Share Capital) (Amendment) Regulations, 2005

L.N. 363 of 2005

COMPANIES ACT

(CAP. 386)

Companies Act (Investment Companies with Variable

Share Capital) (Amendment) Regulations, 2005

IN exercise of the powers conferred by sub-article (10) of article

84 of the Companies Act, the Prime Minister and Minister of Finance,

acting on the advice of the Malta Financial Services Authority, has

made the following regulations:-

The title of these regulations is the Companies Act Citation.

(Investment Companies with Variable Share Capital) (Amendment)

Regulations, 2005, and they shall be read and construed as one with

the Companies Act (Investment Companies with Variable Share

Capital) Regulations, 1996, hereinafter referred to as “the principal L.N. 102 of 1996.

regulations”.

Regulation 7 of the principal regulations shall be amended Amends

regulation7 of the

as follows

principal

regulations.

(a) in sub-regulation (2) thereof, for the words “and in

the event that such assets are insufficient to discharge the

liabilities so incurred, the creditors in respect thereof shall have

no claim or right of action against the other assets of the

company, and the provisions of any law or regulation in force

regulating the insolvency of companies shall not apply.”, there

shall be substituted the words “and the creditors in respect

thereof shall have no claim or right of action against the other

assets of the company, and the following rules shall apply

(a) proceedings in relation to the company shall

respect the legal status of each sub-fund as a patrimony

separate from the assets and liabilities of each other sub-

fund of the company in terms of this regulation; and

(b) proceedings under the Act shall apply mutatis

mutandis to the sub-fund as though it were a distinct legal

entity and with such modifications as are necessary to

accommodate the fact that the sub-fund is not a company;

and any proceedings in relation to one sub-fund shall not

have any effect on the assets of any other sub-fund of the

company or of the company itself.

“Proceedings” in this regulation refers to any

proceedings in terms of Title II of Part V and Part VI of

the Act.”; and

(b) sub-regulations (3) and (4) thereof shall be

renumbered as sub-regulations (4) and (5) respectively, and

immediately after sub-regulation (2) thereof there shall be

inserted the following new sub-regulation (3)

“(3) When a SICAV is established as an umbrella

or multiclass company and elects to have the assets and

liabilities of its sub-funds treated as distinct patrimonies,

the memorandum shall provide that the actual value of the

paid up share capital of any sub-fund shall be at all times

equal to the value of the assets of any kind of the particular

sub-fund after the deduction of such sub-fund’s liabilities

and this in lieu of what is stated in paragraph (i) of sub-

paragraph (c) of sub-article (2) of article 84 of the Act.”.

Mitbug[ fl-Istamperija tal-Gvern — Printed at the Government Printing Press