INVESTMENT INTERMEDIARIES ACT, 1995

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Number 11 of 1995


INVESTMENT INTERMEDIARIES ACT, 1995


ARRANGEMENT OF SECTIONS

PART I

Preliminary and General

Section

1.

Short title and commencement.

2.

Interpretation.

3.

Service of notices.

4.

Supervisory authorities.

5.

Amendment of definitions.

6.

Expenses.

7.

Laying of regulations before Houses of the Oireachtas.

PART II

Authorisation

8.

Competent authority.

9.

Prohibition on acting as an authorised investment business firm.

10.

Grant of authorisation.

11.

Requests from Commission.

12.

Establishment of branches outside the State.

13.

Existing investment business firms.

14.

Imposition of conditions or requirements on authorised investment business firms.

15.

Refusal to consent to amendment of memorandum and articles of association.

16.

Revocation of authorisation.

17.

Register of investment business firms.

18.

Asset and liability ratios and structures of authorised investment business firms.

19.

Maintenance of books and records by investment business firms.

PART III

Regulation and Supervision of Investment Business Firms

20.

General functions of supervisory authorities.

21.

Directions by supervisory authority.

22.

Winding-up on application to Court.

23.

Restrictions on advertising.

24.

Exemption from restrictions on advertising.

PART IV

Investment Product Intermediaries

25.

Definition of investment product intermediary.

26.

Definition of restricted activity investment product intermediaries.

27.

Requirements for investment product intermediaries.

28.

Obligations on product producers.

29.

Disclosure obligations of restricted activity investment product intermediaries.

30.

Issue of receipts.

31.

Register of investment product intermediaries.

PART V

Auditors

32.

Notification of changes of auditor.

33.

Auditors for investment business firms which are not incorporated bodies and duties of auditors.

34.

False statements to auditors.

35.

Power to require a second audit.

PART VI

Probity, Codes of Conduct and Miscellaneous Provisions

36.

Probity and competence of employed persons.

37.

Code of conduct.

38.

Acquiring transactions.

39.

Notification of certain transactions.

40.

Approval of acquiring transactions.

41.

Period for implementing acquiring transactions.

42.

Imposition of conditions or requirements in respect of proposed acquiring transactions.

43.

Limitation on validity of certain acquiring transactions.

44.

Refusal to approve acquiring transactions.

45.

Appeals to Court.

46.

Inquiries into certain acquiring transactions.

47.

Obligation to inform a supervisory authority of shareholdings.

48.

Contravention of terms of approval of acquiring transactions.

49.

Amendment of section 16 of Central Bank Act, 1989.

50.

Investor compensation.

51.

Bonding.

52.

Client money and investment instruments.

53.

Exemption from liability for damages.

54.

Personal liability of officers.

PART VII

Approved Professional Bodies

55.

Interpretation (Part VII).

56.

Grant of approval to operate as an approved professional body.

57.

Interim approval.

58.

Imposition of conditions or requirements on approved professional bodies.

59.

Refusal to consent to amendment of rules, etc.

60.

Appeals on refusal to grant approval, etc.

61.

Revocation of approval.

62.

Maintenance of books and records.

63.

Authorisation of certified persons.

PART VIII

Enforcement, Offences and Penalties

64.

Authorised officers.

65.

Powers of authorised officers.

66.

Appointment of inspector by Court.

67.

Power of inspector to extend investigation.

68.

Direction to inspector by Court.

69.

Powers of inspection.

70.

Expenses of and fees relating to an investigation.

71.

Inspectors' reports and proceedings thereon.

72.

Powers of Court following consideration of reports.

73.

Appointment of inspector by a supervisory authority.

74.

Power to make determinations for breaches of conditions or requirements.

75.

Search and seizure.

76.

Admissibility in evidence of reports of inspectors.

77.

Privilege.

78.

Consent to publication of information.

79.

Offences and penalties.

PART IX

Amendment of Companies Act, 1990

80.

Amendment of Companies Act, 1990.

FIRST SCHEDULE

SECOND SCHEDULE


Number 11 of 1995


INVESTMENT INTERMEDIARIES ACT, 1995


AN ACT TO MAKE PROVISION IN RELATION TO INVESTMENT BUSINESS FIRMS AND INVESTMENT PRODUCT INTERMEDIARIES AND FOR THE AUTHORISATION AND SUPERVISION OF INVESTMENT BUSINESS FIRMS AND INVESTMENT PRODUCT INTERMEDIARIES BY THE CENTRAL BANK OF IRELAND AND THE MINISTER FOR ENTERPRISE AND EMPLOYMENT AND TO AMEND THE COMPANIES ACT, 1990, AND TO PROVIDE FOR RELATED MATTERS. [4th July, 1995]

BE IT ENACTED BY THE OIREACHTAS AS FOLLOWS:

PART I

Preliminary and General

Short title and commencement.

1.—(1) This Act may be cited as the Investment Intermediaries Act, 1995.

(2) This Act shall come into operation on such day or days as may be appointed by order or orders made by the Minister, either generally or with reference to any particular purpose or provision, and different days may be so appointed for different purposes and different provisions of this Act.

Interpretation.

2.—(1) In this Act, unless the context otherwise requires—

“approved professional body” has the meaning assigned to it by section 55 of this Act;

“associated undertaking” means an associated undertaking within the meaning of Regulation 34 of the European Communities (Companies: Group Accounts) Regulations, 1992 (S.I. 201 of 1992);

“authorised investment business firm” means an investment business firm which has been authorised by a supervisory authority under section 10 or 13 of this Act or which is deemed to be authorised under Part IV or Part VII of this Act;

“authorisation” means an authorisation granted under section 10 or 13 of this Act, or an authorisation under Part IV or Part VII , unless otherwise specified;

“authorised officer” means a person authorised under section 64 of this Act;

“the Bank” means the Central Bank of Ireland;

“certified person” has the meaning assigned to it by section 55 of this Act;

“the Commission” means the Commission of the European Communities;

“Companies Acts” means the Companies Acts, 1963 to 1990;

“competent authority” means a competent authority in a Member State, for the purposes of Council Directive 77/780/EEC of 12 December, 1977(1) , as amended by Council Directive 89/646/EEC of 15 December, 1989(2) , or for the purposes of Council Directive No. 93/6/EEC of 15 March, 1993(3) , or for the purposes of Council Directive No. 93/22/EEC of 10 May, 1993(3);

“the Court” means the High Court;

“credit institution” means a credit institution within the meaning of Article 1 of Council Directive 77/780/EEC of 12 December, 1977(1) as amended by Council Directive 89/646/EEC of 15 December, 1989(2) but does not include the institutions referred to in Article 2(2) of that Directive;

“deposit” means a deposit with a credit institution and shall be construed as including a shareholding in as well as a deposit with a building society;

“deposit agent” means any person who holds an appointment in writing from a single credit institution enabling him to receive deposits on behalf of that institution and prohibiting him from acting in a similar capacity on behalf of another credit institution;

“deposit broker” means any person who brings together with credit institutions persons seeking to make deposits in return for a fee, commission or other reward;

“director” includes any person occupying the position of director by whatever name called and any person who effectively directs or has a material influence over the business of an authorised investment business firm and includes a shadow director within the meaning of the Companies Act, 1990 ;

“former authorised investment business firm” means an authorised investment business firm whose authorisation has been revoked;

“functions” includes powers and duties;

“home Member State” means—

(a) where the investment business firm or proposed investment business firm is a natural person, the Member State in which the head office of that person is situated, or

(b) where the investment business firm or proposed investment business firm is a legal person, the Member State in which its registered office is situated or, if under its national law it has no registered office, the Member State in which its head office is situated;

“host Member State” means the Member State in which an investment business firm has a branch or provides services;

“incidental manner” has the meaning assigned to it by section 55 of this Act;

“indirect acquisition” shall be construed in accordance with Council Directive 93/22/EEC of 10 May, 1993(1) ;

“indirect disposal” shall be construed in accordance with Council Directive 93/22/EEC of 10 May, 1993(1) ;

“indirect shareholders” shall be construed in accordance with Council Directive 93/22/EEC of 10 May, 1993(1) ;

“indirect subsidiary” shall be construed in accordance with Council Directive 93/22/EEC of 10 May, 1993(1) ;

“investment advice” means the giving...

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