Changing the authorised corporate director of an open-ended investment company
Produced in partnership with Elizabeth Budd, Partner, Charles Russell Speechlys LLP
Changing the authorised corporate director of an open-ended investment company

The following Financial Services guidance note Produced in partnership with Elizabeth Budd, Partner, Charles Russell Speechlys LLP provides comprehensive and up to date legal information covering:

  • Changing the authorised corporate director of an open-ended investment company
  • Background to OEICS and ACDS
  • Under what circumstances would a change of ACD occur?
  • Practical considerations for the removal of the ACD
  • Review the instrument of incorporation of the OEIC and the ACD agreement
  • Review all contracts with the retiring ACD and the new ACD
  • Consider related changes
  • Change categoriation under COLL
  • Prepare communication plan
  • Procedure and timings for changing the ACD of an OEIC
  • more

Background to OEICS and ACDS

An open-ended investment company (OEIC) is an investment fund in corporate form, as defined in section 236 of the Financial Services and Markets Act 2000 (FSMA 2000). OEICs aim to spread investment risk and give investors the benefit of the management of the investments. In the UK an OEIC can only be incorporated if it is also authorised by the Financial Conduct Authority (FCA) as a UCITS fund (see Undertakings for Collective Investment in Transferable Securities—essentials for an explanation of what constitutes a UCITS), a Non-UCITS Retail Scheme (NURS) (see Non-UCITS retail schemes (NURS)), or a Qualified Investor Scheme (QIS) (for further information on QIS see Qualified investor schemes (QIS).

Further information on the operation and winding-up of an OEIC can be found in , Changing the depository of an open-ended investment company and OEIC and ICVC authorisation and winding-up.

An OEIC is constituted by way of an instrument of incorporation. There is a standard form instrument agreed between the Investment Association and the FCA which is invariably used.

Pursuant to Regulation 15 of the Open Ended Investment Company Regulations 2001 (SI 2001/1228) (OEIC Regulations), OEICs must have at least one director. Where the OEIC only has one director, then the sole director must be a body corporate with permission from the FCA to act as