Act No. 163 / 2024 Coll.
Act amending Act No. 240 / 2013 Coll., on Investment Companies and Investment Funds, as amended, and other related laws
Valid
Law
Effective from 01.07.2024
Contents
Zobrazeno prvních 200 z celkem 436 ustanovení tohoto předpisu.
Zobrazit celý předpis →
Pro stažení celého znění použijte tlačítko Stáhnout výše.
163
THE LAW
of 29 May 2024
amending Act No 240 / 2013 Coll., on Investment Companies and Investment Funds, as amended, and other related laws
Parliament has decided on this law of the Czech Republic:
Amendment of the Investment Companies and Investment Funds Act
Act No. 240 / 2013 Coll., on investment companies and investment funds, as amended by Act No. 336 / 2014 Coll., Act No. 377 / 2015 Coll., Act No. 148 / 2016 Coll., Act No. 368 / 2016 Coll., Act No. 183 / 2017 Coll., Act No. 204 / 2017 Coll., Act No. 33 / 2020 Coll., Act No. 119 / 2020 Coll., Act No. 96 / 2022 Coll. and Act No. 106 / 2023 Coll., is amended as follows:
1. In footnote 2, at the end of the 10th sentence, the words "as amended 'shall be added.
2. At the end of footnote 18, the words "as amended 'are added.
3. Paragraph 11 (5) reads as follows:
"(5) An investment company or a foreign person authorised in accordance with § 481, which is not comparable to an autonomous investment fund, may only carry on the activities referred to in paragraph 1 as entrepreneurs, an activity for which the Czech National Bank has granted them authorisation under another legislation or another business activity for which the Czech National Bank has granted approval under § 508. The implementation of an individual activity involving the management or administration of an investment fund or a foreign investment fund, an investment company or a foreign person authorised under Paragraph 481, which is not comparable to an autonomous investment fund, against an investment fund or a foreign investment fund under a mandate, shall be considered to be an activity under paragraph 1 (a) or (b); this shall not affect paragraphs 6 (1) and 40 (1). ';
4. In Article 11 (6) of the Introductory Part of the provision, the words "authorised to exceed the applicable limit, which is authorised to provide an investment service under paragraph 1 (c), and a foreign person authorised under paragraph 481, which is authorised to provide an investment service under paragraph 1 (c)," shall be deleted.
5. in Article 11 (6) (a), the words "and of which an investment instrument is not part" shall be inserted after the word "Fund."
6. In Article 11, paragraphs 7 and 8 are added:
"(7) An investment company authorised to provide an investment service under paragraph 1 (c) may, as an entrepreneur, be a trustee of a trust fund which is not an investment fund and which includes an investment instrument.
(8) In carrying out the activity referred to in paragraph 7, the investment company shall, by analogy, comply with the rules of conduct of the securities dealer with customers concerning the provision of the investment service under Section 4 (2) (d) of the Capital Market Act. In carrying out the activities referred to in paragraph 6 or 7, an investment company shall hold additional capital equal to 0,02% of the value of the assets it has acquired under paragraph 6 or 7. ';
7. In Paragraph 15, the following paragraphs 3 to 7 are inserted after paragraph 2:
"(3) The name of the person referred to in paragraph 1 shall include the word" risk capital person 'and shall not include the term "fund', its translation or the words derived therefrom.
(4) The person referred to in paragraph 1 may only collect funds or valuables from an investor:
(a) in writing, provided information in good time before the conclusion of the contract on:
1. the risk of the investment;
2. the fact that the investment is not guaranteed and the investor may lose all the funds invested;
3. the total amount and structure of the remuneration;
4. investment horizon,
5. investment strategy; and
6. the fact that the person referred to in paragraph 1 is not subject to supervision by the Czech National Bank,
(b) which, through it, invests money or money-worthy goods equivalent to at least EUR 125 000; and
(c) which the person referred to in paragraph 1 may reasonably consider, on the basis of information obtained from the investor, as well as when providing the main investment service pursuant to Article 4 (2) (d) or (e) of the Capital Market Act, that the investment corresponds to his financial background, investment objectives and expertise and experience in the field of investment, and the investor shall confirm these facts in writing.
(5) Points (a) (1) to (5) of paragraph 4 shall not apply if the person referred to in paragraph 1 provides the investor with a key information document pursuant to Regulation (EU) No 1286 / 201424 of the European Parliament and of the Council.
(6) A person referred to in paragraph 1 may collect funds or money-worthy items from up to 20 investors who do not fulfil the condition laid down in paragraph 4 (b). If the person collects money or money-worthy items from more than 20 investors, he shall submit electronically by the end of the sixth month following the end of the previous calendar year to the Czech National Bank a report by the auditor on the verification of compliance with the investor limit according to the first sentence.
(7) The Czech National Bank shall determine by decree the form and manner of the audit report referred to in paragraph 6.
Paragraph 3 shall become paragraph 8.
8. Paragraph 15 (8) is deleted.
9. In Part Two, Title II, Part 3, the following Section 15a is inserted after Section 15:
(1) The Czech National Bank shall decide to delete a person under Paragraph 15 (1) from the list referred to in Section 596 (e) if a court or other public authority imposes a prohibition on such a person.
(2) The Czech National Bank may decide to delete a person pursuant to § 15 (1) from the list referred to in § 596 (e) if that person seriously or repeatedly infringes any of the obligations under § 15 (3), (4) or (6), the obligation under § 477 in conjunction with § 462, § 463 (2) (a) (2) (3), (475), or § 637 or the obligation laid down in Regulation (EU) No 1286 / 201424 of the European Parliament and of the Council or in Regulation (EU) 2019 / 208821 of the European Parliament and of the Council.
(3) The re-entry of a person under Paragraph 15 (1) which has been deleted under paragraph 2 may not take place on the list referred to in Article 596 (e) until 10 years have elapsed.
(4) The court, acting on a proposal from the Czech National Bank or any person having a legitimate interest in it, shall abolish a legal person who is not listed in accordance with paragraph 1 and order its liquidation or decide, where appropriate, that the administration of the trust fund or other establishment shall cease if the trust or other administrator is not listed in accordance with paragraph 1. Before the decision is taken, the court shall grant a reasonable period of time to remedy the legal person or administrator. ';
10. In the second sentence of Article 16 (5), the words "the value of an IF's assets, less the value of the investment fund's debts' are replaced by the words" the net value of the IF's assets attributable to the shareholders, members or the fund's own funds'.
11. In sections 21 and 48, "equipment 'is replaced by" resources'.
12. in Articles 21 (1) and 48 (1), the word "equipment" shall be replaced by "resources."
13. in Paragraph 38 (1) (s):
"(s) the safekeeping of securities and the keeping of records of book-entry securities issued by this Fund;"
14. in Paragraph 38 (1), the following point (t) is inserted after point (s):
"(t) offering investments in this fund;"
Point (t) shall be renumbered as point (u).
15. in Paragraph 38 (1) (u), "s)" is replaced by "t."
16. Paragraph 38 (2) is deleted.
Paragraphs 3 to 5 shall be renumbered paragraphs 2 to 4.
17. in the first sentence of Paragraph 39 (2), the part of the sentence after the semicolon, including the semicolon, shall be deleted.
18. in Paragraph 39 (2), the second sentence is deleted;
19. in Article 39 (3) and (4):
"(3) A person who is not authorised to manage an investment fund or a foreign investment fund shall be required to carry out the activity referred to in Article 38 (1) (s) to provide the investment service with custody and the management of investment vehicles, including related services, or to carry out the activities referred to in Article 11 (1) (d).
(4) In order to carry out the activity referred to in Article 38 (1) (t), a person who is not authorised to administer an investment fund or a foreign investment fund shall be required to provide an investment service with the admission and transmission of orders relating to investment instruments or the authorisation to carry out activities under Article 11 (1) (e). ';
20. In Paragraph 39 (5), at the end of the first sentence, the words "irrespective of whether the manager is their administrator or is entrusted with such activities' shall be added.
21. In the second sentence of Paragraph 39 (5), the words "paragraph 2 (b)" shall be replaced by "paragraph 1 (t)" and the words "and, in so doing, comply mutatis mutandis with the rules of conduct of the trader with customers concerning the provision of an investment service in respect of the acceptance and transmission of orders relating to investment instruments" shall be deleted.
22. in Article 69 (1) (c) (1) and in Article 69 (1) (d) (3), the words "capital adequacy" shall be replaced by "initial capital requirements" and the words "adjusting" shall be replaced by "o."
23. in Article 71 (1) (b), the words "and other assets of a collective investment fund whose" shall "be replaced by the words" and after the words "allow," the words "and other assets of a collective investment fund, if appropriate," shall be inserted;
24. In Article 83 (1), the sentence "Qualified Investors Fund under Article 96 (a) or (b) need not be inserted after the first sentence."
Article 25 (112) shall be deleted, including the title.
26. in Paragraph 130 (2):
"(2) An administrator of an open holding fund may, from the date on which the manager of that fund has started issuing shares of that fund, ensure that they are issued for an amount equal to their nominal value, or for an amount specified in the open holding fund Statute, if the units are not issued without nominal value, for the period laid down in that Statute, but for a maximum period of time,
(a) 3 months from the date on which the owner began to issue shares of the fund, if it is a standard fund or a special fund which does not invest in real estate or participating in real estate;
(b) 1 year from the date on which the manager began to issue shares of the fund, if it is a qualifying investor fund not referred to in (c), or if it is a special fund that invests in real estate or participating in a real estate company; or
(c) 2 years from the date on which the manager began the issue of the shares of the fund, if it is an investment fund of qualified investors investing in real estate or participating in a real estate company and whose manager is not entitled to exceed the applicable limit. ";
27. In Paragraph 130, the following paragraph 3 is inserted after paragraph 2:
"(3) The amount referred to in paragraph 2 may be increased by the premium referred to in the Statute for an open holding fund."
Paragraphs 3 and 4 shall be renumbered paragraphs 4 and 5.
28. In Paragraph 130 (5), "3 'is replaced by" 4';
29. Paragraph 162 (2) is deleted.
Paragraph 3 shall become paragraph 2.
30. In Paragraph 162, the sentence "The convener of the general meeting shall not be obliged to send an invitation to the general meeting in accordance with the first sentence of Paragraph 406 (1) of the First Commercial Corporation Act to the owners of investment shares without voting rights, unless the law governing the legal situation of companies and cooperatives requires a vote at the general meeting by type of shares and the owner of the investment share without voting rights is entitled to vote at the general meeting."
31. In Part Six, Title II, the following Part 5 is inserted after Part 4:
Equity company with fixed capital
(1) A fixed-capital equity company is an investment fund which is a joint-stock company and is not a variable-capital equity company pursuant to Article 154.
(2) A joint-stock company with fixed capital may bear the designation "fixed capital investment fund ', which may be replaced by the abbreviation" SICAF'.
(3) Paragraphs 156 (1) (a) to (e), 156 (2) and (3), 157 (2) and (3), 165, 166, 168 and 169 shall apply mutatis mutandis to a public limited-liability company with fixed capital. '
Parts 5 and 6 are referred to as Parts 6 and 7.
32. In Section 170, paragraphs 4 to 6 are added:
"(4) An investment fund which is a limited company for investment certificates may create sub-funds.
(5) Paragraph 165 to 169 shall apply mutatis mutandis to a limited-liability company for investment certificates which constitute sub-funds; Where these provisions are invoked
(a) the shareholder, meaning the shareholder;
(b) investment shares, meaning investment certificates;
(c) the statutes, meaning the social contract.
(6) A social contract may determine any division of profits and losses between the company and the complementary. "
33. After Paragraph 187, the following Section 187a is inserted:
Principle of equal treatment
(1) The manager and administrator of the investment fund treat all investors equally under the same conditions.
(2) A legal act which seeks to confer an unjustified advantage on any investor at the expense of an investment fund or other investors shall not be taken into account unless that law provides otherwise or would be detrimental to third parties who relied on such legal action in good faith. "
34. In Paragraph 189, the sentence "If an investment fund creates sub-funds, it is sufficient, if the status for each of these sub-funds is sufficient."
35. in Article 193 (2) (c), the word 'not investing' is replaced by 'not referred to in (d), or it is a special fund that invests';
36. in Paragraph 193 (2) (d), the words "investment fund" are replaced by the words "qualifying investor fund";
37. in Article 193 (2), the words "whose manager is not entitled to exceed the applicable limit" shall be added at the end of the text of point (d).
38. After Paragraph 193, the following Section 193a is inserted:
Issuance of participating securities of an IF with legal personality
Paragraph 130 (1) to (4) shall apply mutatis mutandis to the issue of participating securities by an investment fund with legal personality. ';
39. in Article 209 (a), "the accounting year" is replaced by "the period specified in the Statute."
40. In Section 231, the words "at his request 'are deleted.
41. In Section 247, the following paragraph 4 is added:
"(4) The European Long-Term Investment Fund may establish the structure of the Managing Fund and the subordinate Funds under conditions laid down directly by the applicable European Union Regulation governing European Long-Term Investment Funds (18)."
Article 42 (265) shall be deleted;
43. In Article 266 (1), the words "referred to in Article 265 (1) 'are replaced by the words" which the manager of the collective investment fund intends to acquire or sell the assets of the fund'.
44. in Article 272 (1) (h) of the introductory part of the provision, the words "and of which" shall be replaced by the words "or of which."
45. in Article 273, paragraph 4 is deleted;
46. Paragraph 284 (3) is deleted.
Paragraph 4 shall become paragraph 3.
47. In Article 295a, the words "and Article 325a 'shall be added at the end of the text of paragraph 1.
48. In Section 297, paragraphs 5 and 6 are added:
"(5) The manager of a foreign investment fund comparable to a special fund shall electronically inform the Czech National Bank, without undue delay, of the change in the circumstances on the basis of which a decision has been taken pursuant to paragraph 3.
(6) The Czech National Bank shall withdraw the decision referred to in paragraph 3 if the foreign investment fund ceases to be comparable to the special fund. "
49. in Article 304a (1) (a) and Article 314a (1) (a), the words "all owners" are replaced by the words "each owner."
50. In Paragraph 304a (2), the word "precise 'shall be inserted after the word" contain'.
51. in Article 306 (1) (a) and Article 315a (1) (a), the word "related" shall be deleted;
52. In Article 306 (1) (b) and Article 315a (1) (b), the words "and payments" shall be inserted after the words "Guidelines."
53. In § 314 (3) and § 331 (3) and (4), the word "reject" is replaced by the words "the manager must not make such a change and that the Czech National Bank refuses."
54. in Article 314a (1) of the introductory part of the provision, "302" is replaced by "312."
55. in Article 314a (4), the word "standard" is replaced by the words "investment fund or foreign investment."
56. In Paragraph 314a, at the end of the text of paragraph 4, the words "and for a period of 36 months neither offered provisionally 'shall be added.
57. in Article 314a (5), the word "standard" shall be replaced by "investment fund or foreign investment."
58. In the second sentence of Paragraph 315 (1), "(e) 'is replaced by" (d)'.
59. In § 316 (2) of the introductory part of the provision, § 318 (1), § 318 (2) of the introductory part of the provision, § 319 (1), § 319 (2) of the introductory part of the provision, § 320 (1), § 320 (2) of the introductory part of the provision, § 322 (3) and (4), § 324 (1), § 324 (2) of the introductory part of the provision, § 325 (4) and in § 504 (2) the words "or (e) 'shall be deleted.
60. In § 325a, the words "from the date on which this fund is entered in the list kept by the Czech National Bank under § 597 (d) 'are replaced by the words" pursuant to § 296 and § 297 (2)'.
61. In Part 11, Title III, Part 1, the following Section 362e is inserted after Section 362d:
Repeal of the legal personality sub-fund
In order to abolish the investment fund sub-fund with legal personality, the provisions of this Act on the abolition of the holding fund shall apply mutatis mutandis; Where these provisions are invoked
(a) the shareholder, i.e. the owner of the investment shares relating to the sub-fund;
(b) units, meaning investment shares related to the sub-fund. "
62. In Article 376, paragraphs 3 to 7 are added:
"(3) Once the manager of the holding fund has completed the activities referred to in paragraph 1, he shall draw up a final report on the course of the liquidation, indicating at least how the holding fund has been handled. At the date of drawing up this report, the administrator of the holding fund shall draw up the accounts in accordance with the accounting law.
(4) The administrator shall without undue delay, upon payment of the shares in the liquidation balance to the shareholders, submit a request for removal from the list of mutual funds to the Czech National Bank, together with a final report on the course of the liquidation and financial statements drawn up in accordance with paragraph 3.
(5) The administrator shall ensure that the documents referred to in paragraph 3 are kept for a period of 10 years from the end of the investment fund. The legal successor of the administrator who has ceased to exist, or the insolvency administrator or liquidator, shall also be obliged to keep the documents if the administrator has ceased to exist without a legal successor.
(6) If, prior to the disappearance of the mutual fund, unknown assets in the mutual fund or if the need for other necessary measures is found, the liquidation shall not end and the manager shall proceed mutatis mutandis with respect to such assets in accordance with paragraphs 1 to 5 or take other necessary measures.
(7) If, following the disappearance of the mutual fund, the unknown assets in the mutual fund or if another interest is found worthy of legal protection, the Czech National Bank, acting on a proposal from the person who certifies the legal interest, decides on the abolition of the mutual fund, decides on the continuation of the liquidation and designates the liquidator which shall proceed mutatis mutandis in accordance with paragraphs 1 to 6. Since the end of the mutual fund, the mutual fund has been looked upon as if it had never disappeared. "
63.In Paragraph 381 (1) (e), "a" is replaced by a comma.
64. In Paragraph 381, at the end of paragraph 1, the dot is replaced by "or 'and the following point (g) is added:
"(g) transfer of the assets of a limited liability company or a joint-stock company (" the capital company ") to a holding fund."
65. in Part 11, Title IV, Part 2, the following Section 7 is inserted after Section 6:
Transfer of the capital of a capital company to a holding fund
Admittance to transfer of assets
(1) The transfer of assets of a capital company to a holding fund shall be permitted where:
(a) the acquiring holding fund is registered in the public register pursuant to Paragraph 105 as the sole shareholder of the capital company being acquired;
(b) as a result of the transfer of capital, the status of the acquiring holding fund shall not be infringed; and
(c) the transfer of assets will not prejudice the interests of the shareholders of the receiving mutual fund.
(2) The business of the transfer of capital is abolished without liquidation and its assets are transferred to the acquiring holding fund.
(3) The transfer of assets shall be decided, after prior observations by the depositary of the receiving holding fund, only by the statutory authority of the owner of the receiving holding fund acting as a single shareholder within the competence of the general meeting of the merging capital company, unless that decision falls within the competence of the assembly of shareholders of the receiving holding fund. The validity of such a decision cannot be called.
(4) The decision referred to in paragraph 3 shall not be taken into account if the conditions referred to in paragraph 1 are not met or the depositary of the receiving holding fund has provided a disagreement. The depositary of the receiving mutual fund shall indicate in its statement whether the transfer of assets will not infringe the fund's status.
(5) The provisions of the Act governing the conversion of companies and cooperatives governing the national transfer of capital to a shareholder shall apply mutatis mutandis to the transfer of capital of a capital company to a mutual fund; the provisions governing the conversion report, the publication of the conversion project before its approval, the right of members to information and the nullity of the conversion shall not apply.
(6) The rights and obligations imposed by the Law on the Transformation of Commercial Companies and Cooperatives on the Receiving Partner and its Authorities are exercised and performed by the Provider of the Receiving mutual fund.
Capital transfer project
(1) The transfer project shall be developed jointly by the administrator of the acquiring holding fund and the capital company being acquired.
(2) The transfer project contains:
(a) the designation of the acquiring holding fund, its manager, the administrator and the depositary;
(b) the designation of the existing capital company;
(c) the reasons for the transfer of capital;
(d) the likely effects of the transfer of capital on the interests of the shareholders of the receiving mutual fund; and
(e) the relevant date of the transfer of the assets.
Czech National Bank Authorisation
(1) If the acquiring mutual fund is a collective investment fund, the permission of the Czech National Bank is required to transfer the assets of the capital company to such receiving mutual fund.
(2) The Czech National Bank shall not authorise the transfer of assets pursuant to paragraph 1 unless the interests of the shareholders of the receiving holding fund are protected.
(3) Paragraphs 1 and 2 shall not apply to the transfer of assets of a real estate company to a receiving holding fund which invests in real estate or in holdings in a real estate company.
Procedure for the application for authorisation to transfer assets by the Czech National Bank
(1) An application for authorisation to transfer assets pursuant to Article 433c (1) shall be submitted by the administrator of the receiving holding fund without undue delay after the adoption of the decision pursuant to Article 433a (3).
(2) The parties to the procedure for the authorisation of the transfer of assets pursuant to Article 433c (1) are the manager, administrator and depositary of the receiving collective investment fund.
Obligation to publish
Contents
Sign in for notes, favorites and notifications
Regulation Information
| Citation | Act No. 163 / 2024 Coll., amending Act No. 240 / 2013 Coll., on Investment Companies and Investment Funds, as amended, and other related laws |
|---|---|
| Regulation Type | Law |
| Author | - |
| Collection | Code of Laws |
| Date of Promulgation | 19.06.2024 |
|---|---|
| Effective from | 01.07.2024 |
| Effective until | - |
| Status | Valid |
Parliamentary Paper:
Paper No. 570
Public Contracts 1
Smlouva o dodávce a implementaci tří nových funkcionalit ekonomického informačního systému
Ústav molekulární genetiky AV ČR, v. v. i.
MAGION system, a.s.
1 074 480 CZK
14.11.2024
Source:
Hlídač státu
(CC BY 3.0 CZ)
The regulation text is for informational purposes only.
Comments 0