The SICAVs


Luxembourg UCITS and non-UCITS investment companies

di: Massimo Paolo Gentili, Sante Jannoni, Marina Mastrangelo

Editore
Edibank
Anno
2011
Pagine
152
ISBN
978-88-449-0490-6
Disponibilità
Disponibile
Prezzo di copertina€ 25,00
Prezzo Internet Sconto 5% € 23,75
IVA assolta dall'editore

Presentazione

Even the asset management industry has to cope with the current period of depth uncertainty which has affected the financial markets. Investors, consultants and bankers alike have to re-think their strategies in order to discover and develop several innovative ideas which go towards efficiency and cost-reduction. In such an environment, the SICAVs (Société d’Investissement à Capital Variable - open-end investment companies) represent a suitable vehicle for the asset management industry, thanks to their flexibility and simplicity, as well as their maximum transparency and the ability to be employed simultaneously in different jurisdictions.
As a matter of fact, though they have been utilized for more than two decades, the open-end investment companies remain the most successful undertakings for collective investment in Europe. This is due to their ability to reinvent themselves in accordance with the evolution of the financial markets and with current needs.
 
The book offers a complete and organic picture of the SICAVs, by devoting a wide space to the structural features, the regulatory framework, the organization and the functioning of the aforementioned companies. In particular, the book analyses the Luxembourg SICAVs (which are the most successful and widespread in Europe), making a distinction between:
 
- the "harmonized (UCITS) open-end investment companies", meaning those SICAVs complying with European rules regarding undertakings for collective investments in transferable securities, which can be used only to pursue traditional investment strategies;
- the "alternative (non-UCITS) open-end investment companies", meaning those SICAVs adopting more sophisticated strategies, such as hedge, real estate, private equity, and so on.
 
Massimo Paolo Gentili is a Certified Chartered Accountant, founder of Gentili & Partners and equity partner of the TMF Group. He holds several appointments within many Italian and Foreign financial institutions. He has published a number of articles and books with relation to his field.
 
Sante Jannoni is a Lawyer specialised in Commercial Law and over the years he has acquired a deep knowledge of both the Italian and the Luxembourg Financial Industry Law. He is Managing Director of TMF Compliance (Luxembourg), a company authorised by theCSSF to operate as PSF (Professionnel du Secteur Financier).
 
Marina Mastrangelo is a Lawyer specialised in many areas of the International Financial Law. Associate, within Gentili & Partners she is responsible for activities relating to foreign financial institutions. She accrued a deep experience by representing leading institutional clients in administrative procedures in front of the specific regulatory authorities.

THE AUTHORS
INTRODUCTION
1. Collective investment management
2. The origins
3. Comparative figures
1 THE STRUCTURAL CHARACTERISTICS OF THE SICAVs
1.1 SICAVs and Joint-Stock Companies
1.2 The Shareholders (and the shares)
1.3 The Board of Directors
1.4 Administration and safekeeping
1.5 Investment management
1.6 Distribution of the shares
2 HARMONISED LUXEMBOURG SICAVs
2.1 Luxembourg SICAVs as vehicle for traditional investment strategies
2.2 The Promoter of the initiative
2.3 The Board of Directors
>2.4 Structural requirements laid down by the UCITS III Manager Directive
2.5 The portfolio management function
2.5.1 The UCITS III Product Directive
2.5.2 Investment rules in Luxembourg
2.5.3 Derivative financial instruments
2.5.4 Techniques and instruments relating to transferable securities and money market instruments
2.5.5 Risk diversification
2.5.6 Risk monitoring related to the positions held in the portfolio
2.5.7 Global exposure
2.5.8 Counterparty risk
2.5.9 Concentration risk
2.5.10 Duties of transparency for using derivatives
2.5.11 Activities not allowed to harmonised SICAVs
2.6 The administration function
2.6.1 Delegation of administrative services
2.6.2 Calculating the net value of assets
2.6.3 The Transfer Agent service. Issue and redemption of shares, keeping of the register of shareholders and anti-money laundering obligations
2.6.4 Collaboration in preparation and dispatch of the documents
2.6.5 The Paying Agent
2.7 The safekeeping of assets
2.8 The marketing function
2.9 Domiciliation and company life
2.10 Supervision
2.10.1 Prudential supervision: the CSSF authorisation
2.10.2 Continuous supervision and obligations to supply information to investors
2.11 The Auditors
2.12 Notifications concerning failure to comply with investment rules and NAV calculation errors
2.13 Winding-up and liquidation
3 ALTERNATIVE STRATEGIES OF LUXEMBOURG SICAVs
3.1 Introduction
3.2 Part II of the Law of 20 December 2002
3.3 The SIF and the Law of 13 February 2007
4 THE MARKETING OF FOREIGN SICAVs IN ITALY
4.1 Introduction
4.2 Division of powers among the supervisory authorities: interpretative communication from the Commission of 19 March 2007
4.3 The community framework on notification procedure of UCITS among Member States
4.4 The Italian regulation on the marketing of shares of harmonised foreign SICAVs
4.5 Reporting and correctness obligations of the harmonised SICAV in Italy: The regulations laid down by the CONSOB
4.6 The marketing in Italy of non-harmonised foreign UCIs
4.7 The placement contract and the remuneration of the distributor
5 THE DEVELOPMENTS OF THE COMMUNITY LEGISLATION
5.1 The evolution of the community legislation
5.2 Amendments to the regime of harmonised undertakings for collective investment: the UCITS IV Directive
5.2.1 Key Investor Information
5.2.2 The notification procedure for marketing UCITS within the community
5.2.3 Merger between UCITS
5.2.4 Asset pooling and the creation of master/feeder structures
5.2.5 Cooperation among supervisory bodies
5.3 The European passport for management companies
5.4 The Directive on alternative investment fund managers