The Irish Funds Industry Association (“IFIA”) has published a Corporate Governance Code for Collective Investment Schemes (“CIS”) and Management Companies (“Code”). This follows an invitation by the Central Bank of Ireland for the funds industry to develop and apply its own corporate governance code in place of the statutory code developed for banks and insurance companies. While adoption of the Code is voluntary, the Central Bank considers it “essential” that all Irish authorised CIS adopt the Code. 

The Code draws on existing corporate governance practices as outlined in the Central Bank Notices and the Companies Acts but also includes some significant changes and additional focus relating to: (i) independent directorships; (ii) time commitment of the board; (iii) conflicts of interest; (iv) board performance review; (v) attendance at meetings; (vi) terms of reference for committees; (vi) director training; and (vii) the requirement to comply or explain. The Code is accompanied by an extensive FAQ document which has been approved by the Central Bank and adds additional clarity. 

The Code becomes effective from 1 January 2012 with a twelve month transitional period.