The Irish Stock Exchange has introduced a listing regime for a new category of fund, the Super Sophisticated Investor Fund, as well as amending the existing listing regime for closed-ended
The Irish Stock Exchange has introduced a listing regime for a new category of fund, the Super Sophisticated Investor Fund, as well as amending the existing listing regime for closed-ended funds and removing the requirement for Irish-authorised qualifying investor funds to produce interim reports.
According to Dublin law firm McCann Fitzgerald, the key aspects of the SSIF listing regime are the removal of many of the listing conditions, including general investment restrictions, the requirement for a fund to be a passive investor, and requirements governing dividend policy.
The minimum initial subscription for a Super Sophisticated Investor Fund is USD500,000 or its equivalent in another currency, and investors must provide certain warranties relating to their minimum net worth and their understanding of the risks involved in investing in a SSIF.
In addition, the investment manager must be regulated or registered with an appropriate regulatory authority in the European Union, Iceland, Liechtenstein, Norway, the US (by either the SEC or the CFTC), Australia, Canada, Hong Kong, Japan, Singapore or Switzerland.
Other listing requirements for open-ended funds, such as having directors and a custodian of its assets with appropriate expertise, and calculating the net asset value per share on a regular basis, remain unchanged.
Given the nature of the investors in an Super Sophisticated Investor Fund and the requirements that are imposed on the service providers to such funds, the Irish Stock Exchange is comfortable that it is appropriate to remove many of the listing conditions that generally apply and rely on a more disclosure-based regime.
Closed-ended funds listed on the exchange are governed by various European Union directives, including the Prospectus Directive, the Admissions Directive, the Market Abuse Directive and the Transparency Directive.
According to McCann Fitzgerald, the Irish Stock Exchange feels that these directives provide a sufficiently robust regime and it is unnecessary for the exchange itself to impose a large number of additional requirements. It is therefore removing many of its extra requirements, including quantitative investment restrictions and requirements in relation to dividend policies, from closed-ended funds.
The exchange has indicated that it will shortly remove its requirement for Irish-authorised qualifying investor funds that do not fall under the EU directives governing closed-ended funds to produce interim reports. This mirrors a change recently introduced by Ireland’s Financial Regulator for qualifying investor funds.