the addressee—

• (a) to state whether or not he or she is a beneficial owner of the common contractual fund, and

• (b) if so, to confirm or correct any particulars of his or hers that are included in the notice, and supply any that are missing,

and such a notice is referred to subsequently in this section as a notice under this section.

• (3) A notice under this section shall—

• (a) state that it is given under ‘section 18B of the Investment Funds, Companies and Miscellaneous Provisions Act 2005 ’, and

• (b) as respects each of the particulars referred to in section 18A (1)(a), (b) and (c) —

• (i) set out that which—

• (I) to the knowledge of the management company is, or

• (II) with reasonable cause is believed by it to be,

the relevant particular, or

• (ii) in the absence of such knowledge or belief (on its part as respects a relevant particular) indicate, by leaving a space in the appropriate place, that that particular is not given in the notice.

• (4) A notice under this section shall also state that the addressee is to comply with the notice by no later than the end of the period of one month beginning with the date of the notice.

• (5) A management company is not required to give a notice under this section if—

• (a) the management company has already been informed of the status of the individual referred to in subsection (1) as a beneficial owner of the common contractual fund, and been supplied with all the particulars referred to in section 18A(1)(a), (b) and (c), and

• (b) the information and particulars were provided either by that individual or with his or her knowledge.

• (6) A management company that fails to comply with subsection (1) or any other provision of this section shall be guilty of an offence.]

18C. F9[Other particular steps that may be taken to establish identity of beneficial owners

18C. (1) This section—

• (a) is without prejudice to the generality of section 18A(1), and

• (b) does not derogate from the duty, where it arises, under section 18B.

• (2) A management company of a common contractual fund may give to any person (whether an individual or not) the notice referred to in subsection (3) if it has reasonable cause to believe that the person has the knowledge referred to in paragraph (a) or (b) of that subsection.

• (3) The notice referred to in subsection (2) is a notice, addressed to the person referred to in that subsection, that requires the addressee—

• (a) to state whether or not the addressee knows the identity of—

• (i) any individual who is a beneficial owner of the common contractual fund, or

• (ii) any person (whether an individual or not) likely to have that knowledge,

and

• (b) if so, to supply any particulars of any such person that are within the addressee’s knowledge, and state whether or not the particulars are being supplied with the knowledge of each of the persons concerned,

and such a notice is referred to subsequently in this section as a notice under this section.

• (4) For the purposes of subsection (3) —

• (a) a reference to knowing the identity of a person includes a reference to knowing information from which that person can be identified, and

• (b) a reference in paragraph (b) of it to particulars is a reference—

• (i) in the case of the individual referred to in paragraph (a)(i) of it - to the particulars referred to in section 18A(1)(a) and (b), and

• (ii) in the case of the person referred to in paragraph (a)(ii) of it - to any particulars that will allow the person to be contacted by the management company.

• (5) A notice under this section shall state—

• (a) that it is given under "section 18C of the Investment Funds, Companies and Miscellaneous Provisions Act 2005", and

• (b) that the addressee is to comply with the notice by no later than the end of the period of one month beginning with the date of the notice.

• (6) Nothing in this section shall be construed as requiring a person to whom a notice under it is given to disclose any information in respect of which a claim to legal professional privilege could be maintained in legal proceedings.]

18D. F10[Duty to keep information in register up-to-date

18D. (1) This section applies where particulars of an individual, as being a beneficial owner of a common contractual fund, are entered in the common contractual fund’s beneficial ownership register.

• (2) For the purposes of this section, a relevant change occurs if—

• (a) the individual referred to in subsection (1) ceases to be a beneficial owner of the common contractual fund, or

• (b) any other change occurs as a result of which the particulars (stated in the foregoing register) in relation to the natural person are incorrect or incomplete.

• (3) Where this section applies, the management company shall, in accordance with subsection (4), give the notice referred to in subsection (5) to the individual if it knows or has reasonable cause to believe that a relevant change has occurred, but this is subject to subsection (8).

• (4) The foregoing notice shall be given by the management company as soon as reasonably practicable after it learns of the change concerned or first has reasonable cause to believe that the change concerned has occurred.

• (5) The notice referred to in subsection (3) is a notice, addressed to the individual concerned, that requires the addressee—

• (a) to confirm whether or not the change concerned has occurred, and

• (b) if so—

• (i) to state the date of the change, and

• (ii) to confirm or correct the particulars included in the notice, and supply any that are missing from the notice,

and such a notice is referred to subsequently in this section as a notice under this section.

• (6) A notice under this section shall—

• (a) state that it is given under "section 18D of the Investment Funds, Companies and Miscellaneous Provisions Act 2005", and

• (b) as respects such of the particulars referred to in section 18A(1)(a) and (b) as are known by the management company (or with reasonable cause believed by it) to have been the subject of the change concerned—

• (i) set out that which—

• (I) to the knowledge of the management company are, or

• (II) with reasonable cause are believed by it to be,

the relevant particulars as they now stand in consequence of that change, or

• (ii) in the absence of such knowledge or belief (on its part as respects a relevant particular) indicate, by leaving a space in the appropriate place, that that particular is not given in the notice.

• (7) A notice under this section shall also state that the addressee is to comply with the notice by no later than the end of the period of one month beginning with the date of the notice.

• (8) A management company is not required to give a notice under this section if—

• (a) the management company has already been informed of the change concerned, and

• (b) that information (including, as the case may be, the relevant particulars referred to in subsection (2)(b)) were provided either by the individual concerned or with his or her knowledge.

• (9) A management company that fails to comply with subsection (3) or any other provision of this section shall be guilty of an offence.]

18E. F11[Duty of beneficial owner (in certain circumstances) to notify his or her status as such

18E. (1) This section applies to an individual if—

• (a) the individual is a beneficial owner of a common contractual fund,

• (b) the individual knows that to be the case or ought reasonably to do so,

• (c) in relation to the individual, the particulars referred to in section 18A(1)(a) and (b) are not stated in the common contractual fund’s beneficial ownership register,

• (d) the individual has not been given a notice by the management company under section 18B, and

• (e) the circumstances specified in paragraphs (a) to (d) have continued for a period of at least one month.

• (2) An individual to whom this section applies shall notify, in writing, the management company of the common contractual fund referred to in subsection (1) of the individual’s status (as a beneficial owner) of the common contractual fund, and that notification shall state—

• (a) the date, to the best of the person’s knowledge, on which the person acquired that status, and

• (b) the particulars referred to in section 18A(1)(a), (b) and (c).

• (3) Subsection (2) shall be complied with by the individual not later than the end of the period of one month beginning with the day on which all the conditions specified in subsection (1)(a) to (e) were first met with respect to the person.

• (4) An individual who—

• (a) fails to comply with this section, or

• (b) in purported compliance with this section, makes a statement that is false in a material particular, knowing it to be so false or being reckless as to whether it is so false,

shall be guilty of an offence.]

18F. F12[Duty of individual (in certain circumstances) to notify relevant change

18F.(1) This section applies to an individual if—

• (a) in relation to the individual (as a beneficial owner of the common contractual fund), the particulars referred to in section 18A(1)(a) and (b) are stated in a common contractual fund’s beneficial ownership register,

• (b) a relevant change occurs,

• (c) the individual knows of the change or ought reasonably to do so,

• (d) the common contractual fund’s beneficial ownership register has not been altered to reflect the change, and

• (e) the individual has not been given a notice by the management company under section 18D by the end of the period of one month beginning with the day on which the change occurred.

• (2) For the purposes of this section, a relevant change occurs if—

• (a) the individual referred to in subsection (1) ceases to be a beneficial owner of the common contractual fund referred to in that subsection, or

• (b) any other change occurs as a result of which the particulars (stated in the common contractual fund’s beneficial ownership register) in relation to the individual are incorrect or incomplete.

• (3) An individual to whom this section applies shall notify, in writing, the management company referred to in subsection (1)(a) of the relevant change, and that notification shall—

• (a) state the date on which the change occurred, and

• (b) give to the management company any necessary information so that it can alter the common contractual fund’s beneficial ownership register to reflect that change.

• (4) Subsection (3) shall be complied with by the individual not later than whichever of the following periods is the last to expire—

• (a) the period of 2 months beginning with the day on which the relevant change occurred,

• (b) the period of one month beginning with the day on which facts have come to the notice of the individual from which he or she could reasonably conclude that the relevant change has occurred.

• (5) An individual who—

• (a) fails to comply with this section, or

• (b) in purported compliance with this section, makes a statement that is false in a material particular, knowing it to be so false or being reckless as to whether it is so false,

shall be guilty of an offence.]

18G. F13[Offence for failure to comply with notice under section 18B, 18C or 18D

18G. (1) A person to whom a notice under section 18B, 18C or 18D is given shall be guilty of an offence if the person—

• (a) fails to comply with the notice, or

• (b) in purported compliance with the notice, makes a statement that is false in a material particular, knowing it to be so false or being reckless as to whether it is so false.

• (2) In proceedings for an offence under this section it shall be a defence to prove that the requirement (in the notice concerned) to give information was frivolous or vexatious.]

18H. F14[Duty to keep and maintain a beneficial ownership register

18H.(1) The management company of a common contractual fund shall keep and maintain a register (which shall be known, and is in this Part referred to, as a "beneficial ownership register") in which there shall be entered by it the information referred to in section 18A(1)(a) and (b) and (2).

• (2) A management company that fails to comply with subsection (1) shall be guilty of an offence.

• (3) If—

• (a) the name of any individual is, without sufficient cause, entered in or omitted from a common contractual fund’s beneficial ownership register, or

• (b) default is made or unnecessary delay takes place in entering in a common contractual fund’s beneficial ownership register the fact that an individual has ceased to be a beneficial owner of it,

the individual aggrieved or any other interested party may apply to the High Court for rectification of the register.

• (4) Where an application is made under subsection (3), the High Court may either refuse the application or may order rectification of the beneficial ownership register and payment by the common contractual fund of compensation for any loss sustained by any party aggrieved.

• (5) On such an application, the High Court may—

• (a) decide any question as to whether the name of any person who is a party to the application should or should not be entered in or omitted from the beneficial ownership register, and

• (b) more generally, decide any question necessary or expedient to be decided for rectification of the beneficial ownership register.

• (6) The reference in this section to "any other interested party" is a reference to any other person who is a beneficial owner of the common contractual fund.]

18I. F15[Discharge of initial central filing obligation - construction of references to that expression in sections 18J to 18P

18I. A reference in sections 18J to 18P to the discharge by a management company of its initial central filing obligation is a reference to the delivery by the management company of information to the Registrar in compliance with section 18M(1) or (2).]

18J. F16[Delivery of information under sections 18M to 18P: delivery may be effected by persons external to management company (as well as by officers or employees of it)

18J. (1) The provision made by subsection (2) is in addition to the general law whereby a management company acting through an officer or employee of the management company may discharge an obligation referred to in this section.

• (2) An obligation imposed on a management company of a common contractual fund by any of sections 18M to 18P to deliver information to the Registrar may be discharged by a person, who is not an officer or employee of the management company, acting on the management company’s behalf.

• (3) Section 18O makes provision as respects certain information to be delivered to the Registrar where the obligation concerned is discharged on behalf of the management company by a person acting as mentioned in subsection (2).

• (4) Section 18M(6) applies to the delivery by a management company of a common contractual fund of information irrespective of whether the person who delivers the information is an officer or employee of the management company or a person acting as mentioned in subsection (2).]

18K. F17[Registrar of Beneficial Ownership of Common Contractual Funds

18K. (1) There shall, for the purposes of this Part, be a registrar to be known as the "Registrar of Beneficial Ownership of Common Contractual Funds", and in this Part referred to as the "Registrar".

• (2) The Bank shall be the Registrar.]

18L. F18[Establishment and maintenance of central register

18L. (1) There is, by virtue of this section, established a register which shall be known as the "Central Register of Beneficial Ownership of Common Contractual Funds" and is in this Part referred to as the "central register".

• (2) The central register shall be maintained by the Registrar; the information required by sections 18M to 18P to be delivered or submitted to the Registrar shall be entered in that register by the Registrar and that register shall be kept in such form as the Registrar considers appropriate.

• (3) The provision made by subsection (2) as respects entry of information in the central register is subject to subsection (5) of section 18N (which prohibits disclosure of a PPS number).]

18M. F19[Obligation of management company to deliver beneficial ownership information to Registrar and related obligations of designated person where certain discrepancies discovered

18M. (1) A management company of a common contractual fund, being a fund that is in existence before the commencement of section 63 of the Investment Limited Partnerships (Amendment) Act 2020, shall deliver the information specified in section 18N to the Registrar within 6 months from such commencement.

• (2) A management company of a common contractual fund, being a fund that comes into existence on or after the commencement of section 63 of the Investment Limited Partnerships (Amendment) Act 2020, shall, within 6 months from the date of its coming into existence, deliver the information specified in section 18N to the Registrar in such manner as the Registrar determines.

• (3) Where the following conditions are satisfied (and whether in the circumstances of the designated person taking the measures referred to in section 18A(7) or otherwise)—

• (a) any of the particulars, as referred to in section 18A(1)(a) and (b), contained in the beneficial ownership register of a common contractual fund come to the knowledge of a designated person, and

• (b) the designated person forms the opinion that there is a discrepancy between the particulars referred to in paragraph (a) and the information in the central register (on referring himself or herself to the information in the central register as it relates to that common contractual fund),

then the designated person shall deliver, in a timely manner, to the Registrar, in such manner as the Registrar determines, notice of that opinion, specifying the particulars as respects which the foregoing discrepancy exists.

• (4) On receipt of a foregoing notice, the Registrar shall—

• (a) if the Registrar considers it appropriate to do so, make an entry in the relevant place in the central register which states that the notice has been received and specifies the particulars as respects which the foregoing discrepancy exists, and

• (b) serve a notice on the management company of the common contractual fund concerned which—

• (i) states that the foregoing notice has been received, and

• (ii) specifies the particulars as respects which the foregoing discrepancy exists, and requests the management company of the common contractual fund to deliver to the Registrar, within a period specified in the notice and in such manner as the Registrar determines—

• (I) a submission as to why the management company of the common contractual fund considers the opinion of the designated person concerned not to be well founded, or

• (II) if the management company of the common contractual fund considers the opinion of the designated person concerned to be well founded, such amended particulars (for entry in the central register) as are required where the management company is satisfied that the delivery of such is the appropriate means by which the discrepancy can be resolved,

and such a request shall be complied with by the management company of the common contractual fund accordingly.

• (5) None of the following—

• (a) an opinion stated in a notice delivered under subsection (3) by a designated person to the Registrar (nor the specification in such a notice of the particulars as respects which the discrepancy concerned exists),

• (b) any act done by the Registrar, as mentioned in subsection (4), on foot of the receipt by the Registrar of a notice delivered under subsection (3) and, in particular, any entry made in the central register by the Registrar on foot of such receipt,

• (c) a submission delivered under subsection (4)(b)(ii)(I) to the Registrar by a management company,

shall, of itself, be regarded as constituting defamatory matter.

• (6) The means specified in subsection (7), and no other means, shall be used by a management company of a common contractual fund to deliver, under this section or any of sections 18N to 18P, information to the Registrar. If such means are not used to deliver the information concerned, the fact of the receipt by the Registrar of the particular information shall not constitute compliance with the requirement concerned of the section in question.

• (7) The means referred to in subsection (6) are those that are provided for under the Electronic Commerce Act 2000.

• (8) The reference in this section to the use of the means provided for under the Electronic Commerce Act 2000 is a reference to their use in a manner that complies with any requirements of the Registrar of the kind referred to in sections 12(2)(b) and 13(2)(a) of that Act.]

18N. F20[Information which shall be delivered to Registrar

18N. (1) The following is the information referred to in section 18M(1) or (2) that shall be delivered by a management company of a common contractual fund to the Registrar:

• (a) the name, date of birth, nationality and residential address of each beneficial owner of the common contractual fund;

• (b) a statement of the nature and extent of the interest held, or the nature and extent of control exercised by, each such beneficial owner,

and section 18P makes provision for occasions, subsequent to the discharge by the management company of its initial central filing obligation, on which information shall be delivered by it to the Registrar.

• (2) In addition to what is provided in subsection (1), there shall be delivered to the Registrar by the management company of the common contractual fund—

• (a) for the purpose of verification of the information delivered under section 18M(1) or (2) and without prejudice to paragraph (b), the PPS number of each beneficial owner to whom such a number has been assigned, or

• (b) such information as stands determined by the Registrar for the purposes of this section.

• (3) In addition to what is provided in subsections (1) and (2), where the obligation imposed on a management company of a common contractual fund by section 18M(1) or (2) is discharged by its acting through an officer or employee of the management company, there shall be delivered to the Registrar—

• (a) the name, address, phone number and e-mail address of the officer or employee for correspondence purposes, and

• (b) particulars as to the capacity in which the officer or employee is acting.

• (4) The Registrar shall delete from the central register information entered in it in relation to a common contractual fund if 10 years have elapsed from the date on which the final distribution is made under the common contractual fund (should such occur) and, as soon as may be after that deletion, the Registrar shall destroy that information.

• (5) As respects a PPS number of a beneficial owner that has been delivered under subsection (2) to the Registrar—

• (a) the Registrar shall not disclose that number, and

• (b) that number shall be stored securely by the Registrar.

• (6) The Registrar shall, as respects any information that has been received under subsection (3) and recorded by the Registrar, destroy the information as soon as may be after 10 years have elapsed from the date on which the final distribution is made (should such occur) under the common contractual fund to which it relates.

• (7) Subsections (2) to (6) shall, with any necessary modifications, apply to amended particulars that are to be, or have been delivered, under section 18M(4)(b)(ii)(II) as they apply to information that is to be, or has been, delivered under section 18M(1) or (2).]

18O. F21[Information to be provided by presenter

18O. (1) This section applies where the information specified in section 18M(1) or (2) is delivered to the Registrar by a person (in this section referred to as the "presenter") acting on behalf of the management company concerned as mentioned in section 18J(2).

• (2) Where this section applies, the following information shall also be delivered by the presenter to the Registrar:

• (a) the presenter’s name, address, phone number and e-mail address;

• (b) particulars as to the capacity in which the presenter is acting;

• (c) if the presenter is not an individual, the name, address, phone number and e-mail address of an individual for correspondence purposes.

• (3) The Registrar shall, as respects any information that has been received under subsection (2) and recorded by the Registrar, destroy the information as soon as may be after 10 years have elapsed from the date on which the final distribution is made (should such occur) under the common contractual fund to which it relates.]

18P. F22[Duty to keep information in beneficial ownership register and central register aligned and up-to-date

18P. (1) The purpose of this section is to require that any changes that occur in the information contained in a common contractual fund’s beneficial ownership register be reflected by a corresponding change being made in the central register; accordingly there is imposed on the management company of a common contractual fund by this section an obligation, referred to in this section as the "follow up obligation", to deliver information to the Registrar so as to allow any such change to be reflected in the central register.

• (2) The provisions of this section shall have effect in relation to a common contractual fund following the discharge by the management company of the common contractual fund of its initial central filing obligation (and in subsection (3) the time on which that obligation is so discharged is referred to as the "relevant time").

• (3) Where at any time, subsequent to the relevant time, the obligation referred to in subsection (4) falls to be discharged by a management company of the common contractual fund, then there is also imposed on the management company, by this section, the follow up obligation specified in subsection (5).

• (4) The first-mentioned obligation in subsection (3) of the management company is the obligation to—

• (a) enter any information in the common contractual fund’s beneficial ownership register, or

• (b) amend or delete any information in that register,

whether by virtue of its duty under section 18A(1) to hold accurate and current information regarding the common contractual fund’s beneficial ownership or any provision of section 18B, 18C, 18D, 18E or 18F.

• (5) The management company’s follow up obligation is to deliver to the Registrar, as appropriate—

• (a) the same information as that which (as mentioned in subsection (4)(a)) the management company is required to enter in the common contractual fund’s beneficial ownership register, or

• (b) the appropriate information that will enable the Registrar to make the same amendment or deletion of information in the central register as that which (as mentioned in subsection (4)(b)) the management company is required to make in the common contractual fund’s beneficial ownership register,

and the follow-up obligation shall be discharged within 14 days from the date on which the first-mentioned obligation in subsection (3) falls to be discharged by the management company.

• (6) Section 18N(2) to (7) and, as the case may be, section 18O shall apply in a case where information is delivered to the Registrar under subsection (5) as they apply in a case where information is delivered to the Registrar under section 18M(1), (2) or (3).]

18Q. F23[Unrestricted access to beneficial ownership information in central register

18Q. (1) Subject to subsection (2), the following shall have the right to inspect the central register—

• (a) a member of the Garda Síochána, not below the rank of inspector, who is engaged in the prevention, detection, investigation or analysis of possible money laundering or terrorist financing,

• (b) a member of FIU Ireland within the meaning of Part 4 of the Act of 2010,

• (c) an officer of the Revenue Commissioners, holding a position not below that of Higher Executive Officer,

• (d) an officer of the Criminal Assets Bureau, holding a rank not below the rank of inspector in the Garda Síochána, or holding a position not below that of Higher Executive Officer.

• (2) The right referred to in subsection (1) shall not be exercised—

• (a) by a member of the Garda Síochána referred to in paragraph (a) of that subsection, unless he or she has been authorised to exercise the right by a member of the Garda Síochána, not below the rank of superintendent,

• (b) by a member of FIU Ireland, unless he or she has been authorised to exercise the right by a member of the Garda Síochána, not below the rank of superintendent,

• (c) by an officer of the Revenue Commissioners referred to in paragraph (c) of that subsection, unless he or she has been authorised to exercise the right by an officer of the Revenue Commissioners, holding a position not below that of Principal Officer, or

• (d) by an officer of the Criminal Assets Bureau referred to in paragraph (d) of that subsection, unless he or she has been authorised to exercise the right by a member of the Garda Síochána, not below the rank of superintendent.

• (3) Subject to subsection (4), a member, a member of staff or an officer of a competent authority who is engaged in the prevention, detection or investigation of possible money laundering or terrorist financing shall have the right to inspect the central register.

• (4) The right referred to in subsection (3) shall not be exercised—

• (a) by—

• (i) a member of staff of the Bank,

• (ii) an officer of the Minister for Justice and Equality,

• (iii) a member or member of staff of the Property Services Regulatory Authority, or

• (iv) a member or member of staff of the Legal Services Regulatory Authority,

(each of which or whom is referred to in this subparagraph as a "relevant competent authority") unless he or she holds a position not below that of Higher Executive Officer and has been authorised to exercise the right by a member or member of staff or, as the case may be, an officer of the relevant competent authority concerned, holding a position not below that of Principal Officer, or

• (b) by a member or member of staff of—

• (i) the Law Society of Ireland,

• (ii) the General Council of the Bar of Ireland, or

• (iii) a designated accountancy body (within the meaning of Part 4 of the Act of 2010),

unless he or she is a person designated by the President of the Law Society of Ireland, the chairperson of the General Council of the Bar of Ireland or the chief executive of (or a person holding an equivalent position in) the designated accountancy body, as the case may be, to be a person authorised for the purposes of subparagraph (i), (ii) or (iii), as appropriate, to exercise the right.

• (5) On there being made of the Registrar a request for inspection, under any of subsections (1) to (4), of the central register, the Registrar shall afford the maker of the request access, in a timely manner, to the register.

• (6) The Registrar shall, neither during the taking of the steps to afford the maker the access referred to in subsection (5), nor afterwards, alert the beneficial owners of any common contractual fund concerned to the fact of such access having been afforded.

• (7) In subsection (6), "any common contractual fund concerned" means any common contractual fund to which the information in the central register, the subject of the inspection concerned, relates.

• (8) Each of the following:

• (a) the Garda Síochána;

• (b) the Revenue Commissioners;

• (c) a competent authority;

• (d) the Criminal Assets Bureau,

may disclose the information in the central register to any corresponding competent authority of another Member State (a "corresponding authority"); in the event of there being a request made of a body or other person referred to in any of paragraphs (a) to (d) by a corresponding authority for disclosure of such information, the request shall be complied with in a timely manner.

• (9) No fee shall be charged to a corresponding authority for the disclosure of the information in the central register.]

18R. F24[Restricted access to beneficial ownership information in central register

18R. (1) When—

• (a) a management company of a common contractual fund enters into an occasional transaction with a designated person, or forms a business relationship with a designated person, or

• (b) a designated person is taking customer due diligence measures in accordance with Part 4 of the Act of 2010 in relation to a common contractual fund,

the designated person shall, subject to subsection (6), have a right of access to the following information in the central register that relates to the common contractual fund:

• (i) the name, the month and year of birth and the country of residence and nationality of each beneficial owner of it;

• (ii) a statement of the nature and extent of the interest held, or the nature and extent of control exercised, by each such beneficial owner,

and that access shall be afforded in a timely manner.

• (2) The information obtained by a designated person by means of the access to the central register afforded under subsection (1) shall not be relied upon exclusively by the designated person to fulfil the designated person’s duty to apply customer due diligence measures under Part 4 of the Act of 2010 (which duty shall be fulfilled by using a risk-based approach).

• (3) Any person may, subject to subsection (6), request in writing access to the following information in the central register that relates to any common contractual fund:

• (a) the name, the month and year of birth and the country of residence and nationality of each beneficial owner of it; and

• (b) a statement of the nature and extent of the interest held, or the nature and extent of control exercised, by each such beneficial owner.

• (4) Any person may, subject to subsection (6), request in writing access to the following information in the central register that relates to any common contractual fund which holds or owns a controlling interest in any corporate or other legal entity incorporated outside the European Union, through direct or indirect ownership, including through bearer shareholdings, or through control via other means:

• (a) the name, the month and year of birth and the country of residence and nationality of each beneficial owner of the common contractual fund;

• (b) a statement of the nature and extent of the interest held, or the nature and extent of control exercised, by each such beneficial owner of the common contractual fund,

and that access shall be afforded in a timely manner.

• (5) The Data Protection Act 2018 shall apply to the access that the Registrar affords to a designated person and any member of the public in respect of the information in the central register that relates to a common contractual fund.

• (6) Where a designated person or a member of the public seeks to have access to, or to inspect, any information in the central register so far as such information relates to a minor who is a beneficial owner of a common contractual fund, the Registrar shall request the designated person or member of the public to provide, in writing, to the Registrar a summary of the grounds on which he or she considers it is in the public interest that that information be disclosed to him or her and—

• (a) if the designated person or the member of the public refuses or fails to comply with that request, or

• (b) unless the Registrar, having considered such a written summary provided to the Registrar, is of the opinion that there are substantial grounds for the contention of the foregoing person that it is in the public interest that the information be disclosed to him or her,