Like elsewhere, Ireland’s investor services sector is undergoing a real-life stress test and Funds Europe recently spoke with some of the country’s professionals their about their experiences.
Here, Etain de Valera (pictured), partner, asset management and investment funds, at Dillon Eustace, talks about boards – both boardgames and boardroom directors.
What, apart from work, are you finding time to do during lockdown?
The silver lining of lockdown is definitely more family time. In particular, rediscovering those board games that have been gathering dust in the back of the cupboard has helped develop those competitive streaks – and that’s just the parents! We have even managed to rope in family from around the world through Zoom and Kahoot! for a now regular Sunday quiz night.
In the Central Bank’s Financial Stability Review 2019, there is a good deal of emphasis put on risk arising from non-bank lending. Do you see any implications here, from a regulatory standpoint, for investment funds investing in these areas?
I don’t think there is any doubt that the financial impact of Covid-19 will give rise to increased opportunities for those managers pursuing credit and/or debt strategies, or that the CBI will keep the impact of those strategies under review. However, Irish funds are well established as vehicles for strategies of this type – for example, there is a well-developed legal, tax and regulatory framework for loan origination funds utilising the Irish QIAIF [Qualifying Investor Alternative Investment Fund] product, in particular, those which are established as ICAVS [Irish Collective Asset-management Vehicles].
What happens if fund directors cannot travel due to lockdown?
Generally it is acceptable for directors of an Irish corporate entity to participate in board meetings through electronic means provided that this does not conflict with the constituent document for the relevant entity.
For Irish funds regulated by the Central Bank, there is a requirement for at least two Irish resident directors and so the expectation is that such meetings will be held in Ireland. That does not, however preclude non-Irish resident directors from participating from outside the jurisdiction by electronic means, particularly in the current circumstances.
Equally, shareholder meetings must be convened and held in accordance with the constituent documents of the relevant corporate entity. Typically, the majority of shareholder meetings for Irish funds will see shareholders attending and voting by proxy and so for upcoming AGMs or EGMs, we would expect it to be business as usual in the majority of cases. There are a number of other options that could be invoked, including holding such meetings through electronic means or adjournment.
In the case of Irish funds incorporated as ICAVs, there is also the option of dispensing with the AGM, provided certain conditions are met.
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