Asset Management & Investment Funds: Irish Practice Developments – May 2025

Key deadlines

31 May 2025 - Fund profile return - The annual Central Bank of Ireland (CBI) fund profile return is required for all Irish authorised sub-funds. The CBI Portal deadline for sub-fund profile returns has been moved from February to May 2025. The CBI updated its Fund profile guidance and template in 2025.

6 June 2025 - EBA consultations on AML/CFT RTS - The European Banking Authority (EBA) is consulting on four sets of draft RTS that are required under the EU’s new AML/CFT legislative package, addressing harmonised ML/TF risk assessments, customer due diligence requirements, selection of institutions for direct supervision by AMLA and penalties. The consultations close on 6 June 2025.

30 June 2025 - Exchange traded funds (ETFs) - Management companies of ETFs should review the actions outlined in the CBI letter on the primary and secondary market trading arrangements of ETFs (discussed here) and, where appropriate, incorporate the necessary changes to their frameworks and practices by the end of Q2 2025.

30 June 2025 - Sustainability disclosures - European Securities and Markets Authority (ESMA) to issue its report on the outcome of the common supervisory action on sustainability disclosures.

July 2025 - NBFI leverage policy recommendations - The FSB’s 2025 Work Programme notes publication of their final report on NBFI leverage policy recommendations in July.

10 July 2025 - CBI CP160 consultation on Fitness and Probity regime - Firms have a deadline until 10 July 2025 to respond to CP 160. 

1 July 2026 - UK OFR - Final OFR’s landing slots open for fund operators of umbrella EEA UCITS whose name begins with the letter “W-Z and firms with digits in the title” (in the TMPR) until 30 September 2026.

Reporting obligations may vary on a firm-by-firm basis. The above list does not cover:

• tax, FATCA or CRS filings, director's compliance statement obligations, which apply to listed UCITS VCCs
• diversity reporting obligations, which may apply to listed alternative investment funds (AIFs) and UCITS VCCs
• ad hoc filings, such as regulatory reports, or filings of annual accounts (and related documents which include annual FDI returns) and semi-annual accounts or other similar returns (which deadlines vary to reflect the particular entity's year-end)

By way of example, the Companies (Accounting) Act 2017 obliges UCITS investment companies and AIF investment companies to file annual accounts with the CRO within 11 months of their financial year-end. The CBI updated its UCITS Q&A to provide for its new position in relation to portfolio transparency for UCITS ETF. This is a welcome development and applies to all UCITS ETFs or UCITS with ETF share classes irrespective of whether they pursue a passive or active strategy.

Minister for Finance Paschal Donohoe TD at the Irish Funds annual global funds conference

Minister for Finance Paschal Donohoe TD delivered a keynote speech at the Irish Funds annual global funds conference. In terms of regulatory developments, Minister Donohoe explained that his department is preparing proposals in advance of the upcoming Finance Bill to enhance the Investment Limited Partnership (ILP) framework. He also discussed the importance of expanding Ireland’s private assets offering.

CBI Deputy Governor, DG McMunn at the Irish Funds annual global funds conference

CBI Deputy Governor, DG McMunn spoke at the Irish Funds annual global funds conference. Key points are set out below.

Volatility. The increased financial market volatility across the globe over last few months led to increased engagement between CBI supervisors and regulated firms. The CBI found that throughout the recent market turmoil, the Irish financial sector managed the heightened market volatility well. Industry should prepare for more volatility as the economic forecast is characterised by downside risks to growth. The possibility of a more significant slowdown cannot be ignored.

Regulatory Insights. Deputy Governor McMunn referenced:

• ongoing work relating to a macro-prudential policy framework for the funds sector
• continued emphasis on operational resilience with a focus this year on the implementation of DORA
• a review of fund management companies’ effectiveness - in terms of governance, organisational resourcing and capabilities, and operational resilience and outsourcing - recognising both the important role delegation plays in the sector as well as the perennial principle that while one can delegate certain activities and functions, one cannot delegate responsibility or effective control. This work will include a survey of fund management companies, launched this week
• continued focus on strengthening AML risk assessments, governance and oversight in the sector, including scrutinising the robustness of these controls
• the use of technology and tokenisation, referencing her earlier speech at the national fintech summit in Dublin and noting the potentially transformative impact distributed ledger technology and tokenisation could have on the sector.    

Savings and Investments Union. The CBI is progressing implementation of the recommendations contained in the Funds Review 2030 report.

Simplification. The CBI wants to hear about areas where there are unnecessary rules or complexity or where processes or requirements can be improved.

National discretions in AIFMD II (UCITS and AIFMs)

The Department of Finance (Department) published a feedback statement following its public consultation on the four national discretions included within Directive (EU) 2024/927 (AIFMD II), and an accompanying regulatory impact assessment.

• Discretion 1 – Ireland will fully exercise this discretion, allowing the CBI to authorise external alternative investment fund managers (AIFMs) to provide additional ancillary and non-core services of administration of benchmarks and credit servicing. As part of an AIFM’s non-core offering, external AIFMs will be allowed to perform for third parties the same functions and activities that they already perform for AIFs, provided conflicts of interest are managed.
• Discretion 2 – Ireland will exercise this discretion so that AIFs that originate loans, whether domiciled in Ireland or elsewhere, will be prohibited from granting loans to Irish consumers.
• Discretion 3 – Ireland will not allow an Irish domiciled AIF to appoint a depositary outside of Ireland, citing a well-served Irish market, with 25 custodians, and the bulk of €5.3tn assets under custody belonging to Irish-domiciled funds.
• Discretion 4 – Ireland will fully exercise this discretion, extending the list of ancillary activities that a UCITS management company can provide to include benchmark administration and to clarify that non-core services may include reception and transmission of orders in relation to financial instruments and the same non-core functions and activities already provided by a management company in relation to a UCITS that it manages may be performed for third parties, provided conflicts of interest are managed.

The Department will bring forward legislation to transpose AIFMD II into Irish law by 16 April 2026.

Mutual Recognition Framework: CBI and the Hong Kong Securities and Futures Commission

The CBI and the Hong Kong Securities and Futures Commission (SFC) updated the memorandum of understanding entered into between them in 1997 to provide for a Mutual Recognition Framework (MRF) which will enable regulatory cooperation and an expedited process of registration in relation to the cross-border offering of

• certain CBI authorised UCITS in Hong Kong
• Hong Kong collective investment schemes that meet certain eligibility criteria in Ireland

For CBI authorised UCITS seeking to market to the public in Hong Kong via the MRF, the UCITS and its management company should have regard to the SFC Circular which sets out the criteria with which they must comply in order to use the MRF. A UCITS and its management company must engage directly with the SFC to achieve marketing approval.

For Hong Kong collective investment schemes seeking to market to the public in Ireland via the MRF an eligible Hong Kong fund and its manager should have regard to the CBI circular on the Process for MRF between Ireland and Hong Kong which sets out the criteria with which they must comply in order to use the MRF. An eligible Hong Kong fund and its manager must engage directly with the CBI to achieve marketing approval by completing a MRF Application Form: inward application which should be sent together with relevant attachments, to HongKongMRF@centralbank.ie.

• Eligible simple funds domiciled and regulated in Ireland may be processed under the SFC’s FASTrack (fund authorisation simple track) approach to further expedite the authorisation process after the signing of the new MoU. Under FASTrack, the SFC undertakes to complete authorisation within 15 business days. 
• The ten jurisdictions which have mutual recognition of funds arrangements with the SFC are Australia, France, Luxembourg, Malaysia (in respect of Islamic funds), Mainland China, the Netherlands, Switzerland, Taiwan (in respect of exchange-traded funds), Thailand and the United Kingdom.

More Information is available here.

CBI authorisations and gatekeeping report for 2024

The CBI published its authorisations and gatekeeping report for 2024. The report summarises the CBI’s authorisation and fitness and probity gatekeeping activities (including timelines) across all sectors during 2024. Key points from the report are set out below. 

• The CBI highlighted its ‘guidance on expectations for applicants seeking authorisation to operate as a regulated firm’, which it published in November 2024. That guidance sets out expectations regarding clarity, accuracy and completeness of application information and authorisation expectations for all sectors in key areas.
• The report gives a summary of authorisation activity for each sector in 2024 and average application processing times for 2023 and 2024. It sets out common issues that may delay applications.
• As regards fitness and probity, the report
  • outlines the recent enhancements to the gatekeeping process, which the CBI previously announced in its report on implementation of Enria’s recommendations
  • gives detailed statistical information on the gatekeeping process and notes a continued improvement in the quality of PCF applications submitted since the introduction of the new online portal in April 2023.

CBI markets update

CBI Markets Update Issue 4 2025 issued covering:

• ESMA Final Report on the Listing Act Technical Advice (discussed under EU developments)
• Central Bank and Hong Kong SFC enhance cooperation in public fund distribution (discussed above)

CBI ETF Thematic Review Irish Funds - information note

Irish Funds published an information note on the CBI’s ETF Thematic Review. This follows the CBI’s Dear Chair Letter of 28 November 2024 in which it highlighted a number of findings from its review.

The information note includes:

• CBI findings
• CBI action points
• recommendations for addressing CBI action points

For more information on these topics please contact any member of A&L Goodbody's Asset Management & Investment Funds team.