International Collective Investment Schemes (ICISI) is an investment tool for the clients of fund managers. It consists of a relatively safe investment opportunity since it has a specific objective, projected target return and risk profile, which must be set out in the Offering Memorandum.

The investments of the Fund are made by specialized management (directors or the managers) and can consist of securities, bonds, and other financial instruments. It accumulates funds of high net worth in a collective scheme, which is flexible, with minimum regulatory supervision and it can be used as investment vehicle for property investments.

ICISI Characteristics

Governing Law
In Cyprus ICIS are governed by the International Collective Investment Schemes Law, 47(I)/1999 (as amended) (“ICIS Law”).

Objective
The sole objective of an ICIS is a collective investment of unit-holder funds redeemable at the option of unit-holders out of the assets of the ICIS.  This sole objective must be stated in the Memorandum of Association of an ICIS.

Unit-holders
A unit-holder is the owner of units in an ICIS and may be companies or individuals Cyprus or overseas residents. A unit is a share, a participation or an interest in an ICIS.

Legal Form
The legal form of an ICIS can be:

  • International Fixed Capital Company
  • International Variable Capital Company
  • International Unit Trust Scheme, or
  • International Investment Limited Partnership

Regardless of the legal form, an ICIS can be established for a fixed term or have unlimited duration.

  • International Fixed Capital Company (‘’IFCC”) 
    An IFCC marketed to the public or to experienced investors must have minimum capital of US$100,000. No minimum capital is prescribed for an IFCC which is a Private Fund.
  • International Variable Capital Company (“IVCC”)
    The main distinctive feature of an IVCC is that its share capital may vary depending on the contributions of the participating investors. The share capital may be divided into shares without par value and must be equal to the net asset value of the shares of the company at any time in issue.
    IVCC is the most commonly used ICIS form in Cyprus.
  • International Unit Trust Scheme (“IUTS”)
    IUTS is an international trust recognised to operate as an international unit trust scheme under the ICIS law.
    International Investment Limited Partnership Scheme (“IILPS”) IILPS is a limited partnership registered under the Partnership and Business Names Law which is recognised to operate as an international investment limited partnership by the ICIS law. The partnership must have a general partner who acts as the manager of the IILPS and whose liability for any obligations of the IILPS is unlimited.

Competent Authority
The regulatory and supervisory authority for ICIS is the Central Bank of Cyprus (‘’Central Bank”).

That said, according to the Central Bank’s website, ICIS Law is expected to be amended to make the Central Bank the regulatory and supervisory authority only for Private Collective Investment Schemes (‘’Private Funds”). Pending the amendment of the ICIS Law, at present the Central Bank accepts only applications for Private Funds. However the Central Bank may consider acceptance of applications for recognition of Experienced Investor Funds as well.

Private Funds
By statutory definition, a Private Fund is an ICIS whose constitutional documents:

  • limit the right to transfer the units
  • limit the number of unit-holders to the maximum of 100 (excluding employees or former employees of the ICIS who became unit-holders during their employment with the ICIS)
  • prohibit invitation to the public (excepting experienced investors) to purchase the units
  • prohibit bearer units; and
  • is exempt from the obligation to have the minimum subscription.


Experienced Investor Funds
By statutory definition, a person (whether legal or natural) qualifies for an experienced investor if:

  • it provides financial services to the public; or
  • it frequently enters into investment transactions which, on average, are of substantial amount and having regard to all relevant facts, can reasonably be expected to appreciate the risks inherent in investment transactions. The minimum subscription for an Experienced Investor Fund is USD 50,000 (or equivalent amount in other currency).An Experienced Investor Fund is under no obligation to publicize the purchase, redemption, or repurchase prices of its units but it must have the prices available for the experienced investors.

An Experienced Investor Fund may not issue bearer units.


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