Act On Certain Forms Of Collective Management Of Investment Portfolios (1)

Original Language Title: Loi relative à certaines formes de gestion collective de portefeuilles d'investissement (1)

Read the untranslated law here: http://www.ejustice.just.fgov.be/cgi/article_body.pl?numac=2012003296&caller=list&article_lang=F&row_id=1400&numero=1447&pub_date=2012-10-19&dt=LOI&language=fr&fr=f&choix1=ET&choix2=ET&fromtab=+moftxt&trier=publication&sql=dt+=+'LOI'&tri=pd+AS+RANK+

Posted the: 2012-10-19 Numac: 2012003296 SERVICE PUBLIC FÉDÉRAL FINANCES, SERVICE PUBLIC FEDERAL economy, SMEs, Middle CLASSES and energy and SERVICE PUBLIC FEDERAL JUSTICE 3 August 2012. -Act on certain forms of collective management of portfolios of investments (1) ALBERT II, King of the Belgians, to all, present and to come, hi.
The Chambers have adopted and we endorse the following: part 1. -Provisions General Article 1. This Act regulates a matter referred to in article 78 of the Constitution.
S.
2. this Act provides inter alia the partial transposition of (a) Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative relating to undertakings for collective investment in transferable securities (UCITS) (recast), provisions (b) Council Directive 2010/78 / EU of the European Parliament and of the Council of 24 November 2010 amending Directives 98/26 / EC 2002/87/EC, 2003/6/EC, 2003/41/EC, 2003/71/EC, 2004/39/EC, 2004/109/EC, 2005/60/EC, 2006/48/EC, 2006/49/EC, and 2009/65/EC with regard to the competences of the European surveillance (European banking authority), the European authority supervisory authority (European insurance and occupational pensions authority) and the European supervisory authority (European financial markets authority) , as well as (c) 2010/43/EU Directive of the Commission of 1 July 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council as regards organisational requirements, conflict of interest, the conduct of business, risk management and the content of the agreement between the custodian and the management company , and (d) 44-2010-EU Directive of the Commission of 1 July 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council as regards certain provisions relating to mergers of funds, master-feeder structures and the notification procedure.
S. 3. for the purposes of this Act and the orders and regulations for its execution, mean: 1 ° by "mutual fund": a body, Belgian or foreign, of which the sole object is the collective investment of financial resources;
2 ° "public collective investment body": has) an undertaking for collective investment which collects its financial resources, in Belgium or abroad, through a public offering of shares, negotiable or not.
(b) a mutual fund that collects its financial resources, in Belgium or abroad, partly through a public offering of securities, negotiable or not;
3 ° by 'institutional collective investment body': a mutual fund that collects its financial resources, in Belgium or abroad, exclusively from investors institutional or professional acting for their own account, and whose securities can be acquired only by such investors and who is registered in accordance with the provisions of this Act or orders taken for execution;
4 ° by "private mutual fund": a mutual fund that collects its financial resources, in Belgium or abroad, exclusively private acting for their own account, investors and whose securities can be acquired only by such investors or by other investors under the conditions determined by the King and who is registered in accordance with the provisions of this Act or orders taken for execution;
5 ° by «undertaking for collective investment to variable number of shares»: the mutual fund whose shares are, at the request of the participants, repurchased or redeemed, directly or indirectly, out of the assets of this organization at a price which is calculated on the basis of its asset value. Shall be assimilated to such repurchase or redemption the fact for the organism to act so that the value of its shares listed on an MTF or a regulated market differ fundamentally from their inventory value;
6 ° by «undertaking for collective investment to fixed number of shares»: the mutual fund whose shares are not redeemed at the request of the participants of the assets of the mutual fund;
7 ° by "undertaking for collective investment in receivables", the organisation which: has) the sole object is the collective investment in the category of authorized investments referred to in article 7, paragraph 1, 7 °; and (b)) the shares are not redeemed at the request of the participants of the assets of the mutual fund;
8 ° 'undertaking for collective investment that meets the conditions of Directive 2009/65/EC': a mutual fund which invests in the category of investments laid down in article 7, paragraph 1, 1 °;
9 ° 'undertaking for collective investment which does not meet the conditions of Directive 2009/65/EC': a mutual fund that invests in one of the categories of investments provided for in article 7, paragraph 1, 2 ° to 9 °;
10 ° by "mutual fund": the mutual fund which takes the form contract, consisting of an undivided heritage managed by a management company of undertakings for collective investment on behalf of the participants, whose rights are represented by securities.
11 ° "investment company": the mutual fund which is the statutory form, constituted in accordance with the provisions of this Act and its orders of execution, in the form of a Société anonyme, a Société en commandite par actions or a Société en commandite simple;
12 ° by "collective investment management company": the company under Belgian law or the company of foreign law whose usual activity consists in the collective management of portfolios of public undertakings for collective investment on a professional basis;
13 ° "public offer": a) in regard to undertakings for collective investment under Belgian law or abroad who collect their financial resources in Belgium: i) any communication made in any form and by any means whatever, to individuals and presenting information sufficient on the terms of the offer and on tracks to offer to an investor to decide to purchase or subscribe securities , and which is made by the mutual fund, by the person who is able to transfer securities or on their behalf.
Is presumed to act on behalf of the mutual fund or the person who is able to give the titles, any person who receives directly or indirectly, remuneration or benefit on the occasion of the offer.
II) admission to the negotiations on an MTF or a regulated market that is accessible to the public;
(b) in relation to bodies for collective investment under Belgian law, that collect their financial resources abroad, any operation, conducted abroad, securities of a such mutual fund when this operation is subject, in the country concerned, special rules for the protection of public savings, such as, inter alia, an obligation of prospectus or other obligation of similar information;
14 ° by «offeror»: one who performs a public offer or that which regards the public tender as referred to in article 3, 13 °, has), ii), submitted an application for admission to the negotiations;
15 ° "intermediation": any intervention, even as temporary or incidental activity, and in any capacity whatsoever, with respect to investors in a takeover of collective investment securities placement, referred to in article 3, 13 °), i), for account of offeror or the undertaking for collective investment, against remuneration or benefit of any kind and granted directly or indirectly by offeror or by the undertaking for collective investment;
16 ° by 'an undertaking for collective investment securities': a) units of undertakings for collective investment, and b) other financial instruments that the mutual fund is, where appropriate, authorized to issue with regard to the category of authorized investments for which he has opted under article 7;
17 ° by 'mutual fund shares': a) the shares of an investment company, and b) representative titles of the undivided interests in a mutual fund.
18 ° by «participants»: the holders of shares of a mutual fund;
19 ° "multilateral trading (Multilateral trading facility - MTF) system": a multilateral system, operated by an investment firm, a credit institution or a company of market, which ensures the meeting in its midst even and in accordance with non-discretionary rules of multiple interest buyers and sellers expressed by third parties for financial instruments, in a way that will lead to the conclusion of contracts in accordance with the provisions of Chapter 2 of the law of 2 August 2002 or title (II) of Directive 2004/39/EC;
20 ° by 'regulated market': any market regulated, Belgian or foreign, referred to in article 2, 3 °, 5 ° and 6 °, of the law of 2 August 2002;
21 ° "collective management of portfolios of collective investment undertakings": the exercise by a management company of undertakings for collective investment of the functions of management of undertakings for collective investment, as they are exercised as

collective investment management company designated by a mutual fund or a contract of mandate or a contract company with an undertaking for collective investment in accordance with article 42;
22 ° by 'collective investment management functions': a) the portfolio of the mutual fund investment management;
(b) the administration of the Fund, including: i) services of accounting management of the mutual fund, including the establishment and publication of the annual accounts;
(ii) responses to requests for information from participants in the mutual fund;
(iii) the portfolio assessment and the determination of the value of the securities of the undertaking for collective investment (including fiscal aspects);
(iv) the control of compliance with legal and regulatory provisions applicable to the undertaking for collective investment;
(v) maintaining the register of holders of registered securities);
(vi) the distribution of revenues between categories of titles and types of units of the collective investment undertaking);
(vii) the issue and redemption of the shares of the mutual fund;
VIII) the outcome of the contracts, including the sending of the securities of the mutual fund;
(ix) the registration of operations and conservation of parts y;
(c) the marketing of undertakings for collective investment securities;
23 ° by 'investment services': a) individual portfolio management: the management of portfolios on an individualized basis under a mandate given by the client where such portfolios include one or more financial instruments referred to in article 2, 1 °, of the law of 2 August 2002;
b) placement consultant: the provision of personal recommendations to a client, in relation to one or more transactions relating to one or more financial instruments referred to in article 2, 1 °, of the law of 2 August 2002;
24 ° by "collective investment management company designated by a collective investment undertaking": the management company which manages a mutual fund, in accordance with article 11, § 1, or the management company that is designated by an investment company, in accordance with article 44.
25 ° by "mutual fund managed by a collective investment management company": unless otherwise agreed, a mutual fund for which a collective investment management company performs the functions of management referred to in article 3, 22 °, either as a management company of undertakings for collective investment designated by the mutual fund or a contract of mandate or a contract concluded with the undertaking for collective investment;
26 ° by 'feeder': has) a collective investment undertaking meets the conditions of Directive 2009/65/EC, or a compartment of this mutual fund, which was authorized to invest, by derogation from the principle of distribution of the risks referred to in article 9, at least 85% of its assets in units of other collective investment undertaking meets the conditions of Directive 2009/65 / EC or compartment thereof (referred to as 'master') (, or (b)) a collective investment undertaking public variable number of shares under Belgian law does not meet the conditions of Directive 2009/65/EC, or a compartment of this mutual fund, which was authorized to invest, by derogation from the principle of distribution of the risks referred to in article 9, at least 85% of its assets in shares of one another mutual fund public variable of shares in Belgian law number replying or not to the conditions of Directive 2009/65/EC or compartment thereof (referred to as 'master');
27 ° by 'master': a) a collective investment undertaking meets the conditions of Directive 2009/65/EC or any of its compartments: i) has at least one feeder meets the conditions of Directive 2009/65/EC among its participants, ii) which is not itself a feeder, and iii) which does not share a feeder, or b) an undertaking for collective investment under Belgian law meets the requirements of the Directive 2009/65/EC or of its compartments: i) has at least a feeder does not meet the conditions of Directive 2009/65/EC among its participants, ii) which is not itself a feeder, and iii) which does not share a feeder, or c) a mutual fund public to variable number of shares under Belgian law does not meet the conditions of Directive 2009/65/EC or any of its compartments (((: i) has at least a feeder does not meet the conditions of Directive 2009/65/EC among its participants, ii) which is not itself a feeder, and iii) which does not share a feeder.
28 ° by 'key investor information' or 'key investor information document': a document short that contains essential information for the investor and that is established for each mutual fund public to variable number of shares in accordance with regulation 583/2010;
29 ° by "clients of the collective investment management company": any natural or legal person, or any other entity, including the institutions for occupational retirement provision referred to in article 2, 1 ° of the law of 27 October 2006 on the supervision of occupational retirement institutions for the benefit of which the collective investment management company exercises management functions referred to in article 3 , 22 ° or provides a service referred to in article 3, 23 °;
30 ° by 'marketing of undertakings for collective investment securities': the public offer within the meaning of article 3, 13 °), i), for a mutual fund account, including reception and transmission of orders securities said mutual fund. Is presumed to act on behalf of the collective investment undertaking, any person who receives, directly or indirectly the mutual fund, compensation or benefit on the occasion of the offer public or reception and transmission of orders of the said securities mutual fund;
31 ° «equity»: the concept of own funds, within the meaning of the definition given in the regulations made pursuant to section 206;
32 ° by 'qualifying holding': detention, directly or indirectly, 10 per cent at least of capital of a company or of the voting rights attached to the securities issued by such company, or possible to exercise a significant influence over the management of the company which is owned a stake;
the calculation of voting rights settled in accordance with the provisions of the law of May 2, 2007, as well as those of its orders of execution; It is not taken into account voting rights or shares held following the underwriting of financial instruments and/or placing of financial instruments with firm commitment, provided that, on the one hand, these rights are not exercised or otherwise used to intervene in the management of the issuer and, on the other hand, they are transferred within a period of one year after their acquisition;
33 ° by 'close links': a) a situation in which there is a link of participation, or b) a situation in which companies are affiliated companies, or c) a similar relationship as the litterae) and b) above between a natural person and a legal entity;
34 ° by ' control, participation, participation, parent company, subsidiary and business link-related ": these concepts within the meaning of the definition given in the orders for the implementation of article 235;
35 ° by 'branch of a collective investment management company': a place of business which forms a dependent part of legal personality of a collective investment management company and which conducts directly, in whole or in part, the activities authorized under the approval of the collective investment management company; Several seats operating in the same State by a collective investment management company having its registered office in another State are regarded as a single branch;
36 ° 'A collective investment management company home Member State': the Member State of the EEA European, other than Belgium, the territory of which a management of undertakings for collective investment under Belgian law firm operates through the establishment of a branch or the free provision of services;
37 ° by 'credit institution': any institution referred to in titles II to IV of the law of 22 March 1993;
38 ° by 'financial institution': any undertaking referred to in article 3, § 1, 5 °, of the law of 22 March 1993;
39 ° by "investment firm": any undertaking referred to in book II, titles II to IV of the law of 6 April 1995;
40 ° by "open consultation": the procedure referred to in article 2, 18 °, of the law of 2 August 2002;
41 ° by «ESMA»: the European authority of financial markets (European Securities and Markets Authority) as established by regulation European no. 1095/2010 of the European Parliament and of the Council of November 24, 2010;
42 ° by "FSMA": the authority of financial markets and services referred to in article 44 of the law of 2 August 2002;

43 ° "Bank": the National Bank of Belgium, referred to the law of 22 February 1998 establishing the Organic Statute of the National Bank of Belgium;
44 ° by 'law of July 22, 1953': the Act of 22 July 1953 creating an Institute of the réviseurs d'Entreprises and organizing the public oversight of the profession of Auditor;
45 ° by "law of 9 July 1975": Act of 9 July 1975 on the control of insurance undertakings;
46 ° by "law of 4 December 1990": Act of 4 December 1990 on financial transactions and financial markets;
47 ° by 'law of 22 March 1993': Act of 22 March 1993 on the status and control of credit institutions;
48 ° 'law of 6 April 1995': Act of 6 April 1995 on the status and control of investment firms;
49 ° by 'law of 22 February 1998': the law of 22 February 1998 establishing the Organic Statute of the National Bank of Belgium;
50 ° by "law of 2 August 2002": Act of 2 August 2002 on the supervision of the financial sector and financial services;
51 ° by "law of 20 July 2004": Act of 20 July 2004 on certain forms of collective management of investment portfolios;
52 ° by 'law of 22 March 2006': the law of 22 March 2006 on intermediation in banking and investment services and the distribution of financial instruments;
53 ° by 'law of 16 June 2006': law of 16 June 2006 on public offers of investment instruments and admission of investment instruments to trading on regulated markets;
54 ° by 'law of 2 May 2007': Act of 2 May 2007 on advertising of major holdings in issuers whose shares are admitted to trading on a regulated market various provisions;
55 ° by 'law of 16 February 2009': Act of February 16, 2009 on reinsurance;
56 ° by 'Directive 2004/39/EC': Directive 2004/39/EC of the European Parliament and of the Council of 21 April 2004 on markets in financial instruments, amending the Directives 85/611 / EEC and 93/6/EEC of the Council and Directive 2000/12/EC of the European Parliament and of the Council and repealing Council Directive 93/22 / EEC;
57 ° by 'Directive 2006/43/EC': Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 on statutory audits of annual accounts and consolidated accounts and amending Directives 78/660 / EEC and 83/349/EEC and repealing Council Directive 84/253 / EEC of the Council;
58 ° by 'Directive 2009/65/EC': Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) (recast), as amended by Directive 78/2010/EU of the European Parliament and of the Council of 24 November 2010 amending Directives 98/26/EC 2002/87/EC, 2003/6/EC, 2003/41/EC, 2003/71/EC, 2004/39/EC, 2004/109/EC, 2005/60/EC, 2006/48/EC, 2006/49/EC, and 2009/65/EC with regard to the competences of the European surveillance (European banking authority), the European authority supervisory authority (European insurance and occupational pensions authority) and the European supervisory authority (European financial markets authority);
59 ° by 'regulation 583/2010': Regulation (EU) no 583/2010 Commission on July 1, 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council with regard to key information for the investor and the conditions to be met when providing information key to the investor or the prospectus in one durable medium other than paper or through a web site;
60 ° by 'regulation 584/2010': Regulation (EU) No 584/2010 Commission on July 1, 2010 implementing Directive 2009/65/EC of the European Parliament and of the Council as regards the form and content of the letter of notification and the standard certificate for UCITS, the use of electronic communications between competent authorities for purposes of notification and on-site verification procedures investigation and exchange of information between competent authorities;
61 ° by 'Directive 2010/44/EU': the Commission on July 1, 2010 2010/44/EU Directive implementing Directive 2009/65/EC of the European Parliament and of the Council as regards certain provisions relating to mergers of funds, master-feeder structures and the notification procedure.
PART 2. -Undertakings for collective investment book 1.
-Scope art. 4 § 1. Are subject to the provisions of this part: 1 ° public undertakings for collective investment Belgian organisations;
2 ° foreign collective investment undertakings whose securities are subject to a public offer in Belgium.
§ 2. The Belgian collective investment undertakings which do not collect their financial resources through a public offering of shares, including institutional and private bodies for collective investment, are subject to the provisions of this part only if they are registered in accordance with the provisions of this Act or of the orders and regulations for its execution.
§ 3. Are not subject to the provisions of this Act or of the orders and regulations for its execution: 1 ° the companies the securities of which are or have been the subject of a public offering in Belgium and whose activity is principally to carry on other companies a control or a control joint within the meaning of articles 5 to 9 of the Code of corporations , or hold participations within the meaning of article 13 of the Code of corporations.
2 ° the companies has) whose titles are or have been the subject of a public offering in Belgium, when these titles are up to 90% of their nominal value of their accountable par and the price at which they are offered, or a different percentage to be determined by the King, guaranteed unconditionally and irrevocably by a European economic area Member State or by one of its regional or local; and (b)) which are subject to specific legislation aimed at promoting investments in unlisted companies and who are required, under the law or their statutes to comply with disclosure requirements equivalent to those that are applicable in implementation of article 10, § 1, 1 ° to 3 °, of the law of 2 August 2002.
A company referred to in 1 ° of this paragraph may nevertheless request or retain the entry as a public collective investment to fixed number of shares that is investing in the assets referred to in article 7, paragraph 1, 5 °, 6 °, 8 ° and 9 °.
S. 5 § 1.
(For the purposes of article 3, 13 °, a), i), the following offers of securities of investment funds are not of a public nature: 1 ° securities offerings addressed only to investors institutional or professional;
2 ° offers addressed securities less than 100 natural or legal persons other than investors institutional or professional;
3 ° offers of securities, other than shares in undertakings for collective investment to variable number of shares, which require a consideration of at least EUR 50 000 per investor by category of securities;
4 ° offers of units of collective investment undertakings to variable number of shares, which require a consideration of at least EUR 250 000 per investor by category of securities;
5 ° offers titles, others that of units of collective investment undertakings to variable number of shares, whose denomination per unit amounts less than EUR 50 000;
6 ° offers of securities for which the total amount is less than EUR 100 000, calculated over a period of 12 months.
(When resale of securities which were previously the subject of one or more offers referred to in paragraph 1, the definition referred to in article 3, 13 °, a), i), and the criteria referred to in paragraph 1 of this subsection shall apply to determine whether that resale is an offer.
§ 2. For the purposes of article 3, 13 °), ii), the King may define the concept of public.
§ 3. For the purposes of this Act, it has to be understood by 'institutional or professional investors': 1 ° the Governments national, regional and community;
2 ° the European Central Bank, the National Bank of Belgium and other banks national, international or supranational organizations, the Securities Regulation Fund, the protection fund for deposits and the financial instruments and the Caisse des Dépôts et Consignations;
3 ° legal, Belgian and foreign persons authorised or regulated as operators in the financial markets, which include: a) Belgian and foreign credit institutions referred to in article 1, paragraph 2, of the law of 22 March 1993;
b) business of Belgian and foreign investment whose usual activity is to provide or offer to a third one or several investment professional services and/or in one or more investment activities within the meaning of article 46, 1 °, of the law of 6 April 1995;
c) the following insurance companies: (i) the companies and insurance agencies referred to in article 2, §§ 1 and 3, of the Act of 9 July 1975 on the control of insurance undertakings;
(ii) foreign insurance companies which are not operating in Belgium; and (iii) the Belgian and foreign reinsurance companies;

(d) institutions for occupational retirement provision Belgian or foreign referred to in article 2, 1 ° of the law of 27 October 2006 concerning the control of professional pension institutions;
(e) the Belgian and foreign collective investment undertakings);
(f) the Belgian and foreign collective investment management companies);
g) intermediaries, Belgian and foreign, into instruments of term investments, within the meaning of article 4 of the law of 16 June 2006, on raw materials;
(h) other financial institutions, Belgian and foreign, licensed or regulated;
4 ° the entities Belgian and foreign, other than those referred to in 5 ° of this paragraph, not approved or not regulated as operators on the financial markets, whose exclusive corporate purpose is the investment in investment instruments within the meaning of article 4 of the law of 16 June 2006;
5 ° the companies, funds or other similar entities of foreign law whose main activity is to invest in securities of investment funds or securitisation structures, or to finance organizations of mutual funds or securitisation structures, provided that these companies, funds or other similar entities of foreign law finance themselves, to this end in Belgium exclusively with institutional investors or professionals recognized by or under this subsection, or abroad;
6 ° centers of coordination referred to order royal no 187 of 30 December 1982 concerning the establishment of coordination centres;
7 ° the other Belgian and foreign legal persons that those referred to in 1 ° to 6 ° of this paragraph, which, according to their last annual or consolidated account, meet at least two of the following three criteria: an average number of employees equal or higher than 250 people on the fiscal year, a total of 43 000 000 euros more than balance and a net turnover annual higher than EUR 50 000 000;
8 ° of other legal persons, companies and foreign institutions which are considered under the law which they fall or as institutional or professional investors or as qualified investors for the purposes of Directive 2003/71/EC of 4 November 2003 on the prospectus to be published when offered to the public in transferable securities or the admission of securities to trading , and amending Directive 2001/34/EC, or which are considered as institutional or professional investors according to the practices of financial markets.
The King may extend the notion of institutional investors or professionals, for the purposes of this Act by distinguishing, where appropriate, depending on the type or category of mutual funds: 1 ° to individuals residing on Belgian territory who have expressly asked the FSMA to be considered as institutional or professional investors and which meet at least two of the following three criteria : (a) they were purchased on the market of securities operations of significant size at the rate of at least ten per quarter over the previous four quarters, (b) the value of their portfolio of securities within the meaning of article 5 of the law of 16 June 2006, exceeds EUR 500 000, (c) they work or have worked in the financial sector for at least one year in a professional position requiring a knowledge of the investment securities within the meaning of article 5 of the law of 16 June 2006;
2 ° to all or part of the legal entities having their registered office on the Belgian territory who expressly asked the FSMA to be considered as institutional or professional investors and who meet at least two of the three criteria referred to in paragraph 1, 7 °, of this paragraph.
The FSMA provides a register of the persons concerned. The King determines the procedure of registration in this register and the terms of access to this register for third parties.
§ 4. For the purposes of article 3, 4 °, the King may define: 1 ° there are to be understood by investors.
2 ° the terms and the conditions allowing investors deprived of yield securities issued by the private mutual fund.
BOOK 2. -Undertakings for collective investment under Belgian law title 1. -Provisions common to all of the undertakings for collective investment under Belgian law art. 6. undertakings for collective investment under Belgian law fall within one of the following three categories: 1 ° the mutual funds to variable number of shares or the investment companies with variable capital;
2 ° the mutual funds to fixed number of shares or the investment companies with fixed capital.
3 ° the mutual funds in receivables or investment in debt claims (called "SIC") companies.
S. 7. a collective investment undertaking is required to opt for the investment funds it collects, in one of the following categories of permitted investments: 1 ° investments meets the conditions laid down by Directive 2009/65/EC;
2 ° financial instruments and cash;
3 ° raw materials, options and futures on raw materials;
4 ° options and futures on securities, currencies and contracts on stock market indices;
5 ° goods real estate;
6 capital ° at high risk;
7 ° claims held by others and transferred to the undertaking for collective investment under an assignment agreement in the terms and conditions laid down by the King.
8 ° financial instruments issued by non-listed companies;
9 ° other investments authorized by the King.
The King, by order made on the advice of the FSMA, defines the categories of authorized investments referred to in paragraph 1.
S.
8 § 1. The net proceeds of the common fund or of the investment company are determined and distributed or capitalized in accordance with the management regulations or statutes.

§ 2. The rights assigned to each part are equal; It cannot be created by the different categories of shares, unless: 1 ° the management regulations or statutes provide for the creation of two types of shares, the net proceeds being distributed for a type and capitalised for each other;
2 ° the articles of incorporation of a Société d'investissement à capital variable shall provide, in accordance with the criteria and conditions laid down by the King by order taken on the advice of the FSMA, the creation of classes of shares denominated in different currencies which support various or different commissions charges, or that differ on the basis of other criteria determined by the King, excluding any differentiation in terms of participation in the results of the portfolio of the investment company or the compartment;
the decision of the Board of Directors to create a new class of shares pursuant to a statutory provision, amends statutes, without having a general meeting must be convened to do this;
3 ° the management regulations of a mutual fund to variable number of shares includes, in accordance with the criteria and conditions laid down by the King by order made on the advice of the FSMA, the creation of different classes of shares denominated in different currencies which support different charges or different commissions, or that are differentiated on the basis of other criteria determined by the King excluding any differentiation in terms of participation in the results of the portfolio of the common fund or of the compartment; the decision of the management company to create a new class of shares, in accordance with a provision of the rules of management, modifies it, without having a general meeting must be convened to do this;
4 ° the articles of incorporation of a Société d'investissement à capital variable or a receivables investment company or the management regulations of a mutual fund to variable number of shares provide for the possibility to create different categories of shares in accordance with articles 12, 17, 25 28;
5 ° the articles of incorporation of a Société d'investissement à capital create different classes of shares;
6 ° the management regulations of a mutual fund in debt or articles of incorporation of a Société d'Investissement en claims create different classes of shares. The management regulations or the articles of Association determine the terms of distribution, between the various categories of shares, of the sums paid by the debtors of the claims comprising the portfolio of receivables.
The management regulations or the articles of association may provide for priority shares.
§ 3. The statutes of a receivables investment company or the management regulations of a mutual fund in debt instruments stipulate that the profit of the company or Fund is distributed or reserved for later distribution or to cover risks of non-payment of debts.
S. 9. any collective investment undertaking is managed or administered according to the principle of distribution of risks and to ensure management autonomous and in the interest exclusive holders of securities issued by the mutual fund.
TITLE 2. -Undertakings for collective investment public Chapter 1. -Provisions General Section 1. -Undertakings for collective investment to variable number of public shares art. 10. the undertakings for collective investment to variable number of public shares were for exclusive object the collective investment in one of the categories of authorized investments referred to in article 7, paragraph 1, 1 °, 2 °, 3 °, 4 ° and 9 °, for which there is a market.

in accordance with the provisions of this Act, of the orders and regulations for its execution and their management regulations or statutes.
Undertakings for collective investment to variable number of public shares cannot proceed with the placement of the financial resources they collect in a given category of authorized investments unless it has been defined by the King in accordance with article 7, paragraph 2. Such placement shall be carried out with the terms thus defined.
S.
11 § 1. The rights of the participants in a mutual fund are represented by (a) nominal, (b) dematerialised shares, or (c) to the extent permitted by applicable law, to the bearer.
Compliance with the provisions of this part and of the orders and regulations for its execution, for a mutual fund is the responsibility of the collective investment management company.
§ 2. A mutual fund is considered as a Belgian is registered on the list referred to in article 33.
§
3. Any mutual fund to variable number of shares shall be designated by a particular designation;
It must include the words "mutual fund to variable number of shares public under Belgian law" or fund open public under Belgian law, or be immediately followed by these words. If the category of investments permitted for which he has opted under article 7, paragraph 1, is not clear from the name, this category should always immediately follow its name.
§ 4. Participants of a mutual fund are liable for the debts of the Fund only to the extent of the net assets of the Fund and in proportion to their participation.
The creditors of the company's management of funds and participants have no remedy on the assets of the Fund, fulfilling that debts, commitments and obligations which, pursuant to the object described in the management regulations, will be made of the assets of funds.
The collective investment management company represents the mutual fund and its participants to the third party and may, in the cases and conditions stipulated in the management regulations, represent the participants in justice without revealing the identity of the participants.

§ 5. Any contribution is made in cash. This provision applies not if the assets of a mutual fund registered in the list referred to in article 33 or if the basket of securities comprising an index, where the mutual fund rules provide that the investment of the latter policy is designed to reproduce a specific securities index.

§ 6. In case of dissolution, liquidation, merger or any other restructuring of a mutual fund investment, the provisions of book IV, title IX, or book XI of the Code of corporations, insofar as they apply to the investment companies with variable capital, are, with the exception of article 195bis of the Code of corporations, applicable by analogy.
S. 12 § 1.
The management regulations of the mutual fund to variable number of parts which opted for the categories of authorized investments referred to in article 7, paragraph 1, 1 ° or 2 °, may empower the collective investment management company to create different classes of shares corresponding to a separate part, or compartment, heritage. In this case, the creation of each compartment gave rise to a public offering of the class of shares of the said part of the heritage.
The compartments should not be mentioned individually in the management regulations. If the compartments are mentioned individually in the management regulations, the decision of the collective investment management company to create a new category of shares changes, without a general meeting must be convened to do this.

§ 2. In the respect of equality of the participants, the management regulations the mode of allocation of costs for all the mutual fund and investment by compartment, as well as the mode of exercise of the right to vote, approval of the annual accounts and granting discharge to the Board of Directors of the management company of undertakings for collective investment by the General Assembly.
§
3. In case of dissolution, liquidation, merger or any other restructuring of compartments of a mutual fund investment, the provisions of book IV, title IX, or book XI of the Code of corporations, insofar as they apply to the investment companies with variable capital, are, with the exception of article 195bis of the Code of corporations, applicable by analogy.
Each compartment of a mutual fund is being wound up separately, without giving rise to the liquidation of another compartment.
Only the liquidation of the last compartment results in the liquidation of the mutual fund.

§ 4. By derogation from articles 7 and 8 of the mortgages of December 16, 1851 Act, article 11, § 4, paragraphs 1 and 2, the rights of participants and creditors relating to a compartment or born on the occasion of the constitution, the operation or the liquidation of a compartment are limited to the assets of that compartment.
In the case of creation of different compartments in the heritage, any commitment or any operation is with respect to the consideration charged for unequivocally to one or more compartments. Administrators of the collective investment management company are jointly and severally liable, either to the participants in the Fund, or towards third parties for all damages resulting from breaches of the provisions of this paragraph.
By derogation from articles 7 and 8 of the mortgages of December 16, 1851 Act, article 11, § 4, paragraphs 1 and 2, the assets of a sub-fund are exclusively from participants relating to that compartment and rights of creditors whose debt is born on the occasion of the constitution, the operation or the liquidation of that compartment.
S.
13. the management regulations includes provisions defining the purpose of the mutual fund, management or administration special rules which apply and the rights and obligations of the management company of undertakings for collective investment, the depositary and the participants.
The management regulations may be amended by a decision of the general meeting of participants.
The management regulations determines the cases and conditions in which the collective investment management company is empowered to exercise the voting rights attached to the financial instruments included in the mutual fund.
S. 14 § 1. It must be held, every year, at least a General Assembly of participants of a mutual fund at the place, day and time specified in the regulation of management. The General Assembly heard the report of management and the Auditors report on the annual accounts and discusses the annual accounts of the mutual fund. General Assembly to decide on the approval of the annual accounts, including the assignment of the result of the mutual fund.
§ 2. The collective Board of Directors of the investment management company and the Commissioner of the mutual fund may convene a general meeting of the participants in a mutual fund, where appropriate by compartment.
They are required to convene this General Assembly, if necessary through compartment 1 ° when participants representing one-fifth of the amount of the outstanding units of the mutual fund, which establish that they hold them for three months, requested to make a decision regarding the replacement of the collective investment management company;
2 ° for any decision to amend the regulation of management or change in the category of authorized investments, any decision of dissolution, liquidation, merger, split or operation assimilated to a merger or scission, or any decision of contribution or transfer of universality or branch of activity;
3 ° each time that regulation of the mutual fund management provides a convening of the General Assembly of participants;
4 ° in order to proceed with the appointment of an auditor for the purposes of performing the duties of Commissioner of the mutual fund in accordance with article 101.

§ 3. The management regulations determines the mode of convocation, deliberation and decision by the General Assembly of participants, in compliance with the provisions of the Code of corporations insofar as these are declared, by or under this Act, applicable by analogy to the mutual funds or their compartments, as well as the mode of provision of participants in the mutual fund's annual report the report of Auditors with the annual accounts.
In the event that the management of the common investment fund regulations, in accordance with article 8 § 2, 3 °, the creation of different classes of shares, article 560 of the Code of corporations is applicable.
S.
15. a Société d'investissement à capital variable, referred to as the «sicav», is incorporated in the form of a Société anonyme.
Its capital varies, without amendment of the articles, due to the issue of new shares or the repurchase of its shares.
A sicav may engage in other activities that

that laid down in article 3, 1 ° and 2 °, a), or hold other assets than those needed for the achievement of its statutory purpose.
S. 16 § 1. The sicav is subject to the Code of corporations, save as otherwise provided by or by virtue of this title or of the companies Code.

§ 2. Notwithstanding article 78 of the Code of corporations, the name of the sicav and all documents emanating from it, must contain the words "public variable capital investment company under Belgian law" or "public sicav under Belgian law", or its name is immediately followed by these words. If the category of investments permitted for which it opted in accordance with article 7, paragraph 1, is not clear from the name, this category should always immediately follow its name.
§ 3. The capital is always equal to the value of the net assets. It cannot be less than 1 200 000 euros.

§ 4. Any contribution is made in cash. This provision applies not if the assets of a mutual fund registered in the list referred to in article 33 or if the basket of securities comprising an index, when the mutual fund statutes provide that the investment of the latter policy is designed to reproduce a specific securities index.

§ 5. The shares must be fully paid up as soon as the subscription; they are without their par value.
It can be created from non-representative share capital.

§ 6. Articles 78, 79, paragraph 1, 96, 4 °, 5 ° and 6 °, 141, 184, § 1, paragraphs 2 and 5, and § 2, 189bis, 190, § 1, paragraphs 3 and 4, 195bis, paragraph 1, 3 °, 196, paragraph 1, 5 °, 439-442, 445-448, 453, paragraph 1, 1 °, 458, 460, paragraph 1, 463, paragraph 3, 465, paragraph 3, 466, paragraph 4, 476, 477, 479 , 483, 484, 505, 506, 508, 509, 533, § 2, 533bis, 533ter, 536, § 2, 542, 546, paragraph 2, 547bis, 557, 558, paragraphs 2 and 3, 560, 581, 582-590, 592-600, 603 to 607, 612 to 617, 618, paragraphs 6 and 7, 619-628, 633, 634, 699, § 1, 1 °, 712, § 1, 1 °, 722, § 1, 1 °, 736, § 1, 1 °, 751, § 1 , 1 and 781, § 1, 1 ° of the companies Code are not applicable, without prejudice to the other exceptions to the company Code provided by or under this title or the Code of corporations.
The general meeting may deliberate and take decisions on amendments to the articles of incorporation if the purpose of the proposed amendments was specially mentioned in the convening notice.
Without prejudice to article 10, paragraph 1, article 559 of the Corporations Code shall apply.
By way of derogation from paragraph 1, article 560 of the Code of corporations shall apply in the case referred to in article 8, § 2, 2 °.
S.
17 § 1. The statutes of the sicav which opted for the categories of authorized investments referred to in article 7, paragraph 1, 1 ° or 2 °, may authorize the Board of Directors to create different classes of shares corresponding to a separate part, or compartment, heritage. In this case, the creation of each compartment gave rise to a public offering of the class of shares of the said part of the heritage.
The compartments should not be mentioned individually in the statutes. Where the compartments are mentioned individually in the statutes, the decision of the Board of Directors to create a new category of shares changes, without a general meeting must be convened to do this.

§ 2. In the respect of equality of the participants, the statutes provide the mode of allocation of costs for the company and investment by compartment, as well as the mode of exercise of the right to vote, approval of the annual accounts and granting discharge to the directors and Auditors by the General Assembly.
§ 3. In case of dissolution, liquidation, merger or any other restructuring of compartments of a sicav, the provisions of book IV, title IX, book XI of the Code of corporations or, insofar as they apply to the sicav, are, with the exception of article 195bis of the Code of corporations, applicable by analogy.
Each compartment of a sicav is separately liquidated without giving rise to the liquidation of another compartment. Only the liquidation of the last compartment results in the liquidation of the sicav.
§ 4. Rights of participants and creditors relating to a compartment or born on the occasion of the constitution, the operation or the liquidation of a compartment are limited to the assets of that compartment.
In the case of creation of different compartments in the heritage, any commitment or any operation is with respect to the consideration charged for unequivocally to one or more compartments. The directors are jointly and severally liable, either towards the investment company, or towards third parties for all damages resulting from breaches of the provisions of this paragraph.
By way of derogation from articles 7 and 8 of the mortgage law of December 16, 1851, the assets of a sub-fund are exclusively the rights of participants relating to that compartment and the rights of creditors whose debt was born on the occasion of the constitution, the operation or the liquidation of that compartment.
The rules in matter of judicial reorganisation and bankruptcy are applied per compartment without such judicial reorganization or such bankruptcy could result in full the judicial reorganization or bankruptcy of the other compartments or the investment company. Creditors may contractually limit or waive their right to seek dissolution, liquidation or bankruptcy of the sub-funds or the investment company itself.
Section 2. -Undertakings for collective investment in fixed number of public shares art. 18. the undertakings for collective investment in fixed number of public shares were for exclusive object the collective investment in one of the categories of authorized investments referred to in article 7, paragraph 1, 2 ° to 9 °, in accordance with the provisions of this Act, of the orders and regulations for its execution and their regulation of management or their statutes.
Undertakings for collective investment to fixed number of public shares cannot proceed with the placement of the financial resources they collect in a given category of authorized investments unless it has been defined by the King in accordance with article 7, paragraph 2. Such placement shall be carried out with the terms thus defined.
S.
19 § 1. The article 11, §§ 1, 2 and 4, and articles 13 and 14 shall apply to the mutual funds to fixed number of shares.
§
2. In the cases referred to 14, § 2, paragraph 2, 1 °, 2 ° and 3 °, the General Assembly of participants may validly deliberate only if participants represent at least half the number of shares outstanding.
If this condition is not met, a new convocation is necessary and the new Assembly deliberates validly regardless of the portion of the shares outstanding represented by participants.
The two preceding paragraphs shall not apply to the deliberations and decisions referred to in article 14, § 1.
§
3. Any mutual fund with fixed number of shares is designated by a particular designation;
It includes the words 'mutual fund to fixed number of shares public under Belgian law' or 'closed public fund under Belgian law', or is followed immediately by these words. If the category of authorized investments for which he has opted under article 7, paragraph 1 is not apparent from its name, the name of this category should always immediately follow its name.
§ 4. In the event of issuance of new shares against contribution in cash, must be provided in advance to holders of previously issued shares.
§
5. In case of dissolution, liquidation or restructuring of a mutual fund to fixed number of shares, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
S. 20. an investment company with fixed capital, (referred to as "investment"), is incorporated in the form of a limited liability company or a limited partnership.
A property investment fund may engage in other activities that laid down in article 3, 1 ° and 2 °,) or hold other assets than those needed for the achievement of its statutory purpose.
S. 21 § 1.
The investment fund is subject to the Code of corporations insofar as it is not waived by this title or under it.
§ 2. By derogation from article 78 of the Code of corporations, the name of the investment fund and all the documents emanating in contain the words "public fixed capital investment company under Belgian law" or "public investment fund under Belgian law", or its name is immediately followed by these words. If the category of investments permitted for which it has opted in accordance with article 7, paragraph 1, is not apparent from its name, this category should always immediately follow its name.
§
3. Social capital cannot be less than 1 200 000 euros. It must be fully paid. For the purposes of article 634 of the Code of corporations, the minimum capital means the amount set by this paragraph.
§ 4. Sections 111, 439, 440, 448, 477 and 616 of the Code of corporations are not application.
Without prejudice to article 18, paragraph 1, article 559 of the Corporations Code shall apply.
§ 5. The context

an obligation to give priority to existing participants in the allocation of the new titles, the King may, by order taken on advice of the FSMA, provide for derogations from the minimum duration of the subscription period laid down in article 599 of the Code of corporations.
Section 3. -Undertakings for collective investment in receivables public art. 22. public undertakings for collective investment in receivables shall carry out the placement of the financial resources they collect in the category of authorized investments referred to in article 7, paragraph 1, 7 °, in accordance with and to the extent permitted by the provisions of this Act, of the orders and regulations for its execution and their regulation of management or their statutes.
S. 23. under the agreed terms, the Organization of collective investment in receivables can load the initial assignor of claims for the recovery of claims and execution of other tasks related to the conservation and the achievement of ancillary rights to receivables.
This does not prejudice the delegation, by the initial assignor of the receivables, tasks referred to in this paragraph to an entity specialized in this type of management, provided that the initial assignor of the receivables is subject to a regime of prudential supervision and that the delegation is consistent with prudential standards and rules. The initial grantors who have comparable institutional status and present a homogeneity organizationally and which formed a portfolio of receivables granted according to equivalent criteria, are considered to be the initial assignor for the purposes of this paragraph.
When a receivable is assigned by or to a body of collective investment in debt claims within the meaning of this Act, article 1328 civil code and article 26 of the law of 12 June 1991 concerning credit, consumption and section 8 of Chapter 2 title Duke of book II of the Code of commerce, and articles 18 and 20 of the agricultural loans Act of April 15, 1884 shall not apply to this transfer. The same provisions are not applicable when a claim is given or pledged by an undertaking for collective investment in debt claims within the meaning of this Act.
When receivables are transferred to or by an undertaking for collective investment in debt claims within the meaning of this Act, the assignee gets all rights under insurance contracts by the only completion of the formalities prescribed by book III, title VI, Chapter VIII of the civil Code, that the assignor has to ensure the assigned receivables. A pledge of these same rights to or by a body of collective investment in receivables is done by the completion of the formalities prescribed by the provisions of Book III, title XVII of the Code civil or title VI, book I of the Code of commerce.
S. 24 § 1.
Articles 11, §§ 1, 2 and 4, 13, paragraphs 1 and 2, 14 and 19, §§ 2 and 4, shall apply to the mutual funds in debt claims.

§ 2. Any mutual fund in debt must be designated by a particular designation;
It must include the words 'common fund for investment in debt public under Belgian law' or be immediately followed by these words.
§ 3. In case of dissolution, liquidation or restructuring of a mutual fund in debt instruments, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
S. 25 § 1.
The management regulations of a mutual fund in debt may empower the collective investment management company to create different classes of shares corresponding to a separate part, or compartment, heritage. In this case, the creation of each compartment gave rise to a public offering of the class of shares of the said part of the heritage.

§ 2. Article 12, § 1, paragraph 2, §§ 2 and 4 is applicable to the mutual fund in debt claims.
§ 3. In case of dissolution, liquidation or restructuring of a compartment of a mutual fund in debt instruments, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
Each compartment of a mutual fund in debt is liquidated separately, without giving rise to the liquidation of another compartment. Only the liquidation of the last compartment results in the liquidation of the mutual fund in debt claims.
S. 26 a SIC is incorporated in the form of a limited liability company or a limited partnership.
A SIC cannot engage in other activities as provided for in article 3, 1 ° and 2 °, b), or hold other assets than those needed for the achievement of its statutory purpose.
S. 27 § 1. The SIC is subject to the Code of corporations to the extent that it is not waived by this title or under it.
§ 2. Notwithstanding article 78 of the Code of corporations, the name of a SIC and all the documents emanating in contain the words "public debt investment company under Belgian law" or "SIC public of Belgian law or its name is immediately followed by these words.
§ 3. The articles of Association determine the amount of the fixed part of the share capital.
The amount referred to in paragraph 1 cannot be less than 61 500 euro and must be fully released.
The SIC is à capital variable for which exceeds the amount of the fixed part of the share capital. This part of the capital can be reduced without amendment of the articles, on the basis of the refund claims, as laid down by the statutes.
Where the company has issued bonds or contracted loans within the limits laid down in application of article 75, a reduction of capital cannot be operated when are bonds or borrowing repayments.
§ 4. 439, 440, 441, 448, 477 and 616 articles of the Code of corporations, as well as articles 613 and 614 of the Code of corporations with respect to the variable part of the capital, are not applicable to the SIC.
Without prejudice to article 3, 7 °, a), article 559 of the Corporations Code shall apply.
S. 28 § 1. The statutes of a SIC may authorize the Board of Directors to create different classes of shares corresponding to a separate part, or compartment, heritage.
Article 560 of the Code of corporations is not applicable.
The creation of each compartment gave rise to a public offering of the shares of the said part of the heritage and this category, without prejudice to article 3 (2), b). This paragraph is not applicable to shares which represent the minimum capital referred to in article 27, § 3, paragraph 2, provided that for each created compartment, said part of the heritage is also funded by financial resources collected partly by way of a public offering of securities.
In case the compartments are mentioned individually in the statutes, they are changed by decision of the Board of Directors to create a new class of shares, without having a general meeting must be convened to do this.
§
2. In the respect of equality of the participants, the statutes provide the mode of allocation of costs for the company and investment by compartment, as well as the mode of exercise of the right to vote, approval of the annual accounts and granting discharge to the directors and Auditors by the General Assembly.
§ 3. In case of dissolution, liquidation or restructuring of compartments, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy to compartments.
Each compartment of a SIC is paid separately, without giving rise to the liquidation of another compartment. Only the liquidation of the last compartment shall entail the liquidation of the SIC.
§ 4. Rights of participants and creditors relating to a compartment or born on the occasion of the constitution, the operation or the liquidation of a compartment are limited to the assets of that compartment.
In the case of creation of different compartments in the heritage, any commitment or any operation is with respect to the consideration charged for unequivocally to one or more compartments. The directors are jointly and severally liable, either to the participants in the Fund, or towards third parties for all damages resulting from breaches of the provisions of this paragraph.
By way of derogation from articles 7 and 8 of the mortgage law of December 16, 1851, the assets of a sub-fund are exclusively the rights of participants relating to that compartment and the rights of creditors whose debt was born on the occasion of the constitution, the operation or the liquidation of that compartment.
The rules in matter of judicial reorganisation and bankruptcy are applied per compartment without such judicial reorganization or such bankruptcy could result in full the judicial reorganization or bankruptcy of the other compartments or the investment company. Creditors may contractually limit or waive their right to seek dissolution, liquidation or bankruptcy of the sub-funds or the investment company itself.
S. 29 § 1. Articles 568-580 of the Code of corporations, are otherwise contained in the conditions of issue, applicable to holders of bonds or other debt securities issued by a collective investment in receivables.
In the event of issuance of bonds or

other titles of receivables by a pool of investment in debt claims, obligations which the issuing company or its Board of Directors under articles 568-580 above are imposed on undertakings for collective investment management company's funds.
One or more representatives of holders of debt securities belonging to the same issue or the same class of securities may be appointed, as long as the conditions of issuance contain rules relating to the Organization of general meetings of holders of debt securities concerned. These representatives can bind all holders of debt securities ranking pari passu or same category and represent them towards third parties and justice, within the limits of the tasks entrusted to them, without having to justify their power otherwise than by presentation of the Act by which they have been appointed. They can take legal action and represent holders of debt in bankruptcy, judicial reorganization, or similar procedure without having to reveal the identity of the holders of debt obligations they represent.
These representatives exercise their powers only in the interests of the holders of debt obligations they represent and are held to account to them as laid down in the conditions of issuance or the appointment decision.
Representatives of holders of debt securities are named either prior to the issuance by the issuer, or, if their appointment occurs after the issuance by the General Assembly of the relevant debt securities holders. Their powers are fixed in conditions emission or, failing that, by the General Assembly relevant debt securities holders.
The General Assembly of the relevant debt securities holders may revoke, at any time, the representatives thus designated provided that it simultaneously refers to one or more other representatives.
Unless more restrictive provision contained in the conditions of issue, the General Assembly pronounces to the simple majority of the represented titles.
Representatives of holders of debt securities must be approved by the FSMA. The King, by order made on the advice of the FSMA, defines the conditions for approval, the advertising rules relating to the appointment, powers and the revocation of the representatives, the possible limitations to the powers that may be conferred on them, and the rules relating to their independence from the transferor to the management company of collective investment and the Organization of collective investment in receivables.
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2. A collective investment in receivables can for the benefit of the holders of bonds and debt securities, referred to in article 2, 31 °, b), of the law of 2 August 2002, it issued or that she will give in pledge the receivables and other assets as the collective Agency of investments in receivables acquired or will acquire in accordance with the provisions of title VI of book I of the Commercial Code.
Except as otherwise provided in the pledge agreement, the pledge includes full debts delivered pledged revenue or funds received in payment and receivables and financial instruments in which they are invested.
Article 17, 3 °, of the law of 8 August 1997 on bankruptcy does not apply to alterations, additions or replacements in relation to the object of the pledge referred to in this paragraph provided that this pledge is established at the latest at the time of the issuance of the securities of guaranteed claims and that the changes, additions and replacements will be in accordance with the provisions of the pledge agreement or in accordance with the second subparagraph of this paragraph.
Without prejudice to other means of implementation provided for by law, the president of the tribunal de commerce ordered, at the request of all holders of guaranteed debt, pledge remain them in payment and due to competition from an estimate made by an expert.
CHAPTER 2. -Access to the activity Section 1st. -Inscription art. 30. any undertaking for collective investment subject to this title shall, before starting its activity in Belgium, to register to the FSMA. The same obligation is applicable, where appropriate, for the compartments of the collective investment undertaking.
S. 31. the registration application is accompanied by a dossier complying with conditions set by the FSMA establishes that it satisfies the conditions laid down in this title and by orders and regulations for its implementation and which includes the elements specified by the FSMA.
The FSMA may request any additional information necessary for the assessment of the registration application.
The mutual fund shall communicate immediately to the FSMA information necessary for the permanent maintenance of the registration.
S. 32. the FSMA registered collective investment undertakings and, where appropriate, the compartments which meet the conditions laid down by this title and the orders and regulations for its implementation and which are actually offered publicly. It shall decide on the application within three months of the introduction of a complete dossier for investment companies that do not make use of the possibility provided for in article 44, and within two months of the introduction of a complete dossier for collective investment undertakings that make use of this possibility.
The inclusion of the undertakings for collective investment in variable number of parts or compartments of such organizations is maintained notwithstanding any decision of the collective investment undertaking, in accordance with this Act and the orders and regulations for its execution, to put an end to the public offer of its shares or the shares of its compartments.
S.
33. the FSMA establishes annually a list of the undertakings for collective investment under Belgian law and compartments, enrolled under this title. This list is published annually on its website. Changes to the list between two annual publications, are made public at regular intervals on the website of the FSMA.
The list may include topics and subtopics.
Section 2. -Conditions of registration art. 34. a collective investment undertaking and, where appropriate, its compartments are registered on the list of undertakings for collective investment under Belgian law and cannot start their activities only if the following conditions are fulfilled: 1 ° the FSMA has accepted the choice of the management of undertakings for collective investment of the mutual fund company or registered investment company;
2 ° the FSMA has approved the management regulations or the articles of the undertaking for collective investment;
3 ° if applicable, FSMA has accepted the choice of the depositary of the collective investment undertaking.
Sub-section 1. -Acceptance of the choice of the management company of undertakings for collective investment of the mutual fund art. 35 § 1. With regard to the mutual funds that do not meet the conditions of Directive 2009/65/EC, undertakings for collective investment management company must has) approved in accordance with part III of this Act, to exercise all the functions of management referred to in article 3 of 22 °.
(b) having its registered office and its central administration in Belgium.
With regard to the mutual funds that meet the conditions of Directive 2009/65/EC, can perform the function of management company, has) management companies of undertakings for collective investment whose registered office and central administration are located in Belgium, provided that they are approved in accordance with part III of this Act in order to exercise all the functions of management referred to in article 3, 22 °;
(b) under the conditions established by this Act, management companies of undertakings for collective investment, pertaining to European law of another EEA Member State.
Respect for the provisions of this Act and the orders and regulations for its execution, applicable to the mutual fund, is up to the undertakings for collective investment management company designated pursuant to paragraph 1 or 2.
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2. The programme of activities of the management company of collective investment undertakings referred to in article 189 shall establish that management structure, the administrative, financial, technical and accounting organization and internal control thereof are appropriate for the category of authorized investments for which the mutual fund has opted.
§ 3. Management of collective investment and depository company functions can be performed by the same company.
S.
36. the replacement of the collective investment of the mutual fund management company is subject to the prior acceptance of the FSMA.
The FSMA statue within two months of the introduction of a complete dossier.
S. 37. the King may lay down the conditions of acceptance of the choice of undertakings for collective investment of the mutual fund management company according to the categories of permitted investments open to the mutual funds.
Sub-section 2. -Approval of the Société d'Investissement s. 38. the investment company must demonstrate that it is meets the provisions of this title.
Without prejudice to articles 42 and 44, § 3, its registered office and its central administration must be located in Belgium.
S.
39 § 1. The effective management of the investment company should be entrusted

at least two individuals or private companies with limited liability one-person with as permanent representative within the meaning of article 61, § 2, of the Code of corporations, the shareholder and sole Manager of the company. Individuals as well as the permanent representatives of the private one-person limited liability companies referred to in this provision must possess the required professional repute and appropriate experience to perform these functions, in accordance with article 9 and having regard to the category of authorized investments for which the investment company has opted.
§ 2. Individuals who take part in the administration or management of an investment company, without participating in its effective management, must have professional repute and expertise, as well as the adequate experience to carry out their tasks.

§ 3. The investment company shall inform in advance the FSMA by the proposal of appointment or renewal of the appointment, as well as the non-renewal of appointment or revocation of persons taking part in administration, management or the effective management of the investment company.
Proposal for appointment of a person called to take part in administration, management or the effective management of the investment company, the investment company communicates to the FSMA information and documents that will enable it to judge if that person has the professional repute and expertise necessary and adequate experience, as referred to in §§ 1 and 2.
The FSMA makes, within a reasonable time, an opinion on any proposal for appointment or renewal of an appointment. When the proposal for appointment or renewal of an appointment is a person who participates in the effective management, the appointment or renewal of the appointment may intervene if the FSMA issued a favourable opinion.
When it comes to the proposed appointment of a person who takes part for the first time in administration, management or the effective management of an undertaking controlled by the FSMA in accordance with article 45, § 1, 2 °, of the law of 2 August 2002, the FSMA previously consulted the Bank.
The Bank shall communicate its opinion to the FSMA within a period of one week from the receipt of the request for an opinion.
The investment company also informed the FSMA for the possible distribution of tasks between those who participate to the administration, management or the effective management of the company to investment, as well as important changes in this distribution of tasks.
S.
40. persons who take part in the administration, management and effective management of the investment company can be found in one of the cases referred to in article 19 of the law of 22 March 1993.
S.
41 § 1. For the exercise of management functions referred to in article 3, 22 °, the investment company must have a management structure that it is clean and that is appropriate to the activities it carries on or intends to exercise.
By appropriate management structure, it is appropriate to hear such an organizational structure consistent and transparent, providing for adequate separation of functions, and a device of allocation of responsibilities that is well-defined, transparent and consistent.
The King said, by order made on the advice of the FSMA, what is meant by appropriate management structure.
§ 2. The investment company must also have the material, human and technical means ensuring an organization administrative, accounting, financial and technical which is clean and that is appropriate to the activities that it has or intends to exercise.
It must have particular mechanisms of control and safety in the computer field appropriate to its activities.
The King said, by order made on the advice of the FSMA, what is meant by administrative, accounting, financial and technical clean and appropriate.
§ 3. The investment company must arrange adequate internal control, whose operation is evaluated at least once per year.
Internal control procedures include rules: has) concerning detention or the management of investments in financial instruments to invest its initial capital;
b) guaranteeing, as a minimum, each transaction of the investment company or, where appropriate, of its compartments, may be restored as to its origin, to the parties concerned, its nature, as well as at the time and the place where it was made;
c) ensuring that the assets of the investment company are invested in accordance with the statutes of the investment company and the legal and regulatory provisions in force.
With regard to its administrative and accounting organization, the investment company must organize a system of internal control which provides a reasonable degree of certainty about the reliability of the financial reporting process, so that, inter alia, annual accounts and semi-annual accounts, as well as the annual report and the semi-annual report, comply with the accounting rules in force.
The King said, by order made on the advice of the FSMA, what there is to be understood by adequate internal control.
§ 4. The investment company takes the necessary measures to be able to have an adequate independent internal audit function permanently.
The King said, by order made on the advice of the FSMA, what there is to be understood by adequate independent internal audit function.
The FSMA may grant derogations from the provisions of the first subparagraph, if the investment firm concerned determines that this requirement is not proportionate and appropriate account nature, scale and complexity of its activity. The FSMA may establish specific conditions on the granting of these derogations.
§ 5. The investment company takes steps to have always a function of independent compliance appropriate, aimed at ensuring compliance by the investment company, its directors, its senior managers, its employees and its agents, rules of law relating to the integrity of the activity of investment company.
The King said, by order made on the advice of the FSMA, what there is to be understood by adequate independent compliance function. It can determine the cases in which the FSMA may grant derogations from the provisions taken pursuant to this paragraph.
§ 6. The investment company must have a function of an appropriate risk management policy and adequate risk management.
The King said, by order made on the advice of the FSMA, what is meant by appropriate function properly and risk management policy risk management. It can determine the cases in which the FSMA may grant derogations from the provisions taken pursuant to this paragraph.
The investment company must employ a method of risk management, adapted to the category of authorized investments for which it has chosen, which allows us to monitor and measure at any time the risk of the positions and the contribution of these to the profile of overall risk of the portfolio, or, where applicable, the general risk of different compartments of the investment company profile.
The investment company must employ a method for accurate and independent evaluation of the value of derivatives OTC contained in its portfolio or, where appropriate, in the various compartments.
The King said, by order made on the advice of the FSMA, the procedures for the assessment of OTC derivatives.
The investment company must communicate to the FSMA, once a year and whenever it so requests, a report giving a true picture of the types of financial instruments used, the underlying risks, the quantitative limits and the methods chosen to assess the risks associated with transactions in derivative instruments. The FSMA may, by means of regulations in accordance with article 64 of the law of 2 August 2002, clarify the rules in this regard.
§
7. The investment company is developing a policy of adequate integrity, which is regularly updated.
The King said, by order made on the advice of the FSMA, what there is to be understood by adequate integrity policy.
The investment company must be structured and organized so as to restrict to a minimum the risk that conflicts of interest do not harm the interests of holders of securities of the investment company.
The King said, by order made on notice of the FSMA, rules and obligations in this respect.
The investment company is developing appropriate rules applicable to personal, direct and indirect, transactions on financial instruments by the investment company, its directors, its senior managers, its employees and its agents.
The King said, by order made on notice of the FSMA, rules and obligations in this respect. These rules and obligations are at least:-the subjects to which these rules and obligations are applicable;
-personal transactions that are deemed contrary to the law;
-the modalities according to which the persons concerned are required to notify their personal transactions in the investment company;
-the way in which investment firms must retain

registration of personal transactions.
§ 8. The organisation of the investment company must provide, at the request of any carrier titles, additional information to those made in the prospectus and the annual and semi-annual, reports relating to the quantitative limits that apply to the management risk of the company investment, on the methods used to achieve these limits and on recent developments in risks and yields of the assets that the category of authorized investments for which it has opted.
§ 9. Under the supervision of the Board of Directors, the persons responsible for the effective management of the investment company take the necessary measures to ensure compliance with the provisions of §§ 1 to 8.
Without prejudice to the provisions of the Code of corporations, the Board of Directors must control at least once a year if the investment company shall comply with the provisions of §§ 1 to 8 and paragraph 1 of this subsection, and becomes aware of the appropriate measures taken.
The persons responsible for the effective management shall report at least once annually to the governing body, to the FSMA and the approved Commissioner respecting the provisions of the paragraph 1 of this paragraph and on the appropriate measures taken.
This information is transmitted to the FSMA and the Commissioner approved in the manner determined by the FSMA.
§ 10. Authorized Commissioner address in a timely manner to the Governing Council a report on the important issues emerged in the exercise of its statutory control mission, and in particular the serious shortcomings in the financial reporting process.
S. 42 § 1. The investment company may entrust to a third party by contract of mandate or contract for the exercise, for its own account, of one or several management functions, referred to in article 3, 22 °, a), b) or c), through, inter alia, compliance with the conditions laid down below.
1 ° the decision to entrust the exercise of certain management functions to a third party must be notified in advance to the FSMA. This notification must establish that it is meets the conditions of this article.
2 ° the exercise of adequate supervision of the investment company may not be impeded.
3 ° it can be prejudiced to the obligation of the investment company to carry on business in accordance with article 9.
4 ° the exercise of the function of management referred to in article 3, 22 ° a) cannot be entrusted to a third party only with, inter alia, compliance with the conditions set out below.
(a) the exercise of that function can be awarded only to a company subject to a regime of prudential supervision. It must have an administrative, accounting, financial and technical organization appropriate to the nature of the management functions which the exercise is entrusted to him and to the category of investments permitted for which the investment company has opted. Administrators and people who actually provide the effective management must possess the required professional repute and appropriate experience to perform these functions.
(b) without prejudice to the a), as regards specifically the investment companies that have opted for the category of authorized investments referred to in article 7, paragraph 1, 1 ° or 2 °, i. the exercise of the function of management referred to in article 3, 22 ° has) can be awarded only to a company authorized to provide investment services referred to in article 46 1 °, 4 of the law of 6 April 1995 or a collective investment management company;
II. the criteria for distribution of investments, fixed periodically by the investment company must be respected.
c) the exercise of management functions referred to in article 3, 22 ° a) cannot be given or provided by the depositary of an investment company, nor by any other undertaking whose interests may conflict with those of the investment company or those of holders of securities.
((d) without prejudice to point c) above, the King determines, by order made on the advice of the FSMA, the conditions under which investment companies that have opted for a category of investments permitted other than those referred to in article 7, paragraph 1, 1 ° or 2 °, may entrust to a third party the exercise of the function of management referred to in article 3 (, 22 °, a).
5 ° the exercise of the function of management referred to in article 3, 22 °, b) cannot be entrusted to a third party only with, inter alia, compliance with the conditions set out below.
(a) the exercise of that function can be awarded only to a company subject to a regime of prudential supervision.
It must have an administrative, accounting, financial and technical organization appropriate to the nature of the management functions which the exercise is entrusted to him and to the category of investments permitted for which the investment company has opted. Administrators and people who actually provide the effective management must possess the required professional repute and appropriate experience to perform these functions.
(b) the exercise of that function can be awarded only to a company established in Belgium.
The first paragraph is not applicable to the missions and tasks referred to in article 23, paragraph 1, on condition that this delegation of management functions has been approved beforehand by the FSMA.
(c) with regard to collective investment organizations meet the requirements of the Directive 2009/65/EC, the exercise of that function can however be entrusted to a collective investment management company which is part of the European law of another EEA Member State, under the conditions established by this Act.
(d) by way of derogation from point a) above and without prejudice to the application of point b) above, the investment companies with fixed capital can entrust the exercise of the function of management referred to in article 3, 22 °, b), i) to an auditor approved, a chartered accountant or an accountant.
It shall carry out its activity in society and have an administrative, accounting, financial and technical organization appropriate to the nature of the functions the exercise of which is entrusted to him and to the category of authorized investments for which the investment company has opted. Administrators and people who actually provide the effective management must possess the required professional repute and appropriate experience to perform these functions.
The third party to whom the function of management referred to in article 3, 22 °, b), i) is entrusted must submit sufficient independence of the Commissioner. The provisions of articles 183bis to 183sexies of the royal decree of 30 January 2001 implementing the companies Code it shall apply mutatis mutandis.
(e) the exercise of the functions of management referred to in article 3, 22 °, b i), iii), iv) and ix) cannot be given or provided by the depositary of an investment company, nor by any other undertaking whose interests may conflict with those of the investment company or those of holders of securities.
6 ° where the exercise of the functions of management is entrusted to a company governed by the law of a non-Member State of the European economic area, this company must be submitted in its original state to supervision equivalent to that referred to the item 4 °, has) and is carried out in a way permanent by a public authority. Cooperation between the supervisory authorities concerned must be ensured through collaborations.
7 ° the measures are put in place that allow the investment company leaders to control effectively at any time the activity of the company with which the contract of mandate or the contract is concluded.
8 ° the investment company leaders must be able to give at any time further instructions to the undertaking to which functions are entrusted and to end the contract of mandate or the contract effective immediately when it is in the interests of holders of securities.
9 ° of the measures are put in place which, when it is terminated the contract of mandate or contract for any reason whatsoever, to ensure the continuity of management functions covered by this contract.
10 ° the prospectus of the investment company, referred to in article 57, paragraph 1, should indicate the management functions which the investment company has entrusted to a third party.
§ 2. The investment company may utilize to the § 1 in a measure such as the presence of the material means, human and technical required by article 41 are insufficient to ensure respect of article 41.
§ 3. When a third person who was entrusted with the exercise of certain management functions in accordance with the § 1 uses itself an entity, third for ensuring the exercise of management functions that it has been awarded, the §§ 1 and 4 are applicable.
For investment companies that have opted for the category of authorized investments referred to in article 7, paragraph 1, 5 ° or 7 °, the King determines, by order made on the advice of the FSMA, the conditions under which the delegation by the third party referred to in paragraph 1 of hardware-related tasks management functions referred to in article 3, 22 °, b) may derogate from paragraph 1.
§ 4. The fact that the investment company has entrusted to a third party the exercise of certain management functions referred to in article 3, 22 ° is irrelevant on its responsibility or of the depositary.

S. 43. If there are close links between the society of investment and other natural or legal persons, these links can hinder the exercise of adequate supervision of the investment company.
If the investment company has close links with a physical or legal person under European law from a non-EEA State, laws, regulations and administrative provisions applicable to that person or their implementation may not hinder the exercise of adequate supervision of the investment company.
S. 44 § 1. When the investment company does not, in accordance with article 41, a management structure that is clean and that is appropriate to the activity that it intends to carry out, or material, human and technical resources providing administrative, accounting, financial and technical organization and internal control him are clean and which are appropriate to the activity that it intends to conduct It must designate a management company of undertakings for collective investment for the purpose of exercising overall all management functions referred to in article 3, 22 °.
In this case, articles 41 and 42 shall not apply.
Management of collective investment and depository company functions can be performed by the same company.
Compliance with the provisions of this Act and the orders and regulations for its execution, applicable to the investment company is the responsibility of the collective investment management company designated in accordance with paragraph 1.
§ 2. With regard to investment firms which do not meet the conditions of Directive 2009/65/EC, cannot be designated in application of § 1 management of undertakings for collective investment companies, has) which are approved in accordance with part III of this Act, to exercise the functions of management referred to in article 3, all 22 °; and (b)) whose registered office and central administration are located in Belgium.
The programme of activities of the management company of collective investment undertakings referred to in article 189 shall establish that the management structure as well as the administrative, accounting and technical organisation of it are suitable for the category of authorized investments for which the investment company has opted.
The King may lay down the conditions of acceptance of the choice of undertakings for collective investment management company designated in accordance with the § 1 according to the categories of permitted investments open to investment companies.
§ 3. With regard to investment companies which meet the conditions of Directive 2009/65/EC, may be designated in application of § 1 management of undertakings for collective investment companies falling under European law of another EEA Member State, under the conditions established by this Act.
S. 45. the choice of the collective investment management company must be accepted by the FSMA and the replacement of the designated undertakings for collective investment management company is subject to the prior acceptance of the FSMA.
The FSMA statue within two months of the introduction of a complete dossier.
Sub-section 3. -Approval of the rules of management and the statutes art. 46. the King, by order made on the advice of the FSMA, determines the minimum content of the rules of management and the statutes.
S. 47. the FSMA verifies the conformity of the management regulations or statutes of the collective investment undertaking with the provisions of this title and of the orders and regulations for its execution.
Any amendment of the regulations to management or the statutes is subject to the prior approval of the FSMA.
The FSMA statue within two months of the introduction of a complete dossier.
S. 48. the management of a mutual fund regulations shall be deposited with the FSMA, and in case of modification, in a coordinated version.
Any person may inspect the regulations deposited in the FSMA.
S. 49. the management regulations or statutes are annexed to the prospectus referred to in article 57, paragraph 1 and form an integral part.
The mutual fund shall ensure that the management regulations or the articles annexed to the prospectus referred to in article 57, paragraph 1, is at any time up to date and complies with the text filed at the registry of the commercial court or the FSMA as appropriate.
Prospectus and reports referred to, respectively, in articles 57, paragraph 1 and 88 § 1, paragraph 1, marked as the official text of the management regulations or statutes is deposited at the registry of the commercial court or the FSMA as appropriate. In case of dispute, only the text filed at the registry of the commercial court, as the case may be, or the FSMA is authentic.
Subsection 4. -Acceptance of the choice of the depositary s.
50 § 1. The King, by order made on the advice of the FSMA, determines the cases in which an undertaking for collective investment must have a custodian, as well as the missions thereof and the conditions that it must meet with regard to the category of authorized investments for which the collective investment undertaking has opted.
§ 2. Without prejudice to paragraph 1, may only intervene as depositary for undertakings for collective investment to number variable or fixed share, the following institutions and companies: 1 ° the credit institutions referred to in title II of the law of 22 March 1993 and branches of credit institutions governed by the law of another EEA Member State European referred to in title III of the Act;
2 ° the National Bank of Belgium;
3 ° stockbroking companies and investment firms, established in Belgium, which are subject to the law of 6 April 1995.
Without prejudice to paragraph 1, with regard to the undertakings for collective investment in receivables, may intervene as depositary physical or legal persons designated individually or by category by the King, by order made on the advice of the FSMA.
S. 51. the FSMA accept the choice of the depositary when it is demonstrated that administrative, financial and technical custodian allows it, with regard to the category of investments authorized by the collective investment undertaking, the activity of depositary, as well as proof that people who represent the depositary and which in fact manage the activity of depositary have the required professional repute and appropriate experience with regard to the category of investments allowed the Organization of collective investment. Article 40 is applicable to persons above.
The FSMA may revoke its acceptance.
Any replacement custodian is subject to the prior acceptance of the FSMA. It shall notify its agreement or refusal of the replacement within fifteen days of receipt of a complete dossier.
The FSMA statue within two months of the introduction of a complete dossier.
S. 52 § 1. The custodian and the management company of undertakings for collective investment, in the exercise of their respective functions, act independently and solely in the interest of the participants.
§ 2. The depositary may not exercise functions of effective management within the investment company of which he is the depositary nor within the collective investment management company designated by the undertaking for collective investment which it is depositary.
The appointees, the Board of Directors of the company investment or the designated undertakings for collective investment management company, on presentation of the company that assumes the functions of depositary of this company of investment or the mutual fund nominates this collective investment management company, cannot exercise functions of effective management within the said investment company or within the said collective investment management company.
§ 3. The King, by order made on the advice of the FSMA, determines the rules to be respected by the depositary to avoid that it is in a conflict of interests with holders of securities of the mutual fund.
S. 53 § 1. If a feeder does not have the same custodian than his master, the two depositaries enter into an agreement for exchanging information in order to ensure the successful completion of their respective obligations.
The King, by order made on the advice of the FSMA, determines the content and the terms of the agreement referred to in paragraph 1.
§ 2. When they conform to the requirements set out in this section and in the provisions taken for execution, or the depositary of the master or one of the feeder are regarded as infringing a any rule restricting the disclosure of information, or in connection with the protection of data, such as article 458 of the penal Code or the law of 8 December 1992 relative to the protection of privacy with regard to the processing of personal data , or any contractual provision restricting the disclosure of information or in connection with the protection of data. The fact comply with those requirements does, for the custodian or any person acting on behalf, no liability of any kind.
S. 54. in the event that the undertakings for collective investment management company is established in a European economic area Member State other that Belgium, the depositary concludes an agreement written with the collective investment management company,

relating to the provision of the information necessary to enable the custodian to comply with its obligations under the Act and the orders and regulations for its execution.
The King, by order made on the advice of the FSMA, may specify obligations applicable to the depository of an undertaking for collective investment managed by a collective investment management company established in one State other than the Belgium European economic area Member, including the elements that should be included in the convention to conclude between the custodian and the management of undertakings for collective investment company.
S. 55. the management regulations, the articles or agreements between the investment company or the management of collective investment company and the custodian may not reduce, limit or exclude the liability of the latter.
The depositary's liability is not affected by the fact that he entrusts to a third party all or some of the assets he has custody.
Section 3. -Prospectus and information key investor concerning the public offer of units of collective investment undertakings to variable number of shares, other documents related to the public offering of securities of investment funds and intermediation in public offerings of securities of collective investment undertakings sub-section 1. -Prospectus and information key investor concerning the public offer of units of collective investment in variable number of units and other documentation related to the public offering of securities of undertakings for collective investment art. 56. this sub-section rule: 1 ° the prospectus and the key information for the investor concerning the public offer of units in undertakings for collective investment to variable number of shares;
2 ° notices, advertisements and other documents that relate to a public offering of securities of an undertaking for collective investment, that advertise such an offer or recommend it.
S. 57. a public offer of units of a collective investment to variable number of shares cannot be performed unless a prospectus and a key investor information document have been made public.
In the case of public offer of securities of an undertaking for collective investment, other than that referred to in paragraph 1, a prospectus is made public in the cases and in the manner prescribed by the law of 16 June 2006.
S. 58 § 1. The prospectus contains information that is necessary to allow the public full informed judgment on placement is proposed and, inter alia, on the risks inherent in this placement and rights attached to the shares.
It has a clear and easy to understand description of the risk profile of the undertaking for collective investment, regardless of the instruments in which it invests.
The prospectus explains to what extent are taken into account the social, ethical and environmental aspects in the implementation of the investment policy.
§ 2. The information contained in the prospectus must be kept up to date, inter alia, by any new fact that might influence the judgment of the public.
S.
59 § 1. The key investor information include the appropriate information on the essential characteristics of the concerned mutual fund, to be provided to investors so that they can reasonably understand the nature and risks of the product investment offered to them and, consequently, take investment decisions in full knowledge of the facts.
§ 2. The key investor information are written concisely and in a non-technical language. They are established in a common format, allowing comparisons, and are presented in such a way that they can be understood by retail investors.
The key investor information are correct, clear, non-misleading, consistent with the relevant parts of the prospectus.

§ 3. The essential elements of the key investor information are kept up-to-date.
S.
60 § 1. The prospectus, key information for the investor and their updates can be made public after having been approved by the FSMA.
By way of derogation from paragraph 1, the King indicates, according to their object, the information contained in the prospectus and the key investor information which, when they are the subject of an update in accordance with article 58, § 2 and article 59, § 3, can be made public without prior approval of the FSMA. Notwithstanding this paragraph, any update must be communicated to the FSMA prior to its publication, in the form of a version of the prospectus incorporating the relevant update.
§ 2. The prospectus for a mutual fund that has designated a management company undertakings for collective investment governed by the law of another State in accordance with article 44 and its possible updates, should be sent, on request, to the competent authorities of the Member State of origin of this collective investment management company.
§ 3. Notices, advertisements and other documents that relate to a public offering of securities of a mutual fund, who announce such an offer or recommend it cannot be made public, regardless of their mode of publication, after having been approved by the FSMA.
The FSMA can determine the modalities and procedures under which approval of the documents referred to in paragraph 1 may be carried out. The FSMA takes into account for this purpose of the nature and content of these documents, adopting as criteria the character standardized and recurring documents, the media used and the investment policy of the undertaking for collective investment.
S. 61 is forbidden any communication carried out on Belgian territory, to the attention of over 100 natural or legal persons other than institutional or professional investors, to provide information or advice or to generate requests for information or advice relating to units of collective investment undertakings to variable number of created or not yet created shares which are or will be the object of an offer for sale or subscription as this communication comes from a mutual fund, of a person who is able to sell the securities concerned or is made on their behalf, except if: 1 ° the offer falls into one of the categories referred to in article 5, § 1, paragraph 1, 4 ° or 6 °, or;
2 ° a public offer prospectus and the key investor information were duly approved by the FSMA.
Is presumed to act on behalf of the mutual fund or the person who is able to assign titles, any person who receives directly or indirectly, remuneration or benefit of the mutual fund or the person who is able to sell the securities.
S. 62. the prospectus and its updates contain the indication that they are published after having been approved by the FSMA in accordance with article 60, § 1, and that this approval has no appreciation of the desirability and quality offer, nor the situation of one who realizes the.
Unless referred to in paragraph 1 and the particulars provided for by regulation 583/2010, no mention of the intervention of the FSMA may only be made in the prospectus, the key information for the investor or their updates, or notices, advertisements or other documents that relate to the offer or announce it or recommend it.
S. 63 § 1. Key investor information shall pre-contractual information.
Notwithstanding the first paragraph, no person will not incur liability solely on the basis of key information for the investor, including the translations thereof, unless such information is misleading, inaccurate or inconsistent with the relevant parts of the prospectus. Key investor information shall contain a clear warning in this regard.
§ 2. Notwithstanding any contrary provision unfavorable to investors and without prejudice to the application of § 1, the persons designated in accordance with § 3, paragraph 1, are held jointly and severally liable towards stakeholders, the repair of the damage caused by the absence or the character misleading or inaccurate information in the prospectus, key information for the investor or their updates.
The injury suffered by the investor is presumed to result, unless proved otherwise, the absence or the character misleading or inaccurate information in the prospectus, the key information for the investor or their updates, when this lack or misleading or incorrect character was likely to create a positive feeling in the market or to positively impact the price of subscription or acquisition of the shares.
§ 3. Without prejudice to the provisions of § 1, the prospectus shows clearly who is responsible for the entirety of the prospectus and the key investor information and their updates. The people responsible are identified by their name and function, or, in the case of legal persons, by their name and registered office.
Only the offeror, the mutual fund and the designated undertakings for collective investment management company, or their bodies can take responsibility for the completeness of the prospectus and its updates.

The prospectus includes a declaration by the persons responsible for certifying that, to their knowledge, the prospectus and the key investor information data conform to the reality and contains no omission likely to affect its import.
Without prejudice to paragraphs 1 and 2, the prospectus may indicate the persons responsible for a part of the prospectus and its updates.
§ 4. Notwithstanding any otherwise unfavorable to investors, the offeror, the undertaking for collective investment, the management of investment funds designated company or intermediaries designated by them are required to repair the harm that is caused by any document referred to in article 60, § 3, and is published at their initiative, which is misleading, inaccurate or contradictory to the prospectus to key information for the investor or their updates and add-ins, as well as damage caused by non-compliance of these documents with the provisions prescribed by or under section 64.
The injury suffered by the investor is presumed to result, unless proved otherwise, misleading, inaccurate or inconsistent over the prospectus character, to key information for the investor or their updates and supplements, of information contained in a document referred to in article 60, § 3, or non-compliance of such a document with the provisions prescribed by or under section 64 When this character misleading, inaccurate or inconsistent or non-compliance was likely to create a positive feeling in the market or to positively influence the price of subscription or acquisition of the securities.
S. 64 § 1. Without prejudice to paragraph 2, the King may, by order made on the advice of the FSMA, having regard to the mode of publication of the documents referred herein: 1 ° determine, according to the type of offer and the object thereof, the minimum content and format of the prospectus and its updates, as well as the minimum content and format , notices, advertisements and other documents that relate to a public offering of securities of investment funds or announce it or recommend it.
2 ° without prejudice to Regulation 583/2010, determine, according to the type of offer and the object thereof, the minimum content and the mode of presentation of the key investor information;
3 ° determine, depending on the type of offer and the object thereof, delays and modes of publication of the prospectus, key information for the investor and their updates days, as well as delays and modes of publication of notices, advertisements and other documents that relate to a public offering of securities of investment funds or announce it or recommend it;
4 ° to determine under what conditions it can be answered with a public offer of units of collective investment undertakings to variable number of shares based on the prospectus and the key investor information;
5 ° determining under what conditions the prospectus, the key information for the investor and their updates day and notices, advertisements and other documents that relate to a public offering of securities of investment funds or announce it or recommend it can be made public by posting on the web site of the collective investment undertaking of the designated undertakings for collective investment management company (, by the body referred to in article 85, § 2 or the third party referred to in article 42 § 1, who have been entrusted with the exercise of the function of management referred to in article 3, 22 ° c).
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2. Notices, advertisements and other documents that relate to a public offering of securities of undertakings for collective investment, who announce such an offer or recommend it must fulfil the following conditions: 1 ° they indicate that a prospectus and a key investor information document were, are or will be published and indicate where investors can get them;
2 ° the information they contain can be misleading or inaccurate;
3 ° the information they contain are consistent with the information contained in the prospectus and the key investor and their updates and supplements information if these documents have already been published or to be included if they are subsequently published.
Communications advertisements must be clearly recognizable as such.
S. 65 § 1.
Anyone who intends to publicly offer shares in a mutual fund to variable number of shares shall notify in advance the FSMA.
§ 2. The opinion referred to the § 1, joined a record established in accordance with the requirements of the FSMA and which will include: 1 ° the draft prospectus and the draft document of information key investor established in accordance with articles 58, 59, 62, 63 and 64, and taken to their execution orders.
2 ° draft notices, advertisements and other documents that relate to the offer, which announce it or recommend it, established at the initiative of the offering of the body of collective investment, management company of undertakings for collective investment or intermediaries designated by them;
3 ° any special reports prescribed under the law of corporations that are related to the transaction;
4 ° any expert reports to which the prospectus refer;
5 ° any other relevant document for the review of the prospectus and the key investor information.
§
3. Anyone who intends to publicly offer a mutual fund securities, other than those referred in the § 1, communicates to the FSMA draft notices, advertisements and other documents that relate to the offer, which announce it or recommend it, which are established at the initiative of the offering of the body of collective investment, management company of undertakings for collective investment or intermediaries designated by them When the notice referred to in articles 32 and 52 of the Act of June 16, 2006.
S. 66. without prejudice to article 65, § 2, 2 °, and § 3, any person who proposes to make public notices, advertisements and other documents that relate to a public offering of securities of a mutual fund, who announce such an offer or recommend it shall notify in advance the FSMA.
S. 67. the FSMA may require individuals who gave the notice referred to in articles 65 and 66, complement the folder with all the information necessary for assessing the character full and adequate recovery information, as appropriate, in the prospectus, the key investor information in or their updates, as well as to enjoy the full and proper character information in the notice , advertisements and other documents that relate to a public offering of securities of an undertaking for collective investment, that advertise such an offer or recommend it.
S. 68. without prejudice to article 32, paragraph 1, last sentence, the FSMA decides, within fifteen working days following receipt of the complete dossier, or approve, as appropriate, the prospectus, the key information for the investor, their updates, or notices, advertisements and other documents that relate to a takeover of an undertaking for collective investment securities who announce such an offer or recommend it, or to refuse to approve, as appropriate, the prospectus, the key information for the investor, their updates, or notices, advertisements and other documents that relate to a public offering of securities of a collective investment undertaking, which announce such an offer or recommend it.
S.
69 when the FSMA has taken none of the decisions referred to in article 68, who gave notice under sections 65, §§ 1 and 3, and 66, may, by registered mail, set the FSMA notice to do so. This House can take place at the earliest on expiry of a period of 15 working days from the date of the last application by the FSMA, for additional information within the meaning of article 67, or, in the absence of such a request, as soon as possible on the expiry of a period of 15 working days from the date of the notice referred to in articles 65, §§ 1 and 3 , and 66.
If, on the expiry of a period of 15 days from the date of the formal notice referred to in paragraph 1, the FSMA remains in default, either take the decision, citing the missing elements, the folder can still be considered to be complete, or take one of the decisions referred to in article 68, the request for approval, as the case the prospectus, key information for the investor, their updates or notices, advertisements and other documents that relate to a public offering of securities of a mutual fund, who announce such an offer or recommend it is deemed to be rejected.
S. 70. the decisions referred to in article 68 are brought to the attention of persons who have given notice to articles 65, §§ 1 and 3, and 66. (If it is an offer referred to in article 3, 13 °, a), ii), these decisions are also brought to the attention of the market undertakings concerned.
Only persons who have given notice under sections 65, §§ 1 and 3, and 66, may, in accordance with article 121, § 1, paragraph 1, 5 °, of the law of 2 August 2002, lodge an appeal against the refusal of the FSMA referred in article 68 to approve, according to the case, the prospectus, the key information for the investor, their updates, or notices , advertisements and other documents that relate to a public offering of securities of a placement agency

collective, which announce such an offers the recommend, or against the implied decision of refusal referred to in article 69, paragraph 2.
The decisions for approval by the FSMA as appropriate, prospectus, information key investor, their updates, or notices, advertisements and other documents that relate to a public offering of securities of an undertaking for collective investment, who announce such an offer or recommend it, are not subject to appeal.
Sub-section 2. -Intermediation s.
71. only persons or following institutions can practice the intermediation in public offerings of securities of investment funds, referred to in article 3, 13 °, a), i), carried out in Belgium: has) the European Central Bank, the National Bank of Belgium and the other central banks of the Member States of the European economic area;
b) credit institutions included in the list provided for in article 13 of the law of 22 March 1993, except municipal savings banks;
(c) branches established in Belgium of credit institutions governed by the law of another EEA Member State European, registered in accordance with article 65 of the law of 22 March 1993;
d) not established in Belgium credit institutions governed by the law of another State member of the European economic area which carry out activities in Belgium in accordance with article 66 of the law of 22 March 1993;
(e) stockbroking companies referred to in book II, title II, of the Act of 6 April 1995;
(f) management companies and portfolio investment advice referred to in book II, title II, of the Act of 6 April 1995;
(g) investment firms governed by the law of another Member State of the European economic area and operating in Belgium under book II, title III, of the law of 6 April 1995;
(h) the branches established in Belgium of investment governed by the law of States firms that are not members of the European economic area and operating in Belgium in accordance with Book II, title IV, of the law of 6 April 1995;
i) investment firms governed by the law of States that are not members of the economic area European and operating in Belgium by way of provision of services, provided that their intervention as an intermediary be consistent with the status to which they are subject under the taken orders in pursuance of book II, title IV, of the law of 6 April 1995;
j) management of undertakings for collective investment companies listed in the list provided for in article 193 of this Act;
k) management of undertakings for collective investment governed by the law of another State member of the European economic area and companies operating in Belgium under Book III of part III of this Act, provided that their intervention as an intermediary complies with the status to which they are subject under the orders made pursuant to the supra III paper;
l) management companies of undertakings for collective investment governed by the law of States that are not members of the EEA European and operating in Belgium under Book III of part III of this Act, provided that their intervention as an intermediary be consistent with the status to which they are subject under this Act.
Paragraph 1 does not prejudice the possibility for the offeror or the mutual fund to collect acceptances of its offer of securities.
CHAPTER 3. -Exercise of Section 1.
-Investment arts policy 72. it is forbidden to a collective investment undertaking which opted for the category of authorized investments referred to in article 7, paragraph 1, 1 °, of change.
S. 73. the undertakings for collective investment that have opted for one of the categories of authorized investments referred to in article 7, paragraph 1, 3 ° to 9 °, may still hold short-term and incidental or temporary cash investments.
S.
74. without prejudice to article 7, paragraph 2, the King, by order made on the advice of the FSMA, determines the obligations and prohibitions to which collective investment undertakings are subject with regard to the category of authorized investments for which they have opted and, in particular: 1 ° distribution of risk factors;
2 ° in relation to the undertakings for collective investment in receivables, the rules for management of the risks of non-payment;
3 ° the conditions under which undertakings for collective investment that have opted for one of the categories of authorized investments referred to in article 7, paragraph 1, 3 ° to 9 °, may hold financial instruments and cash;
4 ° If the undertakings for collective investment are allowed to perform the operations listed below, as well as, if applicable, the limits and the conditions for this authorisation: has) the loan;
(b)) the sale based on a position not covered;
c) underwriting and the performance guarantee of emissions as well as subscription to financial commitments whatsoever in favour of third parties;
d) lend securities, the granting of credits or the granting of security interests to secure the obligations of third parties;
e) the conventions of surrender-surrender (repurchase agreements).
S.
75. by way of derogation from article 74, 4 °, has), collective investment in receivables bodies may, within the limits provided for by their regulation or their statutes and within the limits laid down by the King by order made on the advice of the FSMA, issue bonds and other debt securities and borrowing or credits to finance the receivables portfolio or to manage the risks of default in payment of creditors.
Section 2. -S. master-feeder structures 76. If two at least of the participants of a master of Belgian law are the feeders, this master is, for the purposes of article 10, be deemed to collect its financial resources through a public offering of shares.
S.
77. the investment of a feeder in a master given that exceeds the limit set by the King, is subject to the prior approval of the FSMA. For this purpose, the feeder must transmit to the FSMA documents as determined by the King, established in one of the national languages or in a language accepted by the FSMA.
The King sets the terms of the approval procedure.
Feeder invests in the shares of the master that agreements or rules of conduct internal respectively referred to in articles 53, 78 and 107 came into force.
The feeder effectively controls the activity of the master.
S.
78. the master provides feeder all documents and all necessary information to ensure that it meets the requirements of the legislation. For this purpose, the feeder enters into an agreement with the master.
When the master and the feeder are handled by the same collective investment management company, the agreement may be replaced by internal conduct rules ensuring that the requirements set out in this article.
The King, by order made on the advice of the FSMA, determines the content and the terms of the agreement and rules of internal conduct described in the present article.
S.
79 § 1. If a master is liquidated, the feeder is also liquidated, unless the FSMA approves: 1 ° the investment of at least 85% of the assets of the feeder in the units of another master, or 2 ° the modification of the management regulations or statutes of the feeder to allow to convert into mutual fund did not quality of feeder.

§ 2. If a master merges with another organization for collective investment or if it is split into two undertakings for collective investment or more, the feeder is settled, unless the FSMA agrees that the feeder: 1 ° continues to be a feeder of the master or another collective investment organization that is the result of the merger or Division of the master 2 ° invest at least 85% of its assets in the units of another master that is not the result of the merger or Division, or 3 ° amends its management regulations or statutes to convert to non-feeder.

§ 3. The King, by order made on the advice of the FSMA, determines the procedure to be followed by the feeder in a liquidation, merger or demerger of the master.
S. 80. the King establishes, by order made on notice of the FSMA, the provisions and procedures to be followed by the feeders and the masters in order to ensure the protection of the interests of the participants, at least as regards the determination of the net asset value, information specific to the participants and the FSMA and the costs and commissions.
Section 3. -Obligations and prohibitions s.
81 § 1. It is forbidden for a mutual fund to acquire an amount of securities of a same company, such that, given the structure and dispersal of shareholding thereof, these titles would enable it to exercise an influence on the management of the company or on the designation of its leaders.
The King, by order made on the advice of the FSMA, sets limits to the ownership by a collective investment undertaking, of securities of the same class of a single issuer.
§ 2. It is forbidden to a collective to engage investment body to vote in a manner determined with the titles that it manages or vote instructed persons other than general meeting participants. It is prohibited to a mutual fund to commit to not sell securities, to grant a right of pre-emption, or enter into any other agreement which would impede its management autonomy.
Any agreement to the contrary is void.

§ 3. The King may, by order made on notice of the FSMA, provide for exceptions to paragraphs 1 and 2 for collective investment organizations that have opted for the categories of authorized investments referred to in article 7 which paragraph 1, 5 °, 6 °, 8 ° and 9 °, in order to take account of the characteristics of the assets comprising the above-mentioned categories of authorized investments.
§ 4. Paragraphs 1 and 2 shall not apply in cases where an investment firm has established subsidiaries which are themselves the collective investment undertakings within the meaning of article 4.
§ 5. The mutual fund reports in its annual report of its policy exercise of the voting rights attached to the securities it manages. In particular, he mentioned and justified the manner in which the voting rights have been exercised or the reasons for which the voting rights have not been exercised.
S. 82. the investment company strives to avoid conflicts of interests and, when they cannot be avoided, ensures that the participants are treated fairly.
The King, by order made on the advice of the FSMA, determines the rules to be respected by the investment company, by the designated collective investment management company and the third party referred to in article 42 to avoid as they are in a conflict of interests with holders of securities of the mutual fund. The King establishes: a) of the minimum criteria for the detection of conflicts of interest;
(b) requirements of independence in the management of conflicts of interest;
(c) rules on conflict of interest management policy;
(d) rules for management of the activities giving rise to a conflict of interest; and (e)) rules requiring the development of appropriate and effective strategies for the exercise of the voting rights attached to instruments held in managed portfolios.
S. 83. the investment company shall comply with the following principles:-it acts in the exercise of his activity, fairly and equitably and with skill, care and diligence which is necessary in the best interests of the participants and the integrity of the market;
-It has the resources and procedures necessary to carry out its activities and uses them effectively;
-comply with all the rules applicable to the exercise of its activities so as to promote the best interests of the participants and the integrity of the market.
The King stops, by order made on the advice of the FSMA, the rules of conduct that the collective investment undertaking is bound to observe in the exercise of its management functions referred to in article 3, 22 °, taking into account where appropriate the nature of relevant management function. These rules cover at least:-the fixing of criteria appropriate to act fairly and equitably, with skill, care and diligence needed, in the exclusive interest of the participants and in accordance with the principle of equality between them.
-the formulation of the principles ensuring that the undertakings for collective investment use effectively the resources and procedures necessary to carry out their activities; and - the obligations of the undertakings for collective investment on enforcement and order processing, taking into account the principle of best execution.
Article 223, paragraph 2 shall apply mutatis mutandis.
S.
84 § 1. In case of dissolution, liquidation, merger or any other restructuring of investment funds or their compartments, the investment funds, their management companies, their custodians, their Commissioners or other auditors independent auditors or custodians identified in this framework comply with the provisions laid down by the King on the advice of the FSMA, aiming in particular to ensure the protection of the interests of participants in matters of assessment costs related to such operations, information and conditions under which and appropriate cost to which participants may, on the occasion of such operations, obtain the redemption, repayment or conversion of their shares. On the advice of the FSMA, the King determines also the conditions which the statutes or the management regulations and the prospectus must satisfy in such transactions, the conditions in which such an operation is authorized or not, as well as the rules governing the control exercised by the FSMA and defining the powers and obligations of the latter in the context of these operations.
The King may, in this context, taking into account other obligations determined by his care or the specificity of collective investment undertakings, derogations in articles 444, 533 and 602, and the provisions of book XI of the Code of corporations. Moreover, the King may lay down the conditions under which, in case of merger by the formation of a new compartment, it can be carried out, by way of derogation in article 672 of the companies Code, to the transfer of the assets of a single compartment or mutual fund to a new compartment which must not be made by the latter.
§ 2. In case of merger or other restructuring, the information which, according to the rules set forth by the King, are to be transmitted for approval to the FSMA, are provided in one of the national languages or in a language accepted by the FSMA, in compliance with the rules of Belgian law in force, as well as, if the recipient mutual fund originates from another Member State in the official language or one of the official languages of the Member State of origin of the beneficiary mutual fund, or in a language accepted by the competent authorities of that Member State.
The information that collective investment undertakings involved in the merger or other restructuring is required, according to the rules set forth by the King, to provide their participants, should be provided in the official language or in one of the official languages of each Member State where these undertakings for collective investment shares may be marketed, or in a language accepted by the competent authorities of those Member States.
Section 4. -Issue and public offering of securities of an undertaking for collective investment art. 85 § 1. The units of undertakings for collective investment to variable number of shares are issued and redeemed by the investment to the inventory value, where appropriate plus or reduced fees and commissions provided for in the management regulations or statutes. The inventory value is calculated every day where the issue and the redemption of shares are permitted by the management regulations or statutes.

§ 2. The Agency collective to variable shares number must appoint a credit institution on the list referred to in article 13 of the law of 22 March 1993, a branch of a credit institution governed by the law of another Member State of the European economic area registered in accordance with article 65 of the law of 22 March 1993 or a stockbroking company under Belgian law entered on the list referred to in article 53 of the Act of 6 April 1995, or a branch of a management company of undertakings for collective investment governed by the law of another European economic area Member State registered in accordance with article 258 of this Act for as much as this activity it is authorized under the law which is applicable to ensure distributions to participants and issue and redeem shares.
The King, by order made on the advice of the FSMA, determines the obligations and prohibitions to which are subject the undertakings referred to in paragraph 1 of this subsection in the exercise of activities described therein.
§ 3. The units of an undertaking for collective investment to variable number of shares may be admitted to negotiations on an MTF or a regulated market provided that the mutual fund has set up a device to ensure that the price of the units does not significantly the value of inventory of these deviate.
The King, by order made on the advice of the FSMA, fixed the maximum amount of this difference.
Without prejudice to paragraph 2, the FSMA appreciates the acceptability of the maximum difference between the course and the asset value with regard to the investment policy of the organism, the characteristics of the category of authorized investments for which he has opted with the characteristics of the market on which the shares are traded.
S. (86. the King, by order made on the advice of the FSMA, determines the obligations and prohibitions to which are subjected to collective investment undertakings and the third party referred to in article 42, § 1, who have been entrusted with the exercise of the function of management referred to in article 3, 22 °, c), emission and public offering of securities of investment funds and , at least: 1 ° the mode of calculation of the asset value of the shares of the mutual fund;
2 ° the cases in which the right of free entry and free output may be suspended;
3 ° the nature of costs as well as the mode of allocation of costs and commissions.
S. 87. the units of undertakings for collective investment to fixed number of shares are listed on a regulated market.
The titles of the undertakings for collective investment in receivables which have been the subject of a public bid are admitted to trading on a regulated market.
Section 5. -Periodic information and accounting rules art.

88 § 1. Any mutual fund publishes an annual report by fiscal year and a half-yearly report covering the first six months of the fiscal year. These reports contain a detailed inventory of the heritage, a record of the results as well as information on the way in which were taken into consideration social, environmental and ethical criteria in the management of financial resources as well as in exercising rights related to the securities in the portfolio. This obligation shall apply, where appropriate, per compartment.
Without prejudice to paragraph 1, any collective investment in receivables publishes a quarterly financial statement, according to the rules laid down by the King by order made on the advice of the FSMA. This obligation shall apply, where appropriate, per compartment.
§ 2. The annual and semi-annual reports as well as quarterly financial statements referred in the § 1 shall be communicated to the FSMA.
The persons responsible for the effective management of the mutual fund report to the FSMA as reports and periodic financial statements referred in the § 1 conform to accounting and inventories.
These reports and financial statements (a) must be complete and must indicate all data contained in the accounts and inventories on the basis of which the reports and periodic financial statements are established, and (b) must be correct and consistent exactly with accounts and inventories on the basis of which the reports and periodic financial statements are established. The persons responsible for the effective management confirm having made arrangements for the reports and States referred to above are based on the instructions in force of the FSMA, as well as by application of the accounting rules and evaluation presiding in the preparation of annual accounts, with regard to the reports and periodic financial statements established year-end or by application rules of accounting and assessment that led to the establishment of the annual accounts relating to the last year in regard to the other reports and periodic financial statements.
§ 3. The annual and semi-annual reports as well as quarterly financial statements referred in the § 1 are delivered free of charge to holders of securities of the mutual fund that request. The latest annual or semi-annual report must always be attached to the prospectus referred to in article 57, paragraph 1.
They must be kept at the disposal of the public in the places indicated in the prospectus and in the document of information key investor referred to in article 57, paragraph 1.
The annual reports and semi-annual, as referred in the § 1, of a collective investment undertaking which has designated a collective investment management company governed by the law of another State member in accordance with article 44, should be sent, on request, to the competent authorities of the Member State of origin of this collective investment management company.
The King, by order made on the advice of the FSMA, determines the content, the form, the mode and the delay of publication of annual reports and semi-annual and quarterly as well as the conditions under which financial statements annual, semi-annual and quarterly financial reports can be made public by posting on the web site of the mutual fund (, the management company of undertakings for collective investment, the organization referred to in article 85, designated § 2 or the third party referred to in article 42 § 1, who have been entrusted with the exercise of the function of management referred to in article 3, 22 ° c).
S. 89. the King, by order made on the advice of the FSMA, fixed rules that undertakings for collective investment keep their accounts, where appropriate, per compartment, carry out assessments of inventory and establish and publish their annual accounts. With regard to investment companies, it may derogate from article 105 of the Code of corporations, adapt, modify and supplement the rules made in pursuance of Act of 17 July 1975 on accounting firms and, under the conditions of article 122, paragraph 1 of the Code of corporations, the rules made in pursuance of section 92 of the Code of corporations.
S. 90. the undertaking for collective investment to variable number of shares must publish the asset value of the shares according to the rules laid down by the King, each day the issuance or redemption of such shares is possible.
S. 91. the FSMA may, if it considers that there is a danger of confusion, require the addition of an explanatory reference to the name of the mutual fund.
CHAPTER 4. -Marketing in another State member of the units of undertakings for collective investment art. 92 § 1. The mutual fund that plans to market its titles in another European economic area Member State should inform the FSMA.
§ 2. If a collective investment undertaking which has opted for the category of authorized investments referred to in article 7, paragraph 1, 1 °, proposes to market its units or shares of one of its compartments in another Member State, said 'Host Member State', it first sends a notification dossier to the FSMA. This notification dossier includes a letter of notification and an annex.
The letter of notification referred to in paragraph 1 is in compliance with the rules of Belgian law in force, provided in: 1 ° a language customary in the sphere of finance international, or 2 ° one of the national languages, provided that this language is also an official language of the home and that latter Member State has marked its agreement on the use of this language in the letter of notification.
The documents which are referred to in the paragraph 1 of the annex are translated into: 1 ° the official language or one of the official languages of the Member State home of the mutual fund;
2 ° a language accepted by the competent authorities of the Member State of home, or 3 ° a language customary in the sphere of finance international.
The possibility referred to in paragraph 3, 3 °, is however not applicable to the key investor information document, insofar as it is part of the annex referred to in paragraph 1.
S.
93. the FSMA ensures that the documentation submitted by the undertaking for collective investment pursuant to section 92, § 2 is complete.
The FSMA transmits all the documentation referred to in article 92, paragraph 2 to the competent authorities of the Member State in which the mutual fund proposes to market its units no later than ten working days from the date of receipt of the notification dossier complete. She joined the documentation a certificate stating that the collective investment undertaking meets the conditions imposed by Directive 2009/65/EC. This certificate is provided in the language referred to in article 92, § 2, paragraph 2.
After transmission of the documentation, the FSMA shall notify without delay the transmission to the undertaking for collective investment.
S.
94. the King sets, by order made on the advice of the FSMA, the detailed rules as to the content and the mode of communication and provision of the notification dossier referred to in article 92, § 2 and its updates, as well as the certificate referred to in article 93.
S. 95. the FSMA may conclude agreements of cooperation with the competent authorities of the other members of the European economic area States who exercise the powers referred to in article 45, § 1, 2 ° of the law of 2 August 2002 to coordinate the implementation of systems for electronic processing and central storage of data common to all Member States in order to ensure access by the various authorities to the information or documents referred to in article 93, §§ 1, 2 and 3 of Directive 2009/65/EC.
CHAPTER 5. -Control of the undertakings for collective investment Section 1st. -Control exercised by the FSMA art. 96 § 1.
Collective investment undertakings are subject to the control of the FSMA.
§ 2. Without prejudice to article 67, the FSMA can be communicate all information and documents relating to the Organization, operation, the situation and operations of collective investment undertakings it controls as well as the evaluation and cost-effectiveness of heritage.
§ 3. It can conduct inspections on the spot to the undertaking for collective investment, the management company designated collective investment and any other entity that exercises, directly or indirectly, management functions on behalf of the undertaking for collective investment, as well as the depository and take notice and copy, without moving, any information held by these , in order: 1 ° to verify compliance with the provisions of this Act and the orders and regulations for its execution, and the provisions of the management regulations or of the Statute, as well as the accuracy and the sincerity of the accounting and annual accounts, as well as annual and semi-annual reports, quarterly financial statements, periodic and other States information which are transmitted by the undertaking for collective investment;
2 ° to verify the adequacy of the structures of the Organization, accounting, financial and technical management, and internal control of the undertaking for collective investment;
3 ° ensuring the management of the undertaking for collective investment is sound and prudent and is not likely to jeopardize the rights attached to the securities;

4 ° check the character full and adequate information included in the prospectus, the key information for the investor and their updates, relating to an offer referred to in article 57, paragraph 1, as well as notices, advertisements and other documents that relate to a public offering of securities of a mutual fund, that advertise such an offer or recommend it. In this case, the FSMA may conduct inspections on-site also to the offering, when it is not one of the persons referred to in this paragraph, as well as financial intermediaries who are involved or have been involved in a public offering of securities of the mutual fund.
§ 4. The provisions of articles 79, 80, 82, 1 ° and 3 °, 83 and 85 of the law of 2 August 2002 are applicable for the purposes of the exercise of the powers conferred on the FSMA by and under this book.
§ 5. The King determines the remuneration to be paid to the FSMA by the undertakings for collective investment on the cover of the costs of checks.
S.
97. the undertakings for collective investment shall communicate periodically to the FSMA a detailed financial situation. It is established in accordance with the rules laid down by regulation of the FSMA, taken in accordance with article 64 of the law of 2 August 2002, which determines the content, frequency and mode of communication.
In addition, the FSMA may prescribe the regular reporting of other encrypted information or descriptive necessary verification of compliance with the provisions of this title and regulations adopted in implementation thereof and orders.
The persons responsible for the effective management of the mutual fund report to the FSMA that periodic financial statements referred to in paragraph 1 are consistent with accounting and inventories. These periodic financial statements (a) must be complete and include all the data contained in the accounts and inventories on the basis of which the periodic financial statements are established, and (b) must be correct and consistent exactly with accounts and inventories on the basis of which the periodic financial statements are prepared.
They confirm having made arrangements for the above States are based on the instructions in force of the FSMA, as well as by application of the rules of accounting and evaluation for the preparation of the annual accounts.
The FSMA may, in special cases, authorize derogations from the rules referred to in paragraph 1.
The regulations referred to in paragraph 1 is made after consultation with the relevant professional associations.
S. 98. without prejudice to article 83, the FSMA known relationships between the undertaking for collective investment and a participant determined to the extent required for the control of the undertaking for collective investment.
S.
99. the FSMA shall notify without delay to the competent authorities of the Member State of origin of the collective investment management company any problems detected at the level of the investment undertaking collective and may substantially affect the ability of the undertakings for collective investment management company to carry out its missions or to comply with the obligations laid down by Directive 2009/65/EC which are the responsibility of the FSMA , as the competent authority of the Member State of origin of the undertaking for collective investment.
Section 2. -Cooperation between authorities art. 100 § 1. When the FSMA has good reasons to suspect that acts violating the provisions of the Directive 2009/65/EC are or have been committed in the territory of another Member State by entities that are not subject to its supervision, it shall notify the competent authorities of that other Member State to also detail as possible.
When the FSMA receives a notification referred to in article 101, paragraph 3 of Directive 2009/65/EC, it shall take the appropriate measures and communicates the results of these measures to the competent authorities who carried out the notification and, insofar as possible, shall communicate them the important developments in the meantime.
§ 2. The FSMA may require the cooperation of the competent authorities of another Member State as part of a monitoring or for the purposes of an audit activity on the spot or in an investigation on the territory of that other Member State in the context of the powers that are conferred under the present law.
Article 77A, § 1, 2 °, paragraph 3, 3 °, §§ 2 and 3, 1 ° and 3 ° of the law of 2 August 2002 is applicable.
Section 3. -Control assimilated art. 101 § 1. Collective investment undertakings are required to appoint a Commissioner who shall exercise the functions of Commissioner laid down by the Code of corporations.
Article 141 (2) code companies is not applicable to undertakings for collective investment.
The provisions of the companies Code applicable to the appointment, remuneration, resignation, revocation and the powers of the Commissioner of corporations governed by the Code of corporations are applicable to the Commissioner-designate in a mutual fund.
By way of derogation to article 79, § 1 of the law of 22 July 1953, article 458 of the Criminal Code is not applicable in the case of transmission of information between (a) the Commissioner of a collective investment undertaking and the Commissioner of the entity to which it has entrusted the execution of functions of management in accordance with article 42, § 1 and (b) the Commissioner of a collective investment undertaking and the Commissioner of the management company of undertakings for collective investment that it has designated pursuant to section 35 or article 44.
§
2. Auditor may be entrusted, in the undertakings for collective investment, to one or more authorized Auditors or one or more firms of Auditors approved by the FSMA in accordance with article 103.
Collective investment undertakings may designate alternate Commissioners who perform the duties of Commissioner if sustainable prevented from their holder.
The provisions of this article and article 102 shall apply to these substitutes.

§ 3. A mutual fund cannot have the same Commissioner than the collective investment management company that has been designated pursuant to section 35 or article 44.
In case the Commissioner functions are performed by authorized Auditors, the preceding paragraph shall not apply, provided that: 1 ° the company approved reviewers concerned is represented by two separate Chartered Auditors; and (2) appropriate functional independence exists between these two approved reviewers.
S. 102. the licensed Auditors companies provided for in article 101 through an auditor designated by them and in accordance with article 6 of the Act of 22 July 1953 Commissioner duties. The provisions of this Act and the orders and regulations for its implementation and those relating to the appointment, functions, obligations and prohibitions of Auditors as well as to sanctions, other than criminal, which are applicable to the latter, apply both reviewers and companies chartered reviewers representing them.
An approved firm of Auditors may designate one alternate among its members fulfilling the conditions to be designated representative.
S. 103. the FSMA stops, under approval of the Minister of finance and Minister of Economic Affairs, the approval of reviewers and Auditors companies regulations.
The regulation for the approval is taken after consultation of the Chartered Auditors represented by their professional organization.
The Institut des réviseurs d'Entreprises shall inform the FSMA for the opening of any disciplinary proceedings against an auditor or auditors authorized for breaches committed in the performance of his duties from an undertaking for collective investment.
S. 104. the designation of Auditors and alternate auditors with the undertakings for collective investment shall be subject to the prior agreement of the FSMA.
This agreement must be collected by the social body that made the proposal for designation. In case of designation of authorized Auditors, the agreement covers joint society and his representative and, where appropriate, on its alternate representative.
The same agreement is required for the renewal of the mandate.
When, under the Act, the appointment of the Commissioner is made by the president of the commercial court or the Court of appeal, they make their choice from a list of Auditors registered with the agreement of the FSMA.
S. 105. the FSMA may, at any time, revoke, by decision motivated by reasons relating to their status or the exercise of their duties of Auditor company approved reviewers, such as provided by or under this Act, the given agreement, in accordance with article 104, a Commissioner, a Deputy Commissioner, a firm of réviseurs authorised or a representative or representative acting such a society. This revocation puts an end to the duties of Commissioner.
In case of resignation of a Commissioner, the FSMA and the undertaking for collective investment are previously informed, and the reason for the resignation.
The regulation for the approval referred to in article 103 shall determine its procedure.
In the absence of a Deputy Commissioner or Deputy Representative of authorized Auditors, the mutual fund or the approved firm of Auditors provides, in respect of article 104, replacement within two months.
In organisms of

undertakings for collective investment, the proposal for revocation of the mandates of Commissioner, as regulated by articles 135 and 136 of the Code of corporations, is subject to the opinion of the FSMA. This notice is provided to the General Assembly.
S. 106 § 1. The Commissioners are working together to the control exercised by the FSMA and under their exclusive personal responsibility pursuant to this section, the rules of the profession and to the instructions of the FSMA. To this end: 1 ° they assess the internal control measures adopted by the undertaking for collective investment pursuant to section 41, § 3 and the orders and regulations made pursuant to this provision, and they report their findings in the matter to the FSMA.
2 ° they report to the FSMA on: a) the results of the limited review of the semi-annual and quarterly financial statements provided by the undertakings for collective investment in the FSMA under article 88 § 2, confirming that they have no knowledge of facts which it would appear that semi-annual reports and the aforementioned financial statements arrested at the end of semester and year-end do not have , in all material respects significantly, was established according to the applicable regulations of the FSMA. They also confirm that semi-annual reports and the aforementioned financial statements arrested at the end of semester and year-end are, for what is accounting data, in all respects significantly important, consistent accounting and inventories, so (a) they are complete and that they refer to the data contained in the accounts and inventories on the basis of which they are established , and (b) that they are correct and that they are exactly consistent with accounting and inventories on the basis of which they are established; They confirm also did not have knowledge of facts which it would appear that semi-annual reports and arrested at the end of semester and year-end above statements have not been established by application of accounting and valuation rules that led to the establishment of the annual accounts relating to the last year;
(b) the results of controls (i) annual reports provided by the collective investment undertakings to the FSMA Office under article 88, paragraph 2, (ii) of periodic financial statements that are passed to the FSMA under section 97 - arrested at the end of the calendar year, for collective investment which close their fiscal year December 31 year-end - arrested at the end of the quarter which coincides with the end of the year, for collective investment whose exercise is closed the last calendar day of a quarter that is not December 31, or - arrested at the end of the quarter preceding the end of the year for mutual funds whose fiscal year bodies has not been closed on a date which coincides with the last calendar quarter day confirming that reports and above States have, under all respects significantly important, established according to the applicable regulations of the FSMA. In addition, they confirm that annual reports and financial statements are, with regard to the accounting data, in all respects significantly important, in accordance with the accounting and inventories, in the sense (a) that they are complete and that they mention all the data contained in the accounts and inventories on the basis of which they are established, and (b) that they are correct and that they are consistent exactly with accounts and inventories on the basis of which
they are established; They also confirm that the annual reports and financial statements have been established by application of the rules of accounting and evaluation for the preparation of the annual accounts;
(c) the results of their review of the amounts of the net assets and such subscriptions referred to in the periodic financial statements sent to the FSMA, under article 97, at the end of the calendar year to the undertakings for collective investment that close not their financial year on December 31, confirming that they have no knowledge of facts which it would appear that the above data are not in all respects significantly important, was established according to the applicable regulations of the FSMA;
3 ° they do to the FSMA, at his request, special reports on the Organization, the activities and the financial structure of the mutual fund, reports whose preparation costs are borne by the Agency in question;
4 ° within their missions from the mutual fund, or of a revisorale mission to the collective investment management company designated or any other entity who exercises, directly or indirectly, management functions on behalf of the undertaking for collective investment, with the depositary, as well as from related undertakings, within the meaning of article 11 of the Code of corporations (with the investment company or the designated collective investment management company, the Commissioners are own-initiative report to the FSMA as soon as they find: has) decisions, facts or developments that influence or may influence significantly the situation of the mutual fund with an angle or the angle of its administrative organization, financial accountant, financial or technical or internal control;
(b) decisions or facts that may constitute violations of the Code of corporations, of the Statute, this chapter and regulations and orders taken for execution;
(c) other decisions or facts which are likely to result in a refusal of the certification of the accounts or the issuance of reserves.
No civil, criminal or disciplinary action may not be brought or professional sanctions pronounced against the Commissioners who proceeded in good faith to information referred to in 4 of this paragraph.
Commissioners shall communicate to executives, as applicable, of the company of investment or the designated undertakings for collective investment management company reports they make to the FSMA pursuant to paragraph 1, 3 °. Such communications fall under the secret organized by article 76 of the law of 2 August 2002. They shall forward to the FSMA copy of communications they make to these leaders and which relate to matters likely to be of interest to the control exercised by it.

§ 2. The FSMA may require that the accuracy of the information provided pursuant to article 96, be confirmed by the Commissioner of the collective investment undertaking.
The Commissioners can be loaded by the FSMA, at the request of the National Bank of Belgium and the European Central Bank, to confirm that the information that for collective investment are required to communicate to these authorities are complete, correct and established according to the rules that apply.
S. 107 § 1. If a feeder does not have the same Commissioner that his master, the two Commissioners conclude an agreement for the exchange of information in order to ensure the successful completion of their respective obligations, including with regard to the steps taken to comply with the requirements of § 2.
The King, by order made on the advice of the FSMA, determines the content and the terms of the agreement referred to in paragraph 1.
§ 2. In his report, the Commissioner of the feeder takes into account the report of the Commissioner of the master. If the feeder and the master have different accounting periods, the master Commissioner establishes an ad hoc report on the date of closing of the feeder.
The Commissioner of the feeder has report on any irregularities reported in the report of the Commissioner of the master and its impact on the feeder.

§ 3. When they conform to the requirements set out in this section and in the provisions taken for execution, or the Commissioner of the master or one of the feeder are regarded as infringing a any rule restricting the disclosure of information or in connection with the protection of data, such as article 458 of the penal Code, article 79 of the law of 22 July 1953, or the Act of 8 December 1992 on the protection of privacy with regard treatment of personal data, or a any provision restricting the disclosure of information or in connection with the protection of data, as this provision is provided by a contract or by a law. The fact comply with those requirements does, for the Commissioner or any person acting on behalf, no liability of any kind.
S. 108. the King may, by order made on the advice of the FSMA, determine additional missions which must fulfil the Commissioner and lay down the conditions for the exercise of these missions.
CHAPTER 6. -Renunciation, cancellation or revocation of registration and accreditation, exceptional measures and administrative sanctions art. 109. the FSMA removes registration of undertakings for collective investment and, where appropriate, the inclusion of the compartments, which 1 ° have not begun their activities within twelve months of registration, accreditation to renounce or ceased to carry on business for more than six months; or 2 ° have been declared bankrupt.
In the case of investment companies, it also revokes the approval thereof.
S. 110. If the FSMA considers: 1 ° that an offer referred to in article 57, paragraph 1 is likely to be or is done in a manner that may mislead the public, particularly on the

risks for the placement which is proposed to him or on the rights attached to the securities which are the subject of the offer; or, 2 ° as notices, advertisements and other documents that relate to a public offering of securities of investment funds, who announce such an offer or recommend it, are likely to mislead the public, particularly on the risks for the placement which is proposed to him or the rights attached to the securities which are the subject of the offer, it shall notify According to the case, the offeror and/or the undertaking for collective investment and/or the collective investment management company designated persons, the initiative which, notices, advertisements and other documents that relate to the offer, which announce it or recommend it shall be made public, and / or intermediaries designated by them, and the demands that, where appropriate, to take certain measures to remedy the situation.
If it is not taken into account in this opinion, the FSMA may decide to suspend or prohibit the operation for the period which it shall determine. It may also decide to suspend or prohibit the publication or removing notices, advertisements or other documents that relate to the offer, that announce it or recommend it referred to in paragraph 1. Finally, it may order the persons referred to in paragraph 1 to publish a correction.
The decisions referred to in paragraph 2 shall be notified to the persons referred to in paragraph 1, and, whether it was an offer within the meaning of article 3, 13 °, a), ii), the market undertakings concerned.
The FSMA may make public the decision of suspension or prohibition of the operation or suspension, prohibition or withdrawal of notices, advertisements or other documents that relate to the offer, which it recommend, unless publication might seriously disrupt financial markets, harming the interests of investors or would cause disproportionate damage to the parties involved.
If the correction referred to in paragraph 2 was not made upon expiry of the deadline, FSMA may also make public the rectification order, except if this publication could disrupt severely the financial markets or cause harm disproportionate to the parties involved, and if necessary itself carry out the publication of the requested correction. The FSMA measures referred to in this subparagraph shall be made, as appropriate, at the expense of the offeror and/or the undertaking for collective investment or company management bodies designated collective investment and/or persons, at the initiative of which, notices, advertisements and other documents that relate to the offer, which announce it or recommend it shall be made public , or intermediaries designated by them.
A any person who, on expiry of the deadline set by the FSMA, remains in default to comply with a suspension injunction, prohibition or withdrawal which was addressed to him by virtue of paragraph 2, the FSMA may, this person heard or duly convened, impose a fine which may not be daily calendar, more than EUR 50 000 , or, for lack of a same order of suspension or withdrawal, more than 2 500 000 euros.
S. 111 § 1. Without prejudice to article 110, where the FSMA finds that a mutual fund does not in accordance with the provisions of this Act and the orders and regulations for its execution or with the provisions of the regulation to management or the statutes, its management or its financial situation are likely to jeopardize the successful completion of its commitments that its management structures, administrative, accounting, technical, or financial organization or its internal control are serious gaps, or the rights attached to the securities of the mutual fund that are, or have been the subject of a take-over bid may be compromised, it shall determine the period within which it must be remedied to the observed situation.
If at the end of this period, it has not remedied the situation, the FSMA may: 1 ° to make public its position on the findings made under paragraph 1;
This publication costs are borne by the company investment and/or the designated undertakings for collective investment management company;
2 ° appoint a special Commissioner;
3 ° suspend or ban for the duration that it determines any issue or any repurchase of securities;
4 ° suspend or prohibit, for the duration as it determines, trading on the securities of the mutual fund market.
5 ° direct replacement of the directors of the company investment or the collective investment management company designated within a period which it shall determine, and in the absence of such a replacement within this period, substitute for all organs of administration and management of the company investment and/or the designated undertakings for collective investment management company one or more provisional directors who have alone or collectively as appropriate, powers of replaced individuals. The FSMA publishes its decision in the Moniteur belge;
6 ° expunge the registration of the undertaking for collective investment or compartment of the mutual fund, and, where appropriate, to withdraw the approval of the investment company.
The FSMA publishes its decision in the Moniteur belge.
§ 2. In the case referred to the § 1, paragraph 2, 2 °, General or special special Commissioner's written authorization is required for all actions and decisions of all organs of the company investment or the management company of collective investment undertakings referred to, which relate, directly or indirectly, the managed mutual fund, including the Assembly of participants , and for those persons responsible for the management. the FSMA may, however, limit the scope of the operations subject to authorisation.
The special Commissioner may submit to the deliberation of all organs of society of investment or the management company of undertakings for collective investment, including the Assembly of participants, and persons responsible for the management designated, all proposals which it considers relevant.
The remuneration of the special Commissioner is determined by the FSMA and supported, as appropriate, by the investment company or the designated undertakings for collective investment management company.
The members of the bodies of administration and management and management personnel who carry out acts or take decisions without obtaining the required permission from the special Commissioner are responsible for jointly for the prejudice resulting to the mutual fund or third parties.
If the FSMA has published in the Moniteur belge the appointment of Commissioner ad hoc and specified the acts and decisions subject to authorization, the acts and decisions made without this permission was required are void, unless the special Commissioner not ratifying.
Under the same conditions, any decision of General Assembly taken without obtaining the required permission from the special Commissioner is void, unless the special Commissioner ratifies.
The FSMA may designate a Deputy Commissioner.
In the event of serious danger for holders of securities of the mutual fund, the FSMA may appoint a special Commissioner without advance fixing of a time limit as provided in the § 1, paragraph 1.
§
3. In the case referred to the § 1, paragraph 2, 3 °, the members of the bodies of administration and management of the company investment and/or the designated collective investment management company, and the persons responsible for management, which carry out acts or making decisions in violation of the suspension or prohibition are responsible for jointly for the prejudice resulting to the mutual fund or third parties.
If the FSMA issued the suspension or banning in the Moniteur belge, the acts and decisions intervened against it are void.
§ 4. In the case referred to the § 1, paragraph 2, 5 °, the provisional directors remuneration is fixed by the FSMA and supported by the investment company or the designated undertakings for collective investment management company.
The FSMA may, at any time, replace the provisional directors, either ex officio or at the request of a majority of the participants of the Fund or the shareholders of the management company of undertakings for collective investment designated when they justify that the management concerned presents more the necessary guarantees.
§ 5. The decisions of the FSMA referred to the § 1 out their effects to the society of investment or the management company of undertakings for collective investment designated from the date of their notification and, with respect to third parties, from the date of their publication in accordance with the provisions of §§ 1 and 2.
§ 6. The § 1, 1st paragraph and § 5 shall not apply in the event of revocation of the registration of an undertaking for collective investment declared bankrupt.
§ 7. The commercial court decision at the request of any interested person, nullity provided for in §§ 2 and 3.
The action in nullity is directed against the investment company or the management of collective investment company designated.
If are serious reasons, the applicant for invalidity may seek interim provisional suspension of the acts or decisions attacked. The suspension order and the judgment declaring the nullity produce

their effects with respect to all. In the case where the Act or suspended or cancelled decision were the subject of a publication, the suspension order and the judgment declaring the nullity are published by extract in the same forms.
Where invalidity is liable to infringe the rights acquired in good faith by a third party with respect to the undertaking for collective investment, the Court may declare void the nullity with respect to these rights, subject to the right of the plaintiff to damages if there is place.
Nullification proceedings may not be initiated after the expiry of a period of six months from the date on which acts or decisions made are enforceable against the person alleging nullity or are known to him.
§ 8. Without prejudice to the measures laid down by other laws and regulations, §§ 1 to 7 are applicable where the FSMA finds that a mutual fund, or a compartment of a mutual fund, which is part of the application of the law of 16 June 2006, does not work in accordance with the law of 16 June 2006.
S. 112. without prejudice to article 327, § 5 of the 1992 income tax Code, the FSMA does not know of the tax matters.
However, the § 1, paragraph 1 and paragraph 2, 2 °, and § 2 of article 111 shall apply to the case where the FSMA is aware of the fact that an investment company or a designated undertakings for collective investment management Corporation has implemented a particular mechanism having purpose or effect of promoting tax evasion by third parties.
S. 113. the FSMA shall promptly inform the supervisory authorities of the organizations for the collective investment of the other Member States of the European economic area in which an undertaking for collective investment under Belgian law offers publicly his titles, decisions it has taken in accordance with articles 109 to 111. In case the concerned undertakings for collective investment management company is established in another State member of the European economic area, the FSMA also immediately inform the competent authorities of that Member State. It takes those authorities informed of follow-up to the action taken against these decisions.
S.
114. the undertakings for collective investment, or the sub-funds of undertakings for collective investment whose registration has been cancelled or revoked under sections 109 and 111, remain subject to this title and the orders and regulations for execution until the holders of securities of the undertaking for collective investment, or compartment, having been the subject of a takeover bid unless the FSMA does to exempt certain provisions.
This article is not applicable in the event of revocation of the registration of an undertaking for collective investment declared bankrupt.
S.
115 § 1. Without prejudice to other measures provided for in this Act, the FSMA may set a time limit in which an investment company or a designated undertakings for collective investment management company: a) it must comply with specific provisions of this title or of laws or regulations for its execution, or b) must make the adjustments that are necessary to its management structure administrative, accounting, technical or financial organization or its control internal.
If the mutual fund remains in default upon the expiry of the time limit, the FSMA may, the Agency heard collective investment or any least duly summoned, impose a penalty at the rate of a maximum amount of 2 500 000 euros per offence or EUR 50 000 per day of delay.
§ 2. Without prejudice to other measures provided for by this Act and without prejudice to the measures laid down by other laws or other regulations, the FSMA may, when it finds an offence under the provisions of this Act or the measures taken in pursuance thereof, impose on an undertaking for collective investment under Belgian law, an administrative penalty which may not be less than EUR 5,000 , not more, for the same Act or to the same set of facts, 2 500 000 euros.
§ 3. The penalties and fines imposed pursuant to §§ 1 or 2 and article 110 shall be recovered for the benefit of the Treasury by the administration of the Cadastre, registration and domains.
TITLE 3. -Undertakings for collective investment institutional chapter 1. -Disposition introductory article 116. this title shall apply in accordance with article 4, § 2.
CHAPTER 2. -Provisions General Section 1. -Undertakings for collective investment to variable number of institutional shares art. 117 § 1.
Undertakings for collective investment to variable number of institutional shares have for exclusive object placement in one of the categories of authorized investments referred to in article 7, paragraph 1, 2 °, 3 °, 4 ° and 9 °, for which there is a market, in accordance with the provisions of this title, of the orders and regulations for its execution and their regulation of management or their statutes.

§ 2. The units of undertakings for collective investment to variable number of institutional shares are in registered form.
§ 3. Without prejudice to article 3, 3 ° in case of admission to trading of the shares of an undertaking for collective investment to variable number of shares institutional on an MTF or a market regulated which is accessible to the public or when the shares of such a body for collective investment are be detained following through third parties, by other than institutional or professional investors investors He is unaffected in the institutional character of the collective investment undertaking provided that it takes adequate measures to guarantee the quality of investors institutional or professional of its participants and that it does not or does not favour the holding of shares by investors other than institutional or professional investors.
The King, by order made on the advice of the FSMA, may determine, where appropriate taking account of the category of authorized investments for which the mutual fund has opted, the conditions under which the undertaking for collective investment in institutional variable parts number is presumed take appropriate measures, within the meaning of the preceding paragraph, to guarantee the quality of investors institutional or professional of its participants.
S. 118 § 1. Articles 11, §§ 1, 2, 4 and 5, 12, §§ 1, 2, 3, paragraph (2) and § 4, 13, paragraphs 1 and 3, 14 and 19, § 2 apply to the institutional mutual funds to variable number of shares.
§ 2. The management of an institutional mutual fund regulations may be amended by a decision of the general meeting of participants.
§ 3. Any mutual fund to institutional variable number of shares shall be designated by a particular designation; It must include the words "mutual fund institutional shares variable number of Belgian law" or fund open institutional under Belgian law, or be immediately followed by these words. If the category of investments permitted for which he has opted under article 7, paragraph 1, is not clear from the name, this category should always immediately follow its name.
§ 4. In case of dissolution, liquidation or restructuring of a mutual fund to variable number of institutional shares, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
S.
119 § 1. An institutional investment to variable number of shares company is incorporated in the form of a limited liability company or a limited partnership.
Articles 15, paragraph 2, 16, §§ 1, 3 to 5, and 17, §§ 1, 2 and 4, are applicable to the institutional variable number of shares investment company.
Articles 78, 79, paragraph 1, 96, 4 °, 5 ° and 6 °, 141, 439-442, 445-448, 453, paragraph 1, 1 °, 458, 460, paragraph 1, 463, paragraph 3, 465, paragraph 3, 466, paragraph 4, 476, 477, 479, 483, 484, 505, 506, 508, 509, 542, 557, 560, 581, 582-590, 592-600, 603 to 607, 612-617, 619-628 633 and 634 of the Code of corporations are not applicable.
Without prejudice to article 117, § 1, article 559 of the Corporations Code shall apply.
By way of derogation from paragraph 3, article 560 of the Code of corporations shall apply in the case referred to in article 8, § 2, 2 °.
§ 2. An institutional investment company may engage in other activities as provided for in article 3, 1 ° and 3 °, or hold other assets than those needed for the achievement of its statutory purpose.
§ 3. By way of derogation from article 78 of the Code of corporations, the name of an investment company with variable number of units institutional and all documents emanating from it, must contain the words 'institutional variable capital investment company under Belgian law' or "Institutional Sicav under Belgian law" or its name is immediately followed by these words. If the category of authorized investments for which it has opted under article 7, paragraph 1 is not apparent from the name, this category should always immediately follow its name.
§ 4. By way of derogation from article 1 of the Code of companies, an investment company with variable number of units institutional may be constituted by an institutional or professional investors.
Article 646, § 1, paragraph 2, of the Code of companies is not applicable.
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5. in case of dissolution, liquidation or restructuring of compartments of an investment company with variable number of institutional shares, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy to compartments.
Each compartment of an institutional investment to variable number of shares company is liquidated separately, without giving rise to the liquidation of another compartment. Only the liquidation of the last compartment results in the liquidation of the investment company.
Section 2. -Collective investment undertakings with fixed number of institutional shares art. 120 § 1. Undertakings for collective investment to fixed number of institutional shares have for exclusive object placement in one of the categories of authorized investments referred to in article 7, paragraph 1, 2 ° to 6 °, 8 ° and 9 °, in accordance with the provisions of this Act, of the orders and regulations for its execution and their regulation of management or their statutes.
§ 2. The units of undertakings for collective investment to fixed number of institutional shares are in registered form.
§ 3.
Without prejudice to article 3, 3 ° in case of admission to trading of shares of a mutual fund with fixed number of units institutional on an MTF or a market regulated which is accessible to the public or when the shares of such a body for collective investment are be detained following through third parties, by other than institutional or professional investors investors He is unaffected in the institutional character of the collective investment undertaking provided that it takes adequate measures to guarantee the quality of investors institutional or professional of its participants and that it does not or does not favour the holding of shares by investors other than institutional or professional investors.
The King may, by order made on the advice of the FSMA, determine, where appropriate taking account of the category of authorized investments for which the collective investment undertaking has opted, the conditions under which the many mutual fund sets of institutional shares is presumed to take appropriate measures, within the meaning of the preceding paragraph, to guarantee the quality of investors institutional or professional of its participants.
S. 121 § 1. Articles 11, §§ 1, 2 and 4, 13, paragraphs 1 and 3, 14 and 19, §§ 2 and 4 apply to the mutual funds to fixed number of institutional shares.

§ 2. The management of an institutional mutual fund regulations may be amended by a decision of the general meeting of participants.
§ 3. Any mutual fund with fixed number of units institutional must be designated by a particular designation; It must include the words "mutual fund with fixed number of units institutional Belgian law" or "institutional firm Fund under Belgian law" or be immediately followed by these words. If the category of authorized investments for which he has opted under article 7, paragraph 1 is not apparent from the name, this category should always immediately follow its name.
§ 4. In case of dissolution, liquidation or restructuring of a mutual fund to fixed number of institutional shares, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
S. 122 § 1.
Article 20, paragraph 1, and 21, §§ 1, 3 and 4 are applicable to the institutional investment in fixed number of parts company.
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2. An institutional investment company may engage in other activities as provided for in article 3, 1 ° and 3 °, or hold other assets than those needed for the achievement of its statutory purpose.
§ 3. By way of derogation from article 78 of the Code of corporations, the name of an investment company with fixed number of units institutional and all documents emanating from it, must contain the words "institutional investment company under Belgian law" or 'institutional investment fund under Belgian law' or its name is immediately followed by these words. If the category of authorized investments for which it has opted under article 7, paragraph 1 is not apparent from the name, this category should always immediately follow its name.
§ 4. By way of derogation from article 1 of the Code of companies, an investment company with fixed number of units institutional may be constituted by an institutional or professional investors.
Article 646, § 1, paragraph 2, of the Code of companies is not applicable.
Section 3. -Undertakings for collective investment in receivables institutional art. 123 § 1.
The institutional undertakings for collective investment in receivables were intended solely as placement in the category of authorized investments referred to in article 7, paragraph 1, 7 °, in accordance with the provisions of this Act, of the orders and regulations for its execution and their regulation of management or their statutes.
§ 2. The undertakings for collective investment in receivables institutional shares are nominative.
§ 3. Notwithstanding article 3, 3 °, the assignor's claims, which is not the quality of institutional or professional investor, may acquire securities of the organization or to provide funding in another way, insofar as these financial resources are primarily intended to provide other guarantees investors to manage the risk of non-payment of debts.
Without prejudice to article 3, 3 ° in case of admission to trading of the securities of an institutional undertaking for collective investment in receivables on an MTF or a market regulated which is accessible to the public or when such a body for collective investment securities are held, following through third parties, by other than institutional or professional investors investors He is unaffected in the institutional character of the collective investment undertaking provided that it takes adequate measures to guarantee the quality of institutional or professional of the holders of its securities investors and that it does not or does not favour the holding of its securities by investors other than institutional or professional investors.
The King may, by order made on the advice of the FSMA, determine the conditions under which the undertaking for collective investment in receivables institutional is assumed to take appropriate measures, within the meaning of the preceding paragraph, to guarantee the quality of institutional or professional of the holders of its securities investors.
By way of derogation from article 3, 1 ° and 3 °, the undertaking for collective investment in receivables institutional can collect its funds exclusively from a single institutional or professional investor insofar as it is an institutional investor or professional referred to in article 5, § 3, 5 °.
S. 124. the provisions of article 23, paragraphs 3 and 4, shall apply to collective investment undertakings referred to in this Section.
S. 125. the article 11, §§ 1, 2 and 4, article 12, §§ 1, 2, 3, paragraph 2 and 4, article 13, paragraphs 1 and 3, 14, and article 19, §§ 2 and 4, shall apply to the mutual funds in receivables institutional.
The management of a mutual fund in receivables institutional regulations may be amended by a decision of the general meeting of participants.
Any mutual fund in receivables institutional must be designated by a particular designation; It must include the words 'common fund for investment in accounts receivable institutional under Belgian law' or be immediately followed by these words.
In case of dissolution, liquidation or restructuring of a mutual fund in institutional debts, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
S.
126 § 1. Article 26, paragraph 1, article 27, § 3, paragraphs 1, 2 and 3, first sentence, § 4, article 28, § 1, paragraphs 1 and 3, and §§ 2 to 4, and article 29, § 1, paragraphs 1 to 7, and § 2, apply to the institutional investment in debt instruments company.
§ 2. An institutional investment in debt claims company may engage in other activities as provided for in article 3, 1 ° and 3 °, or hold other assets than those needed for the achievement of its statutory purpose.
§ 3. By way of derogation from article 78 of the Code of corporations, the name of an institutional investment in debt instruments company and all the documents emanating in must contain the words "institutional investment in debt claims company under Belgian law" or "SIC institutional under Belgian law or its name is immediately followed by these words.
§ 4. By way of derogation from article 1 of the Code of corporations, an institutional investment in debt claims company can be incorporated by an institutional or professional investor.
Article 646, § 1, paragraph 2, of the Code of companies is not applicable.
CHAPTER 3. -Access to the activity and the activity Section 1st. -Inscription art. 127. the King determines, by order made on the advice of the FSMA and open consultation, obligations and conditions of registration which are required by the institutional undertakings for collective investment, referred

articles 117 and 120, prior to commencing operations, with regard to the category of investments permitted for which they have opted.
S. 128. the institutional undertakings for collective investment in receivables shall, before commencing their activities, to register with the Federal Public Service Finance on the list of the institutional undertakings for collective investment in receivables. The same obligation is applicable, where appropriate, for the compartments of the collective investment undertaking.
S.
129. an institutional undertaking for collective investment in receivables is placed on this list upon presentation of a copy of its statutes or its management regulations.
The King determines the conditions for registration.
Each document issued by the Federal Public Service Finance to confirm this registration and each document that refers to this inscription to achieve the mutual fund operations must mention that registration has no appreciation of the opportunity and the quality of operations, or the situation of the undertaking for collective investment.
Section 2. -Exercise of activity art. 130. the King determines the obligations and prohibitions which the undertakings for collective investment are subject to number variable and fixed institutional shares.
It determines the obligations and prohibitions to which the institutional undertakings for collective investment in receivables are subject.
These orders are issued by the King on the advice of the FSMA and open consultation.
S. 131. article 81 § 1, paragraph 1, §§ 2 and 4 and article 101 § 1, paragraphs 1 and 3, are applicable to institutional undertakings for collective investment in receivables.
The institutional undertakings for collective investment in receivables can still hold incidentally or temporarily the term, cash and securities investments.
The King may define the rules according to which the institutional undertakings for collective investment in receivables must hold their accounts, as appropriate, by compartment, make estimates of inventory and establish and publish their annual accounts.
CHAPTER 4. -Control of the institutional collective investment bodies art. 132. the King, by order made on the advice of the FSMA, may extend the application of sections 96 to 115 of this Act to the undertakings for collective investment to number variable and fixed institutional shares, having regard to the category of investments authorized for which they have opted.
TITLE 4. -Undertakings for collective investment private Chapter 1. -Disposition introductory article 133. this title shall apply in accordance with article 4, § 2.
CHAPTER 2. -Provisions General Section 1.
-Undertakings for collective investment to variable number of private shares art. 134 § 1. Undertakings for collective investment to variable number of private shares have for exclusive object placement in one of the categories of authorized investments referred to in article 7, paragraph 1, 2 °, 3 °, 4 ° and 9 °, for which there is a market, in accordance with the provisions of this Act, of the orders and regulations for its execution and their management or their statutes of the Agency regulation.
§ 2. Without prejudice to article 3, 4 ° in case of admission of units of an undertaking for collective investment to variable number of shares private negotiation on an MTF or a regulated market that is accessible to the public or when the shares of such a body for collective investment are be detained following through third parties, other than private investors investors He is unaffected in the privacy of the mutual fund provided that it takes adequate measures to guarantee the quality of investors of its participants and that it does not or does not favour the holding of shares by investors other than private investors.
The King may, by order made on the advice of the FSMA, determine, where appropriate taking account of the category of authorized investments for which the collective investment undertaking has opted, the conditions under which the variable parts number mutual fund private is presumed to take appropriate measures, within the meaning of the preceding paragraph, to guarantee the quality of investors of its participants.
S.
135 § 1. The article 11, §§ 1, 2, 4 and 5, article 12, §§ 1, 2, 3, paragraph 2 and 4, article 13, paragraphs 1 and 3, article 14 and article 19 § 2 apply to the mutual funds to variable number of private parts.
§ 2. The management of a private mutual fund regulations may be amended by a decision of the general meeting of participants.
§ 3. Any mutual fund to variable number of shares private must be designated by a particular designation;
This must include the words 'mutual fund to variable number of shares private under Belgian law' or 'open fund private Belgian law', or its name is immediately followed by these words. If the category of investments permitted for which he has opted under article 7, paragraph 1, is not clear from the name, this category should always immediately follow its name.
§ 4. In case of dissolution, liquidation or restructuring of a mutual fund to variable number of private parts, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
S.
136 § 1. A private variable number of shares investment company is incorporated in the form of a limited liability company or a limited partnership.
Article 15, paragraph 2, article 16, §§ 1, 3 to 5, and article 17, §§ 1, 2 and 4, are applicable to the variable number of shares investment company private.
Articles 78, 79, paragraph 1, 96, 4 °, 5 ° and 6 °, 141, 439, 440-443, 445-448, 453, paragraph 1, 1 °, 458, 460, paragraph 1, 463, paragraph 3, 465, paragraph 3, 466, paragraph 4, 476, 477, 479, 483, 484, 505, 506, 508, 509, 542, 557, 560, 581, 582-590, 592 to 607, 612-617, 619-628 633 and 634 of the Code of corporations are not applicable.
Without prejudice to article 134 § 1, article 559 of the Corporations Code shall apply.
By way of derogation from paragraph 3, article 560 of the Code of corporations shall apply in the case referred to in article 8, § 2, 2 °.
§ 2. A private investment company may engage in other activities than that laid down in article 3, 1 ° and 4 °, or hold other assets than those needed for the achievement of its statutory purpose.
§ 3. By way of derogation from article 78 of the Code of corporations, the name of a private variable number of shares investment company and all the documents emanating in must contain the words «private Belgian law à capital variable Corporation» or «Sicav private Belgian law» or its name is immediately followed by these words. If the category of authorized investments for which it has opted under article 7, paragraph 1 is not apparent from the name, this category should always immediately follow its name.
§ 4. In case of dissolution, liquidation or restructuring of compartments of an investment company with variable number of private parts, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy to compartments.
Each compartment of a private variable number of shares investment company is being wound up separately, without giving rise to the liquidation of another compartment. Only the liquidation of the last compartment results in the liquidation of the investment company.
Section 2. -Undertakings for collective investment to number fixed private shares art. 137 § 1.
Undertakings for collective investment to fixed number of private shares have for exclusive object placement in one of the categories of authorized investments referred to in article 7, paragraph 1, 2 ° to 6 °, 8 ° and 9 °, in accordance with the provisions of this Act, of the orders and regulations for its execution and their regulation of management or their statutes.
§ 2. Without prejudice to article 3, 4 ° in case of admission of units of an undertaking for collective investment to fixed number of shares private negotiation on an MTF or a regulated market that is accessible to the public or when the shares of such a body for collective investment are be detained following through third parties, other than private investors investors He is unaffected in the privacy of the mutual fund provided that it takes adequate measures to guarantee the quality of investors of its participants and that it does not or does not favour the holding of shares by investors other than private investors.
The King may, by order made on the advice of the FSMA, determine, where appropriate taking account of the category of authorized investments for which the collective investment undertaking has opted, the conditions under which the fixed number of private shares mutual fund is presumed to take appropriate measures, within the meaning of paragraph 2, to ensure the quality of investors of its participants.
S.
138 § 1. Article 11, §§ 1, 2 and 4, article 13, paragraphs 1 and 3, article 14 and article 19 §§ 2 and 4 apply to the mutual funds to fixed number of private shares.
§ 2. The management of a private mutual fund regulations may be amended by a decision of the general meeting of participants.


§ 3. Any mutual fund to private fixed number of shares shall be designated by a particular designation; It must include the words 'mutual fund to fixed number of shares private under Belgian law' or 'private Belgian law firm funds' or be immediately followed by these words. If the category of authorized investments for which he has opted under article 7, paragraph 1 is not apparent from the name, this category should always immediately follow its name.
§ 4. In case of dissolution, liquidation or restructuring of a mutual fund with fixed number of private parts, the provisions of book IV, title IX or XI of the Code Book companies shall apply by analogy.
S. 139 § 1.
Article 20, paragraph 1, and article 21, §§ 1, 3 and 4 shall apply to the fixed number of shares investment company private.
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2. A fixed number of shares investment privately may engage in other activities as provided for in article 3, 1 ° and 4 °, or hold other assets than those needed for the achievement of its statutory purpose.
§ 3. By way of derogation from article 78 of the Code of corporations, the name of a fixed number of shares investment company private and all the documents emanating in must contain the words «investment company with fixed capital private Belgian law» or «sicav private Belgian law» or its name is immediately followed by these words. If the category of authorized investments for which it has opted under article 7, paragraph 1 is not apparent from the name, this category should always immediately follow its name.
Section 3. -Private privak s. 140. private privak, means the undertaking for collective investment private fixed number of shares that the statutory form of which the sole object is the collective investment in the category of authorized investments referred to in article 7, paragraph 1, 8 ° in accordance with the provisions of this Act, orders and regulations for its implementation or its statutes.
Without prejudice to article 3, 4 ° in case of admission of units of a privak private negotiation on an MTF or a regulated market that is accessible to the public or when the shares of a private privak are be held, following through third parties, by other investors that private investors, it is not infringed in the privacy of the privak provided the latter take adequate measures to guarantee the quality of investors private its participants and that it does not or does not favour the holding of its shares by investors other than private investors.
The King may, by order made on the advice of the FSMA, determine the conditions under which the private privak is presumed to take appropriate measures, within the meaning of paragraph 2, to ensure the quality of investors of its participants.
S. 141. the private privak is incorporated in the form of a limited partnership, a Société en commandite par actions or a limited company, for a maximum period of 12 years.
A private privak may not engage in activities other than that provided for in article 3, 1 ° and 4 °, and can have other assets than those needed for the achievement of its statutory purpose.
S. 142 § 1. The private privak is subject to the Code of corporations insofar as it is not waived by this title and taken orders for execution.
§ 2. By way of derogation from article 78 of the Code of corporations, the corporate name of the privak private as well as all documents emanating from it, must contain the words 'pricaf private Belgian law' or these words must immediately follow the name of the company.

§ 3. By way of derogation from article 93, paragraph 2, of the Code of corporations, the private privak must draw up annual accounts according to the rules established by the King under section 92, § 1, of this code.
§ 4. By derogation from article 97 of the Code of corporations, the private privak must file its annual accounts with the National Bank of Belgium, according to the modalities under articles 98 and following of this code.
§ 5. By way of derogation from article 141, 1 ° and 2 ° of the companies Code, the private privak must entrust control of its accounts to one or more auditors, as it follows from the application of article 142 of this Code. By derogation from article 144, paragraph 1, 6 ° of this Code, the Commissioner (s) having knowledge of violations of statutory provisions relating to status as an undertaking for collective investment, cannot (can) never omit the mention of these offences report which must also be detailed and indicate the violated provisions. In the cases laid down by the King, the Auditor (s) sends (nt) a certified copy of the report to the FSMA.
§ 6. By way of derogation from articles 184, paragraph 1, 187 and 193 of the Code of corporations, the mode of liquidation and appointment of (a) liquidator (s) is fixed by statute, the investment company can more to make new investments in non-listed companies after minutes of winding up and annual accounts must be established during the winding-up according to the rules established by the King in accordance with article 92 , § 1 of this Code.
CHAPTER 3. -Access to the activity and the activity Section 1st. -Inscription art. 143. the King determines, by order made on the advice of the FSMA and after open consultation, the obligations and the conditions for registration which are required by the undertakings for collective investment, private, referred to in articles 134 and 137, before starting their activities with regard to the category of investments allowed for which they have opted.
S. 144 § 1. Private pricafs are required, before starting their activities, to register with the federal public Service Finance on the list of the privak private.
The list may include topics and subtopics.
Each document issued by the federal public Service Finance to confirm this registration and each document which refers to this inscription to achieve the mutual fund operations should mention that registration has no appreciation of the desirability and quality operations, or the situation of the Agency.

§ 2. The federal public Service Finance puts at the disposal of the public, on the basis of data received during registration, information regarding the identity of the companies which are registered or removed from the list of private privak.
Section 2. -Exercise of activity art.
145. the King determines, by order made on the advice of the FSMA and after open consultation, the obligations and prohibitions faced by the undertakings for collective investment private number variable and fixed units and private pricafs.
S. 146 § 1. The King determines the rules to be observed by the private privak and persons providing the private privak management functions, so that they are in a conflict of interests with holders of securities of the private privak.
§ 2. It is forbidden for a privak private to acquire an amount of securities of a same company, such that, given the structure and dispersal of shareholding thereof, these titles would enable it to exercise an influence on the management of the company or on the designation of its leaders.
The King sets the limits to the ownership by a private privak, of securities of the same class of a single issuer.
It is forbidden to a privak private to commit to vote in a manner determined with the titles it manages or vote according to instructions persons other than general meeting participants. It is forbidden for a privak private to commit to not sell securities, to grant a right of pre-emption, or enter into any other agreement which would impede its management autonomy.
Any agreement to the contrary is void.
The King may provide for exceptions to paragraphs 1 to 4.
Paragraphs 1 to 4 do not apply in cases where a private privak formed subsidiaries which are themselves the collective investment undertakings within the meaning of article 3, 1 °.
§ 3. Private pricafs can still, incidentally or temporarily: 1 ° hold term of a maximum duration of 6 months or cash investments;
2 ° holding securities, provided: has) that they already hold these securities at the time of the registration application to listing on a stock exchange or other market organized and public securities;
(b) that these titles have been acquired by Exchange of securities not listed with the exception of its own titles;
3 ° in hedging, negotiate financial instruments derivatives, listed or not, on physical assets or underlying financial, quoted or not.
The King defines what is meant by "incidentally or temporarily".
CHAPTER 4. -Control of the private collective investment bodies art.
147. the King, by order made on the advice of the FSMA, may extend the application of articles 96 to 115 of this Act to the undertakings for collective investment to number variable and fixed private shares, having regard to the category of authorized investments for which they have opted.
BOOK 3. -Undertakings for collective investment of foreign law art. 148. this book is applicable: 1 ° to collective investment undertakings falling within the law of another EEA Member State European and which meet the conditions of Directive 2009/65/EC and publicly offer their securities in Belgium.

2 ° (a) collective investment undertakings falling within European law of another EEA Member State and which do not comply with the conditions of Directive 2009/65/EC and (b) the undertakings for collective investment governed by the law of States that are not members of the European economic area, to the extent that they publicly offer their securities in Belgium.
Foreign collective investment bodies referred to in the first paragraph begin their operations in Belgium that subject to the conditions respectively referred to the Ier titles and II of this book.
S. 149. the FSMA establishes annually a list of the undertakings for collective investment of foreign law and, where appropriate, of the sub-funds registered under this book.
This list is published annually on its website. Changes to the list between two annual publications, are made public at regular intervals on the website of the FSMA.
The list may include topics and subtopics.
S. 150 § 1. A mutual fund of foreign law which is entered on the list referred to in article 149, in Belgium, at least one of the national languages or in a language accepted by the FSMA, the key investor information document, for as much as this document is available, and all notices and communications to the unitholders.
The undertaking for collective investment referred to in paragraph 1 broadcasts also in Belgium, at least in one of the national languages, in a language accepted by the FSMA or in a language customary in the sphere of finance international: 1 ° the prospectus;
2 ° the management regulations or statutes;
3rd annual and semi-annual reports.
A collective investment undertaking which does not meet the conditions of Directive 2009/65/EC and which is on the list referred to in article 149, broadcasts the prospectus in Belgium at least in one of the national languages.
If notices, advertisements and other documents pertaining to an offer of units of a collective investment of foreign law which is entered on the list referred to in article 149, are broadcast in Belgium in one or more national languages, this Organization shall, without prejudice to the preceding paragraphs, broadcast in Belgium the following documents in the languages in which the notice , advertisements and other documents referred to above are broadcast in Belgium: 1 ° the document information key investor, provided that this document be available;
2 ° the prospectus, if it comes to a collective investment undertaking which does not meet the conditions of Directive 2009/65/EC and which is inscribed on the list referred to in article 149.
A feeder of foreign law which is inscribed on the list referred to in article 149 shall provide the information referred to in article 64, paragraph 1, of Directive 2009/65/EC in one of the national languages or in a language accepted by the FSMA. The feeder is responsible for the completion of the translation. This translation is a faithful reflection of the original.
The rules set out in the preceding paragraphs, insofar as they relate to the language in which the prospectus shall be broadcast in Belgium, are not applicable if the law of 16 June 2006 on public offers of investment instruments and admission of investment instruments to trading on regulated markets is to apply.
§ 2. The King may determine additional rules with respect to the documents and their updates that must be submitted to the FSMA, as well as the mode of publication in Belgium of the information that must be broadcast in the Member State where the undertaking for collective investment is located.
S. 151 § 1.
Without prejudice to other measures provided for by this book, the FSMA may attach to a collective investment undertaking a period within which it must comply with specific provisions of this book or the orders or regulations for its execution.
If the mutual fund remains in default upon the expiry of the time limit, the FSMA may, the Agency heard collective investment or any least duly summoned, impose a penalty at the rate of a maximum amount of 2 500 000 euros per offence or EUR 50 000 per day of delay.
§ 2. Without prejudice to other measures provided for by this book and without prejudice to the measures laid down by other laws or other regulations, the FSMA may, when it finds an offence under the provisions of this book or the measures taken in pursuance thereof, impose on an undertaking for collective investment, an administrative penalty which may not be less than EUR 5,000 , not more, for the same Act or to the same set of facts, 2 500 000 euros.
§ 3. The penalties and fines imposed pursuant to §§ 1 and 2 and articles 155, § 3, 166, § 3 shall be recovered for the benefit of the Treasury by the administration of the Cadastre, registration and domains.
S.
152 is forbidden any communication carried out on Belgian territory, to the attention of over 100 natural or legal persons other than institutional or professional investors, to provide information or advice or to generate requests for information or advice relating to units of collective investment undertakings to variable number of created or not yet created shares which are or will be the object of an offer for sale or subscription as this communication comes from a mutual fund, of a person who is able to sell the securities concerned or is made on their behalf, except if: 1 ° the offer falls into one of the categories referred to in article 5, § 1, paragraph 1, 4 ° or 6 °, or 2 ° in the case of units of collective investment undertakings referred to in title I of the present book , or compartment of such a body, the FSMA received notification by the competent authorities of their Member State of origin, as referred to in article 93, paragraph 3 of Directive 2009/65/EC, or 3 ° in the case of units of collective investment undertakings referred to in title II of this book, or compartment of such a body, the FSMA registers it under article 162 and a public offer prospectus and as appropriate, a key investor information document have been duly approved by the FSMA.
Is presumed to act on behalf of the mutual fund or the person who is able to assign titles, any person who receives directly or indirectly, remuneration or benefit of the mutual fund or the person who is able to sell the securities.
Title 1. -Collective investment undertakings covered by the right of another EEA Member State European and which meet the conditions of Directive 2009/65/EC art. 153. this title applies to collective investment undertakings which fall within European law of another EEA Member State and which meet the conditions of Directive 2009/65/EC and who publicly offer their securities in Belgium.
S.
154 § 1. The FSMA registered collective investment governed by the law of another EEA Member State European and meets the conditions of Directive 2009/65/EC, the list referred to in article 149 as soon as it has received the notification by the competent authorities of their Member State of origin, as referred to in article 93, paragraph 3, subparagraph 2 of Directive 2009/65 / EC.
Upon receipt of this notification by the FSMA, collective investment undertakings referred to in paragraph 1 may publicly offer their shares in Belgium.

§ 2. Collective investment undertakings referred to the § 1 shall take the necessary measures, in accordance with the legal provisions in force, to make distributions to participants, the sale or redemption of shares as well as the dissemination of information which shall be borne by the undertaking for collective investment are insured.
In particular, investment targeted collective in the § 1 must appoint a credit institution on the list referred to in article 13 of the law of 22 March 1993, a branch of a credit institution governed by the law of another Member State of the European economic area registered in accordance with article 65 of the law of 22 March 1993, a firm of Belgian law on the list referred to in article 53 of the Act 6 April 1995 or a branch of a company's management of undertakings for collective investment governed by the law of another Member State of the European economic area registered in accordance with article 258 of this Act for as much as this activity it is allowed under the law which is applicable to distributions to participants, the sale or redemption of the units as well as the dissemination of information which shall be borne by the undertaking for collective investment.
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3. If information on the arrangements made for the marketing communicated in the notification letter transmitted to the competent authorities of his Member State of origin in accordance with article 93, paragraph 1 of Directive 2009/65 / EC or modification of the classes of shares intended to be marketed, the mutual fund notify in writing the FSMA before putting the amendment implemented.
§ 4. The FSMA removes the registration of collective investment bodies referred to the § 1 and, where appropriate, the compartments, which listing is removed for any reason whatsoever, in the home Member State, which

have not realized their titles in Belgium bid within three months of registration, which waive registration or choose to put an end to the public offering of their securities in Belgium.
By way of derogation from paragraph 1 to undertakings for collective investment to variable number of shares who have decided to put an end to the public offer, in Belgium, their shares or the shares of their compartments, the FSMA removes the registration of these organizations for collective investment or their compartments when less than 100 natural or legal persons in Belgium, other than institutional or professional investors hold shares in these undertakings for collective investment or these compartments.
S. 155 § 1. Notices, advertisements and other documents that relate to a public offering of securities of a mutual fund, who announce such an offer or recommend it may be made public only after having been approved by the FSMA.
No mention of the FSMA intervention cannot be made in notices, advertisements or other documents pertaining to an offer or announce it or recommend it.
Articles 63, § 4, 65, § 3, and 66 to 70 shall apply.
§ 2. Without prejudice to paragraph 2 of this subsection, the King may, by order made on the advice of the FSMA: 1 ° determine, depending on the nature of the offer, the minimum contents of notices, advertisements or other documents that relate to the offer or announce it or recommend it.
2 ° determine the time limits and modes of publication of notices, advertisements or other documents that relate to the offer or announce it or recommend it.
Notices, advertisements and other documents that relate to the offer, that announce it or recommend it must fulfil the following conditions: 1 ° they indicate that a prospectus and a key investor information document were, are or will be published and indicate where investors can get them;
2 ° the information they contain can be misleading or inaccurate;
3 ° the information they contain is consistent with the information contained in the prospectus and the key information for the investor and their updates if these documents have already been published or to be included if they are subsequently published.
Communications advertisements must be clearly recognizable as such.

§ 3. Article 110 shall apply to notices, advertisements or other documents that relate to the offer or announce it or recommend it including the FSMA believes that they are likely to mislead the public, particularly on the risks inherent in the investment that it is proposed or the rights attached to the securities which are the subject of the offer.
S. 156. the collective investment undertakings referred to in article 153 are subject to sections 71, 90, 91 and 98.
S. 157. without prejudice to article 155, paragraph 3 the FSMA may, by reasoned decision, take measures of suspension or prohibition with respect to a collective investment undertaking under article 153 publicly offering shares in Belgium, in violation of the provisions prescribed by or under sections 150, 154, 155 and 156.
Article 111, § 1, paragraph 1 and paragraph 2, 1 °, 3 ° and 4 °, §§ 3 and 5 to 7 shall apply.
S. 158 § 1.
If the FSMA has clear and demonstrable grounds for believing that a mutual fund whose shares are traded on the Belgian territory violates the obligations imposed on him pursuant to the provisions adopted in implementation of Directive 2009/65/EC conferring powers to the FSMA, it shall inform the competent authorities of the Member State of origin of the undertaking for collective investment which shall take the appropriate measures.
§ 2. If, despite the measures taken by the authorities competent in the Member State of origin of the undertaking for collective investment or because such measures prove inadequate or because that Member State is not in a reasonable time, the mutual fund continues to act in a manner prejudicial to the interests of investors, the FSMA may, therefore, be one of the following measures : 1 ° after having informed the competent authorities of the Member State of origin of the undertaking for collective investment, take the measures referred to in article 157. or 2 ° if necessary, draw the attention of the European authority of financial markets on the situation.
The FSMA shall inform without delay the European Commission and the European authority of financial markets of any measure taken pursuant to point 1 ° of the preceding paragraph.
S. 159 § 1. The FSMA place on its website comprehensive information regarding laws, regulations and administrative provisions falling outside the field covered by Directive 2009/65 / EC and which are particularly relevant for the arrangements made for the marketing in Belgium of units in undertakings for collective investment governed by the law of another EEA Member State European and meets the conditions of Directive 2009/65 / this. This information is available in a language customary in the sphere of international finance, provided in a clear and unambiguous manner, and maintained.

§ 2. According to the § 1, the following categories of information are available: 1 ° the definition of 'marketing of units of collective investment meets the conditions of Directive 2009/65/EC';
2 ° the requirements relating to the content, form and presentation of commercial communications, in particular all warnings required and restrictions on the use of certain words or phrases.
3 ° the description of any additional information to compulsorily be communicated to investors, without prejudice to any provisions prescribed by or under section 150;
4 ° a detailed description of any exemption from the rules or requirements relating to the terms of marketing which apply in Belgium to certain collective investment undertakings meet the conditions of Directive 2009/65/EC, to certain categories of units of collective investment undertakings meet the conditions of Directive 2009/65/EC or to certain categories of investors;
5 ° the requirements for reporting or transmission of information to the FSMA or to other authorities, and the procedure for the transmission of the updated versions of the required documents;
6 ° the requirements or other fees are payable to the FSMA or other authorities, when began marketing either subsequently periodically;
7 ° the requirements for resources whose availability is to be insured participants pursuant to article 154, § 2;
8 ° the conditions for the cessation of the marketing of units of collective investment by a collective investment undertaking meets the conditions of Directive 2009/65/EC located in another State Member;
9 ° the content detailed information to be included in part B of the letter of notification referred to in article 1 of regulation 584/2010;
10 ° the electronic address chosen for the purposes of article 32 of the Directive 2010/44/EU.
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3. The information listed in this section are issued in the form of text, possibly completed description of references or links to legal provisions.
TITLE 2. -Collective investment undertakings covered by the right of another EEA Member State European and which do not meet the conditions of Directive 2009/65/EC and the undertakings for collective investment governed by the law of States that are not members of the EEA European s.
160. this title shall apply: a) to the undertakings for collective investment that governed by the law of another EEA Member State European and which do not meet the conditions of Directive 2009/65/EC; and (b) to undertakings for collective investment governed by the law of States which are not members of the European economic area, that publicly offer their securities in Belgium.
S. 161 § 1. This title lays down the conditions which the collective investment undertakings referred to in the preceding article must satisfy for inclusion in the list referred to section 149 as well as for the maintenance thereof.
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2. If the public offer relates to financial instruments issued by the collective investment undertaking, other shares, the provisions of this title are applied by analogy.
Chapter 1. -Provisions general article 162 § 1. Foreign collective investment organizations whose activity is subject to the provisions of this title, shall, before starting their operations, to register to the FSMA. The same obligation is applicable, where appropriate, for the compartments of the collective investment undertaking.

§ 2. The FSMA registered collective investment undertakings and compartments that meet the conditions laid down in this title and by orders and regulations for its execution.
A refusal of registration by the FSMA is notified to the applicants.
S. 163. the FSMA removes the registration of undertakings for collective investment and, where appropriate, the inclusion of the compartments, which have not made public offering of their securities in Belgium within twelve months of registration, which waive registration or choose to put an end to the public offering of their securities in Belgium.
By way of derogation from paragraph 1, for the undertakings for collective investment to variable number

of shares referred to in this title which have decided to put an end to the bid, in Belgium, their units or shares in their compartments, the FSMA removes the registration of these organizations for collective investment or their compartments where fewer than 100 natural or legal persons in Belgium, other than institutional or professional investors hold shares in these undertakings for collective investment or these compartments.
Article 114 shall apply to this article.
S.
164. without prejudice to article 166, § 3, of the Act and article 65 of the law of 16 June 2006, the FSMA may, by reasoned decision, take measures of suspension or prohibition against a collective pl TIC body in the event of failure to comply with the provisions of this title and of the orders and regulations made for execution. Article 111, § 1, paragraph 1 and paragraph 2, 1 °, 3 °, 4 ° and 6 °, §§ 3 and 5 to 7 shall apply.
S.
165 § 1. Collective variable of shares number investment under this title are subject to articles 56 to 63, §§ 1, 2 and 3, 64, 65, §§ 1 and 2, 71, 88, 89, 90, 91, 96, § 2, 98 and 110.
By way of derogation from paragraph 1, the FSMA may, on such conditions as it shall determine, authorize a placement agency collective variable number of shares to only publish a prospectus and not to publish information key investor, provided that this mutual fund is no more required to publish a document of information key investor under the law of the State whose jurisdiction it falls.
§ 2. The collective investment undertakings with fixed number of shares covered by this title are subject to articles 87, 88, 89, 91, 96, § 2, 98 and 110.
S. 166 § 1. Notices, advertisements and other documents that relate to a public offering of securities of a mutual fund, who announce such an offer or recommend it may be made public only after having been approved by the FSMA.
No mention of the FSMA intervention cannot be made in notices, advertisements or other documents pertaining to an offer or announce it or recommend it.
Articles 63, § 4, 65, § 3, and 66 to 70 shall apply.
§ 2. Without prejudice to paragraph 2 of this subsection, the King may, by order made on the advice of the FSMA: 1 ° determine, depending on the nature of the offer, the minimum contents of notices, advertisements or other documents that relate to the offer or announce it or recommend it.
2 ° determine the time limits and modes of publication of notices, advertisements or other documents that relate to the offer or announce it or recommend it.
Notices, advertisements and other documents that relate to the offer, that announce it or recommend it must fulfil the following conditions: 1 ° they indicate that a prospectus and, if applicable, a key investor information document were, are or will be published and indicate where investors can get them;
2 ° the information they contain can be misleading or inaccurate;
3 ° the information they contain are compatible with the information contained in the prospectus and, if necessary, key information for the investor and their updates and add-ins if these documents have already been published or to be included if they are subsequently published.
Communications advertisements must be clearly recognizable as such.
§ 3. Article 110 shall apply to notices, advertisements or other documents that relate to the offer or announce it or recommend it including the FSMA believes that they are likely to mislead the public, particularly on the risks inherent in the investment that it is proposed or the rights attached to the securities which are the subject of the offer.
S. 167 the FSMA may, with the approval of the Minister of finance, agree, on the basis of reciprocity, with the supervisory authorities of the State of origin of the collective investment undertakings or companies contributing towards their business activity governed by the law of States that are not members of the European economic area and also involved in their control in other States than the Belgium of rules relating to the obligations and prohibitions regarding the exercise of their activity in Belgium, the object and the procedures for their monitoring as well as the modalities of collaboration and the exchange of information with those authorities, as provided for in articles 74 to 76 of the law of 2 August 2002.
Agreements may derogate from the provisions of this title and to the orders and regulations for its execution to establish rules and terms more appropriate to the nature and distribution of the activities of the Organization of collective investment and companies that contribute to its activity and their control.
Subject to the existence of a global control meets the criteria laid down under this title, these conventions may exempt from the application of certain provisions of this title and of the orders and regulations for its execution.
Conventions covered by this article does not include the benefit of investment funds or companies contributing towards their business activity under the law of non-Member States of the European economic area concerned, favourable rules than those that apply to the undertakings for collective investment or companies contributing towards their business activity governed by the law of another Member State of the European economic area carrying on business in Belgium.
Agreements must include a clause of termination with a notice which may not exceed six months.
The FSMA publishes in its annual report the list and the substance of the agreements entered into under this section.
CHAPTER 2. -Provisions applicable to undertakings for collective investment of foreign law to variable number of shares Section 1. -Conditions of registration art.
168. an undertaking for collective investment referred to in this chapter and, where appropriate, its compartments are inscribed on the list referred to in article 149, and shares of the mutual fund and its sub-funds may be offered publicly in Belgium, if the following conditions are met: 1 ° the undertaking for collective investment a sole object the collective investment of financial resources and it is managed or administered according to the principle the distribution of risk, for the exclusive benefit of participants;
(2) the collective investment undertaking is registered in its state of origin, in accordance with legislation providing that it is subject to supervision that the FSMA considers as equivalent to those laid down by Community legislation, and cooperation between the relevant authorities is sufficiently ensured;
3 ° in relation to the exercise of the functions of collective investment management, referred to in article 3, 22 °, a) and b): has) the investment company, where it has a management that it is clean and that is appropriate to its business structure, and physical, human and technical resources providing an administrative, accounting, financial and technical organization that it is clean and that is appropriate to its activity answers in his State of origin provisions that are intended to achieve the objectives referred to in articles 39, 41, 42 and 43 or objectives deemed equivalent by the FSMA.
((b) or, in other cases, people who perform the functions of management of collective investment undertakings referred to in article 3, 22 °, a) and (b)), and, where appropriate, advise meet in their State of origin to provisions aimed at achieving the objectives referred to in articles 197-199, 201-203, 206 and 218 or objectives deemed equivalent by the FSMA;
4 ° the management regulations or the articles of the collective investment undertaking contain information equivalent to those provided for by the King in accordance with article 46; If not the mutual fund shall attach the missing information, which will be an integral part of the regulation of management or the statutes for the purposes of the provisions of this Act and the orders and regulations for its execution;
5 ° the mutual fund awarded custody of its assets to a custodian: has) which is a credit institution having its registered office in a Member State of the EEA European or, if its registered office is not located in a European economic area Member State, which is subject to prudential rules considered by the FSMA as equivalent to those laid down by Community legislation; (and b) which, with regard to the category of investments permitted for which the mutual fund has opted, has administrative, financial and technical necessary to exercise the activities referred by the King, in application of article 50, § 1, and c) which is represented for the effective exercise of its activities, by individuals who have the required professional repute and appropriate experience with regard to the category of authorized investments for which the collective investment undertaking has opted.
and, d) which, in its state of origin, is subject to provisions aimed, as appropriate, to achieve the objectives referred to in articles 52, §§ 1 and 2, and 55 or objectives deemed equivalent by the FSMA;
6 ° the mutual fund has appointed a person who, in accordance with Directive 2006/43/EC, or a regulatory

deemed by the FSMA, is empowered, under the Act, to control the annual accounts and that the accounting data contained in the periodic reports of the mutual fund are subject to control;
7 ° the mutual fund has designated a company referred to in article 85, § 2, paragraph 1, for: a) ensuring Belgium distributions to participants, as well as the sale or redemption of shares;
(b) ensure the dissemination in Belgium of the information that the mutual fund is required to provide;
c) transmit all necessary information to the public offer of shares in Belgium to the FSMA.
S. 169. in the cases referred under article 168, 3 ° and 5 °, d), the persons concerned may, in the absence of provisions in their State of origin, demonstrate that they meet effectively the objectives referred to in those provisions.
S. 170. If a management company governed by the law of a Member State of the EEA European has been designated by a mutual fund or a company investment, and that this management company, under its approval as referred to in article 6, § 1, of the Directive 2009/65/EC, provides the concerned mutual fund, in the State of origin of the latter (, the services of collective management of portfolios of collective investment undertakings, the condition referred to in article 168, 3 °, b) is deemed completed.
S. ((171. a credit institution of which the head office is located in a Member State of the EEA European, is deemed comply with the provisions referred to in article 168, 5 °, a), b) and (c)).
By way of derogation from article 168, 5 °, a collective investment undertaking may be listed even if it has not designated a depositary or if the depositary does not meet all the requirements established by this Act, provided that the FSMA believes that the mutual fund participants enjoy protection equivalent to that offered to the participants of the undertakings for collective investment that have appointed a custodian.
S.
172 § 1. The application for entry in the list is addressed to the FSMA.

§ 2. The registration request is accompanied by a dossier complying with conditions set by the FSMA establishes that it is meets the conditions laid down in this chapter and which includes the elements specified by the FSMA.
This folder includes: 1 ° a certificate issued by the control authority of the State of origin for the conditions referred to in article 168, 1 ° and 2 °;
2 ° a selection, accompanied by a commentary, of the provisions of the State of origin that tend, as appropriate, to achieve the objectives referred to in articles 39, 41, 42 and 43 or articles 197-199, 201-203, 206 and 218, or achieve objectives deemed equivalent by the FSMA, or, in the case referred to in article 169, a description of how individuals respond effectively to the objectives referred to in the abovementioned provisions;
3 ° except in the case referred to in article 169, an assessment, conducted by an independent expert in the subjects concerned, whether if the selection referred to 2 ° and the comment of the relevant provisions are fair, adequate and comprehensive and the relevant provisions are designed to achieve your goals or equivalent objectives;
4 ° a copy of the rules of management or the statutes of the mutual fund and, if they are are not understood, the rules for the valuation of the assets of the collective investment undertaking, the rules of calculation of the net asset of the share value and the rules of price calculation in case of issue and redemption of shares or change compartment;
5 ° a description of administrative, accounting, financial and technical of the mutual fund;
6 ° a description of the body of undertakings in which the undertaking for collective investment fits with other companies or organizations linked to it as part of a community of management or control or by a substantial direct or indirect holding;
(7 ° identification of the persons who perform management functions referred to in article 3, 22 °, a) and (b)) as well as their statutes, the identity of the persons in charge of its (their) effective management, a description of its (their) administrative, accounting, financial and technical and the identity of their shareholders;
8 ° if applicable, identification of the Adviser and its statutes, the identity of the persons responsible for his effective leadership, a description of its administrative, accounting, financial and technical organization and the identity of its shareholders;
9 ° identification of the depositary and the elements demonstrating that it satisfies the requirements referred to in article 168, 5 °;
10 ° the identification and status of the person referred to in article 168, 6 °, and a copy of the last report it had prepared on the body;
11 ° the identification of the undertaking referred to in article 168, 7 °.
§ 3. The FSMA may request any additional information necessary for the assessment of the registration application.
§ 4. The mutual fund shall communicate immediately to the FSMA all information necessary for the permanent maintenance of the registration. Where appropriate, the concerned mutual fund communicates, within this framework, without delay, the changes made to the list of existing sub-funds and classes of existing shares.
S. 173. the management regulations or statutes and the latest published annual report are annexed to the prospectus referred to in article 57.
The mutual fund shall ensure that the financial rules or the statutes annexed to the prospectus referred to in article 57, are at any time to update and conform to the text submitted to the FSMA.
The prospectus and the periodic reports are marked that the management regulations or the articles of incorporation are filed with the undertaking referred to in article 168, 7 °.
Any person may obtain a copy of the management regulations or statutes that undertaking.
Section 2. -Exercise of activity art.
174. the collective investment undertaking performs its investments in assets belonging to the categories of investments open to undertakings for collective investment under Belgian law.
The rules governing the investment policy of the organization may be such as they deviate from those that apply to the category of corresponding investments open to undertakings for collective investment under Belgian law.
S.
175. the rules relating to the establishment and the perception of the commissions and costs be borne by the undertaking for collective investment or participants must be clear and precise.
Financial intermediaries who provide the marketing of the units of the undertaking for collective investment in Belgium may not take commissions or charges other than those provided by the King, by order made on the advice of the FSMA.
S. 176 § 1. The King may apply to collective investment undertakings referred to in this chapter all or part of the provisions adopted pursuant to articles 60, § 1, paragraph 2 and 64, § 1.
The FSMA may grant derogations to the application of these provisions as regards collective investment undertakings referred to in this chapter.
An undertaking for collective investment of foreign law cannot avail nor the term 'guaranteed capital' of an equivalent term, or the term "capital-protected" or "principal protected" or an equivalent term, unless the conditions laid down by the King in this regard pursuant to section 74 are fulfilled.
§ 2. The King may apply to collective investment undertakings referred to in this chapter all or part of the provisions under section 84.
§ 3. The King may apply to collective investment undertakings referred to in this chapter all or part of the measures taken under articles 85, § 2, paragraph 2, § 3, paragraph 2 and 86. Article 85, paragraph 3, subparagraph 3 shall apply.
§ 4. The King may apply to collective investment undertakings referred to in this chapter all or part of the arrangements made under article 89.
S.
177. the valuation of the assets of the mutual fund rules and the rules for the calculation of the net value of inventory and the issue and redemption of shares prices, must provide correct information to the public and cannot prejudice the interests of the latter.
CHAPTER 3. -Provisions applicable to undertakings for collective investment of foreign number law fixed parts Section 1. -Conditions of registration art. 178. an undertaking for collective investment referred to in this chapter and, where appropriate, its compartments are inscribed on the list referred to in article 149, and shares of the mutual fund and its sub-funds may be offered publicly in Belgium, if the following conditions are met: 1 ° the undertaking for collective investment a sole object the collective investment of financial resources and it is managed or administered according to the principle the distribution of risk, for the exclusive benefit of participants;
(2) the collective investment undertaking is registered in its state of origin, in accordance with legislation providing that it is subjected to a special status for the purpose of protection of public savings, and cooperation between the relevant authorities is sufficiently ensured;
3 ° in relation to the exercise of the functions of collective investment management, referred to in

article 3, 22 °, a) and b): has) the investment company, where it has a management that it is clean and that is appropriate to its business structure, and physical, human and technical resources providing an administrative, accounting, financial and technical organization that it is clean and that is appropriate to its business, responds in its original state to provisions aimed at achieving the objectives referred to in articles 39 41, 42 and 43 or objectives deemed equivalent by the FSMA.
((b) or, in other cases, people who perform the functions of management of collective investment undertakings referred to in article 3, 22 °, a) and (b)) and, where appropriate, advise meet in their State of origin to provisions aimed at achieving the objectives referred to in articles 197-199, 201-203, 206 and 218 or objectives deemed equivalent by the FSMA;
4 ° the management regulations or the articles of the collective investment undertaking contain information equivalent to those to be included in the management regulations or the Statute of the undertakings for collective investment under Belgian law that invest in the corresponding category of assets; If not the mutual fund shall attach the missing information, which will be an integral part of the regulation of management or the statutes for the purposes of the provisions of this Act and the orders and regulations for its execution;
5 ° except in the cases where this is not required for the investment funds under Belgian law corresponding category, says mutual fund custody of its assets to a custodian: has) which is a credit institution having its registered office in a Member State of the European economic area or, if its registered office is not located in a Member State of the EEA European which is subject to prudential rules considered by the FSMA as equivalent to those laid down by Community legislation; and (b)) which, with regard to the category of investments permitted for which the mutual fund has opted, has administrative, financial and technical necessary to exercise the activities referred by the King, in application of article 50, § 1; and (c) which is represented for the effective exercise of its activities, by individuals who have the required professional repute and appropriate experience with regard to the category of authorized investments for which the collective investment undertaking has opted. and, d) which, in its state of origin, is subject to provisions aimed, as appropriate, to achieve the objectives referred to in articles 52, §§ 1 and 2, and 55 or objectives deemed equivalent by the FSMA;
6 ° the mutual fund has designated a person which, pursuant to Directive 2006/43/EC, or in accordance with legislation deemed equivalent by the FSMA, is empowered, under the Act, the annual accounts and to which the accounting data contained in the periodic reports of the mutual fund are subject to control;
7 ° the mutual fund has designated a company referred to in article 85, § 2, paragraph 1, for: a) ensuring Belgium distributions to participants, as well as the sale or redemption of shares;
(b) ensure the dissemination in Belgium of the information that the mutual fund is required to provide;
c) transmit to the FSMA all necessary information relating to the public offer of shares in Belgium;
8 ° the mutual fund shares are, in accordance with article 87, paragraph 1, listed on a regulated market in the European Union.
S. 179. in the cases referred to article 178, 3 ° and 5 °, d), the persons concerned may, in the absence of provisions in their State of origin, demonstrate that they meet effectively the objectives referred to in those provisions.
S.
180. If a management company governed by the law of a European economic area Member State has been designated by a mutual fund or a company investment, and that this management company, under such approval as referred to in article 6, paragraph 1, of Directive 2009/65/EC, provides the concerned mutual fund (, in the State of origin of the latter, collective management of portfolios of collective investment undertakings, the condition referred to in article 178, 3 °, b) is deemed completed.
S. ((181. a credit institution of which the head office is located in a Member State of the EEA European, is deemed comply with the provisions referred to in article 178, 5 °, a), b) and (c)).
By way of derogation to article 178, 5 °, a collective investment undertaking may be listed even if it has not designated a depositary or if the depositary does not meet all the requirements established by this Act, provided that the FSMA believes that the mutual fund participants enjoy protection equivalent to that offered to the participants of the undertakings for collective investment that have appointed a custodian , or that the undertakings for collective investment under Belgian law that invest in the corresponding asset class are no more obliged to appoint a custodian.
S. 182 § 1.
The application for entry in the list is addressed to the FSMA.
§ 2. The registration request is accompanied by a dossier complying with conditions set by the FSMA establishes that it is meets the conditions laid down in this chapter and which includes the elements specified by the FSMA.
This folder includes: 1 ° a certificate issued by the control authority of the State of origin concerning the conditions referred to in article 178, 1 ° and 2 °, or, if such a certificate cannot be provided, a description of the status to which the mutual fund is subject in its original state;
2 ° a selection, accompanied by a commentary, of the provisions of the State of origin that tend, as appropriate, to achieve the objectives referred to in articles 39, 41, 42 and 43 or articles 197-199, 201-203, 206 and 218, or achieve objectives deemed equivalent by the FSMA, or, in the case referred to in article 179, a description of how individuals respond effectively to the objectives referred to in the abovementioned provisions;
3 ° except in the case referred to in article 179, an assessment, conducted by an independent expert in the subjects concerned, whether if the selection referred to 2 ° and the comment of the relevant provisions are fair, adequate and comprehensive and the relevant provisions are designed to achieve your goals or equivalent objectives;
4 ° a copy of the rules of management or the statutes of the mutual fund;
5 ° a description of administrative, accounting, financial and technical of the mutual fund;
6 ° a description of the body of undertakings in which the undertaking for collective investment fits with other companies or organizations linked to it as part of a community of management or control or by a substantial direct or indirect holding;
(7 ° identification of the persons who perform management functions referred to in article 3, 22 °, a) and (b)) as well as their statutes, the identity of the persons in charge of its (their) effective management, a description of its (their) administrative, accounting, financial and technical and the identity of their shareholders;
8 ° if applicable, identification of the Adviser and its statutes, the identity of the persons responsible for his effective leadership, a description of its administrative, accounting, financial and technical organization and the identity of its shareholders;
9 ° identification of the depositary and the elements demonstrating that it satisfies the requirements referred to in article 178, 5 °;
10 ° the identification and status of the person referred to in article 178, 6 °, and a copy of the last report it had prepared on the body;
11 ° the identification of the undertaking referred to in article 178, 7 °.
§ 3. The FSMA may request any additional information necessary for the assessment of the registration application.

§ 4. The mutual fund shall communicate immediately to the FSMA all information necessary for the permanent maintenance of the registration.
S. 183. the periodic reports are marked that the management regulations or the articles of incorporation are filed with the undertaking referred to in article 178, 7 °.
Any person may obtain a copy of the management regulations or statutes that undertaking.
Section 2. -Exercise of activity art. 184. the collective investment undertaking performs its investments in assets belonging to the categories of investments open to undertakings for collective investment under Belgian law.
The rules governing the investment policy of the organization may be such as they deviate from those that apply to the category of corresponding investments open to undertakings for collective investment under Belgian law.
S.
185. the rules relating to the establishment and the perception of the commissions and costs be borne by the undertaking for collective investment or participants must be clear and precise.
PART 3. -Management of undertakings for collective investment book I companies. -Scope art.
186. the provisions of this part shall apply to management companies of

collective investment under Belgian law as well as the businesses of foreign law, to the extent for the latter where they exercise an activity referred to in article 3, 12 ° in Belgium.
S. 187. the provisions of this part shall not apply: 1 ° to the investment firms referred to in book II, titles II to IV of the law of 6 April 1995, which are authorized to provide the services of investment referred to in article 46, 1 °, of the law of 6 April 1995 4, when they provide this service to organizations of collective investment of Belgian law; are nevertheless applicable to these companies articles 195, 201, § 3, paragraph 2, 201, § 6, paragraphs 3, 4, 5 and 6, 201, § 7, paragraph 2, 202, § 3, 218, 220 and 224;
2 ° to the credit institutions referred to in titles II to IV of the law of 22 March 1993, when providing investment services referred to in article 46, 1 °, 4 of the law of 6 April 1995 to undertakings for collective investment under Belgian law. are nevertheless applicable articles 195, 201, § 3, paragraph 2, 201, § 6, paragraphs 3, 4, 5 and 6, 201, § 7, paragraph 2, 202, § 3, 218, 220, 224.
BOOK 2. -Belgian law title 1 funds management companies. -Access to activity Chapter 1. -Leisure arts. 188. any management company of undertakings for collective investment under Belgian law that intends to carry on business in Belgium is required, before starting its activity to accredit to the FSMA.
The collective investment management company may perform one or more functions of management referred to in article 3, 22 ° a), b) or c), as well as providing, on an ancillary basis, one or more investment services referred to in article 3, 23 °.
However, 1 ° the exercise of the function of management referred to in article 3, 22 °, c), is permitted only to the undertakings for collective investment management company whose approval also covers management functions referred to in article 3, 22 °, a) and/or (b));
(2 ° the provision on an ancillary basis of the investment service referred to in article 3, 23 °, b), is permitted only to the undertakings for collective investment management company whose approval also covers the accessory supply of the investment service referred to in article 3, 23 °, a).
S. 189 § 1.
The applicant shall specify the functions of management referred to in article 3, 22 ° a), b) or c), it intends to exercise as well as investment services referred to in article 3, 23 °) or (b)), it intends to provide, and for which he wishes to obtain the approval.
Application for approval is accompanied by a programme of activities responding to the conditions laid down by the FSMA are indicated in which, inter alia, the mode of exercise of the functions of management referred to in article 3, 22 °, that it intends to exercise, the volume of the activities envisaged and the structure of the Organization of the society, its ties with other people and the category of authorized investments of the undertakings for collective investment that it intends to manage. The applicant shall provide all information necessary for the assessment of his application.

§ 2. The § 1 is also applicable to applications submitted by companies from management of mutual funds already approved that wish to exercise management functions, referred to in article 3, 22 °, or provide additional investment referred to in article 3, 23 °, and which are not covered by accreditation or who intend to manage of undertakings for collective investment that have opted for a category of authorized investments other than that indicated in the programme of activities referred to the paragraph. 1. articles 190 to 194 shall apply.
The applicant shall immediately send to the FSMA information necessary for the permanent maintenance of the record of approval.
S. 190. when approval is sought by a collective investment management company which is the subsidiary of a stockbroking firm, a credit institution, an insurance undertaking or a business of reinsurance under Belgian law or the subsidiary of the parent undertaking of a stockbroking company, of a credit institution, of an insurance undertaking or a business of reinsurance under Belgian law , is still controlled by the same natural or legal persons as a firm, as a credit institution, an insurance undertaking or a reinsurance under Belgian law undertaking, the FSMA consults the Bank before making its decision.
When approval is sought by a management company of undertakings for collective investment, that is, either the subsidiary of another company of management of undertakings for collective investment, an investment firm, a credit institution, an insurance undertaking or reinsurance approved in another undertaking Member State of the European economic area, or the subsidiary of the parent undertaking of another collective investment management company , of an investment firm, a credit institution, an insurance undertaking or reinsurance authorised in another Member State, undertaking or still controlled by the same natural or legal persons as another company of management of undertakings for collective investment, as an investment firm, as a credit institution, an insurance undertaking or an authorised in another Member State reinsurance undertaking, the FSMA consults before taking its decision, the national authorities of those other Member States which manage collective investment management companies, investment firms, credit institutions, insurance undertakings or reinsurance undertakings authorised under their law.
Similarly, the FSMA previously consult the supervisory authorities referred to in paragraph (2) for the purposes to assess the qualifications of the shareholders and executives in accordance with articles 198 and 199, where the shareholder is a company referred to in paragraph 2 and that the individual involved in the direction of the collective investment management company takes part also in the direction of one of the companies referred to in paragraph 2. These authorities shall communicate to each other all information useful for the assessment of the qualifications of shareholders and persons participating in the direction referred to in this paragraph.
S. 191. the FSMA grant approval sought investment funds management companies which meet the conditions laid down in Chapter 2. It decides on the application within six months of the introduction of the complete dossier and, at the latest, within nine months of receipt of the request.
Approval decisions indicate the functions of management and investment services that the Corporation is authorized to provide.
S.
192. with a view to a sound and prudent management of the collective investment management company, the FSMA may restrict the approval thereof to the exercise of certain management functions and the provision of certain investment services or impose conditions on the exercise of certain management functions or the provision of certain investment services.
S. 193. the FSMA establishes a list of management companies of undertakings for collective investment authorised under this book. This list and any changes that are made are published on its website.
The list of companies of undertakings for collective investment management refers to management functions referred to in article 3, 22 ° a), b) or c), and investment services referred to in article 3, 23 °) or (b)), that the collective investment management company is authorized to provide. It also specifies whether the undertakings for collective investment management company exercises its activity, by the establishment of a branch or the free provision of services, in the territory of other Member States of the European economic area, in accordance with chapters VI and VII.
The list may include topics and subtopics.
S. 194. the FSMA notifies any approval granted to the European authority of financial markets.
The FSMA shall notify the European Commission any authorisation granted to a management of undertakings for collective investment under Belgian law company which is a subsidiary of one or more parent undertakings falling under the European law of one or several States not members of the EEA. FSMA also informed the supervisory authorities of the other Member States of the granting of such approval. Notification to the European Commission mentions the identity of this or these parent undertakings and, if applicable, indicates the financial structure of the group that controls the management of collective investment company approved.
The FSMA communicates the same information to the European Commission, on its request, when it receives a request for approval of a management of undertakings for collective investment under Belgian law firm meets the requirements laid down in paragraph 1, in the cases referred to in article 15, §§ 2 and 3, paragraph 1, of Directive 2004/39/EC.
In the cases referred to in article 15, paragraph 3, subparagraphs 2 and 3, of Directive 2004/39/EC, the FSMA limit or suspend its accreditation decisions of management companies of undertakings for collective investment under Belgian law referred to in the paragraph 1 and this in the manner and for the period established by the Board of the Union European or Commission European in application of these provisions.
For the purposes of this provision, the terms ' firm/investment firm' and ' '.

investment firms', contained in article 15 of that Directive be construed respectively as «undertakings for collective investment management company» and «investment funds management companies.
S. 195. the management of undertakings for collective investment under Belgian law companies and management of investment funds of foreign law companies operating in Belgium under Book III are only allowed to public use in Belgium of the term 'management company of undertakings for collective investment, including in their name, in the description of their social purpose in their titles, effects or documents or in their advertising.
In cases where there is a likelihood of confusion, the FSMA may impose on undertakings for collective investment of foreign law management companies authorised to use in Belgium of the terms referred to in paragraph 1, adding to their designation of an explanatory statement.
CHAPTER 2. -Conditions for approval Section 1st. -Form art. 196. the management of undertakings for collective investment under Belgian law companies shall be formed in the form of a Société anonyme.
Section 2. -Capital minimum s. 197. the approval as a collective investment management company is subject to the existence of a minimum capital paid-up to the extent of EUR 125 000 at least.
In the case of pre-existence of the plaintiff Corporation of certification in quality management of undertakings for collective investment, share premium, reserves and the result brought froward are, for the purposes of paragraph 1, be assimilated to the minimum capital. Section 206 is also applicable.
Section 3. -Shareholders art. 198. the approval is subject to communication to the FSMA by the identity of the natural or legal persons who, directly or indirectly, acting alone or in concert with others, have a qualifying, in the capital of undertakings for collective investment management company conferring the right to vote or not. The communication must indicate the haircuts of the capital and voting rights held by these people.
Accreditation is denied if the FSMA has grounds for considering that the natural or legal persons referred to in paragraph 1 do not have necessary qualifications against the need to ensure a sound and prudent management of the investment funds management company.
Section 4. -Leaders articles 199. the effective management of the investment funds management companies should be entrusted to two persons at least. they must possess the required professional repute and appropriate experience to perform these functions, having regard in particular to the programme of activities referred to in article 189.
Persons who take part in the administration or management of a company's management of funds, without participating in its effective management, must have the professional integrity and expertise, as well as the adequate experience to assume their duties.
S. 200. persons who take part in the administration, management and effective management of the collective investment management company can be in one of the cases referred to in article 19 of the law of 22 March 1993.
Section 5. -Organization art. 201 § 1. Collective investment management company must have a management structure that it is clean and that is appropriate to the functions of management that it carries on or intends to exercise and investment services it provides or intends to provide as well as a good administrative and accounting organization.
The King said, by order made on the advice of the FSMA, what is meant by appropriate management structure and good administrative and accounting organization.
§ 2. The collective investment management company must also have material, human and technical resources providing an administrative, accounting, financial and technical organization that it is clean and which is appropriate to the functions it intends to exercise and investment services it intends to provide.
It must have, inter alia, mechanisms of control and safety in the computer field.
It takes into account in this regard the nature, volume and complexity of these activities, as well as risks y related.
The King, by order made on the advice of the FSMA, clarifies what is meant by material, human and technical resources ensuring own organization to the management company investment collective and appropriate to its activities.
§ 3. The collective investment management company must arrange adequate internal control.
Internal control procedures include rules: has) concerning personal transactions by its employees or the detention or the management of investments in financial instruments to invest on its own account;
b) ensuring, at a minimum, that each transaction involving the mutual fund can be reconstituted as to its origin, to the parties concerned, its nature, as well as at the time and the place where it was made;
c) ensuring that the assets of the collective investment undertakings managed by the management of collective investment company are placed in accordance with the management regulations or the articles of Association and legal provisions in force;
The system of internal control provides a reasonable degree of certainty about the reliability of the financial reporting process, so that the annual accounts, inter alia, comply with the accounting rules in force.
The King, by order made on the advice of the FSMA, clarifies what is meant by adequate internal control.
§ 4.
The collective investment management company takes the necessary measures to be able to have an adequate independent internal audit function permanently.
The King, by order made on the advice of the FSMA, clarifies what is meant by adequate independent internal audit function.
The FSMA may grant derogations from the provisions of the first subparagraph, if the undertakings for collective investment management company concerned determines that this requirement is not proportionate and appropriate account nature, scale and complexity of its activities, as well as the nature and range of the activities of collective portfolio management exercised by it.
The FSMA may establish specific conditions on the granting of these derogations.
§ 5. The collective investment management company takes steps to have always a function of independent compliance appropriate, aimed at ensuring compliance by the company, its directors, its senior managers, its employees and its agents, rules of law relating to the integrity of the activity of undertakings for collective investment management company.
The King, by order made on the advice of the FSMA, clarifies what is meant by adequate independent compliance function. It can determine the cases in which the FSMA may grant derogations from the provisions taken pursuant to this paragraph.
§ 6. The collective investment management company must have a function of an appropriate risk management policy and adequate risk management.
The King, by order made on the advice of the FSMA, clarifies what is meant by appropriate function properly and risk management policy risk management. It can determine the cases in which the FSMA may grant derogations from the provisions taken pursuant to this paragraph.
The management of collective investment company must employ a method of risk management, adapted to the category of authorized investments of the collective investment undertakings managed, enabling it to monitor and measure at any time the risk of the positions and the contribution of these to the general of the undertakings for collective investment managed portfolio risk profile , or, as appropriate, to the general risk of different compartments of these undertakings for collective investment profile.
The collective investment management company must employ a method for a precise and independent assessment of the value of OTC derivatives in portfolio or, where appropriate, in the portfolio of the different sub-funds, each mutual fund managed.
The King, by order made on the advice of the FSMA, specifies the procedures for the assessment of OTC derivatives.
Collective investment management company should communicate to the FSMA, once a year and whenever it so requests, a report giving a true picture of the types of derivative instruments, underlying, the quantitative limits risks and methods selected to estimate the risks associated with transactions in derivative instruments for each managed mutual fund or If any, for the different compartments of each managed mutual fund. The FSMA may, by means of regulations in accordance with article 64 of the law of 2 August 2002, clarify the rules in this regard.
§ 7. The collective investment management company is developing a policy of adequate integrity, which is regularly updated.
The collective investment management company takes organizational measures

and administrative suitable to prevent that conflict of interest occurring:-between itself, including its directors, its senior managers, its employees and its agents, or any business related, firstly, and its clients, on the other;
-between itself, including its directors, its senior managers, its employees and its agents, or any undertaking which it is linked, on the one hand, and collective investment undertakings that are managed, on the other hand;
-between clients themselves;
-between the undertakings for collective investment managed themselves;
-between his customers and collective investment undertakings managed;
-do not infringe upon the interests of organizations managed collective investment or its customers.
The King, by order made on the advice of the FSMA, specifies the rules and obligations in this area. These rules and obligations is focused on the organizational rules in order to prevent the occurrence of conflicts of interest, as well as where the collective investment management company produces and disseminates investment research work.
§ 8. The collective investment management company is an audit within its legal governing body Committee.
The King, by order made on the advice of the FSMA, determines the rules and obligations in this area. It can determine the conditions under which the FSMA may derogate from the provisions taken pursuant to this paragraph.
§ 9. The Organization of the collective investment management company should enable it to provide, at the request of any carrier titles, additional information to those made in the prospectus and the annual and semi-annual managed collective investment organizations, reports relating to the quantitative limits that apply to the management of the undertakings for collective investment risks managed on the methods chosen to achieve these limits and on recent developments in risks and yields of the assets that the category of authorized investments for which the collective investment undertakings managed opted.
§ 10. Without prejudice to the powers granted to the body of legal administration in relation to the determination of the general policy, as provided for by the Code of corporations, persons responsible for the effective management of the management company of undertakings for collective investment, appropriate Management Committee, under the supervision of the legal administration body, take the necessary measures to ensure compliance with the provisions of §§ 1 to 9 and the provisions of section 202 , § 5.
Without prejudice to the provisions of the companies Code, the legal administration of the collective investment management company shall check at least once a year, if necessary through the audit committee, if the company complies with the provisions of §§ 1 to 8 and paragraph 1 of this paragraph, and it takes knowledge of the appropriate measures taken.
The persons responsible for the effective management, appropriate Management Committee, shall report at least once a year to the body of legal administration, to the FSMA and the Commissioner certified on compliance with the provisions of paragraph 1 of the present § and appropriate measures taken.
This information is transmitted to the FSMA and the Commissioner approved in the manner determined by the FSMA.
S. 202 § 1. Collective investment management company may entrust to a third party by contract of mandate or contract for the exercise, for its own account, of one or more of its collective investment management capabilities, referred to in article 3, 22 ° a), b) or c), through, inter alia, compliance with the conditions laid down below.
1 ° the decision to entrust the exercise of certain management functions to a third party must be notified in advance to the FSMA. This notification must establish that it is meets the conditions of this article. Where appropriate, the FSMA shall promptly transmit this information to the competent authorities of the Member State of origin of the undertakings for collective investment established in another State member of the European economic area managed by the collective investment management company concerned.
2 ° the exercise of adequate supervision of the management company of collective investment and managed collective investment undertakings may not be impeded.
3 ° it can be prejudiced the obligation of undertakings for collective investment management company to perform his duties of management of funds in accordance with article 9.
4 ° the exercise of the function of management referred to in article 3, 22 ° a) cannot be entrusted to a third party subject to the conditions set out below.
(a) the exercise of that function can be awarded only to a company subject to a regime of prudential supervision. It must have an administrative, accounting, financial and technical organization appropriate to the nature of the management functions which the exercise is entrusted to him and to the category of investments permitted for which the managed collective investment undertaking has opted. Administrators and people who actually provide the effective management must possess the required professional repute and appropriate experience to perform these functions.
(b) without prejudice to the a), as regards specifically the undertakings for collective investment that have opted for the category of authorized investments referred to in article 7, paragraph 1, 1 ° or 2 °, i. the exercise of management referred to in article 3, 22 ° function has) can be awarded only to a company authorized to provide investment services referred to in article 46 1 °, 4 of the law of 6 April 1995 or a collective investment management company;
II. the criteria for distribution of investments, fixed periodically by the investment company must be respected.
c) the exercise of the functions of management referred to in article 3, 22 ° a) cannot be given or provided by the custodian of the organization managed collective investment, nor by any other undertaking whose interests may conflict with those of the organization with those of holders of securities or investment funds managed.
((d) without prejudice to point c) above, as regards collective investment undertakings managed who have opted for a type of institution of authorized investments other than those referred to in article 7, paragraph 1, 1 ° or 2 °, the King shall determine, by order made on the advice of the FSMA, the conditions under which the exercise of the function of management referred to in article 3 (, 22 °, has) may be entrusted to a third party.
5 ° the exercise of the function of management referred to in article 3, 22 °, b) cannot be entrusted to a third party subject to the conditions set out below.
(a) the exercise of that function can be awarded only to a company subject to a regime of prudential supervision. It must have an administrative, accounting, financial and technical organization appropriate to the nature of the management functions which the exercise is entrusted to him and to the category of investments permitted for which the managed collective investment undertaking has opted. Administrators and people who actually provide the effective management must possess the required professional repute and appropriate experience to perform these functions.
(b) with regard to collective investment organizations meet the requirements of the Directive 2009/65/EC, the exercise of that function may be entrusted to an undertaking established in Belgium, or, under the conditions established by this Act, to a company established in another European economic area Member State.
As regards collective investment undertakings that do not meet the conditions of the Directive 2009/65/EC, the exercise of that function cannot be entrusted to a company established in Belgium.
This paragraph is not applicable to the missions and tasks referred to in article 23, paragraph 1, on condition that this delegation of management functions has been approved beforehand by the FSMA.
c) by derogation to point a) above and without prejudice to the application of point b) above, in relation to collective investment in number fixed shares, the exercise of the function of management referred to in article 3, 22 °, b), i) may be awarded to an auditor approved, a chartered accountant or an accountant. It must operate within a company and have an administrative, accounting, financial and technical organization appropriate to the nature of the functions the exercise of which is entrusted to him and to the category of authorized investments for which the collective investment undertaking has opted. Administrators and people who actually provide the effective management must possess the required professional repute and appropriate experience to perform these functions.
The third party to whom the function of management referred to in article 3, 22 °, b), i) is entrusted must submit sufficient independence of the Commissioner. The provisions of articles 183bis to 183sexies of the royal decree of 30 January 2001 implementing the companies Code it shall mutatis mutandis apply.
(d) the exercise of the functions of management referred to in article 3, 22 °, b i), iii), iv) and ix) cannot be given or provided by the custodian of the organization managed collective investment, nor by any other undertaking whose interests may conflict with those of the organization with those of holders of securities or investment funds managed.

6 ° where the exercise of the functions of management is entrusted to a company governed by the law of a non-Member State of the European economic area, this company must be submitted in its original state to supervision equivalent to that referred to the item 4 °, has) and is carried out in a way permanent by a public authority. Cooperation between the supervisory authorities concerned must be ensured through collaborations.
7 ° the measures are put in place that allow the leaders of the collective investment management company to control effectively at any time the activity of the company with which the contract of mandate or the contract is concluded.
8 ° the collective investment management company leaders must be able to give at any time further instructions to the undertaking to which functions are entrusted and to end the contract of mandate or the contract effective immediately when it is in the interest of collective investment undertakings managed or titles of these carriers.
9 ° of the measures are put in place which, when it is terminated the contract of mandate or contract for any reason whatsoever, to ensure the continuity of management functions covered by this contract.
10 ° the prospectus referred to in article 57, paragraph 1, of the collective investment undertaking should indicate the management functions which the mutual fund management company has been permitted by the undertakings for collective investment managed to entrust to a third party.
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2. The collective investment management company may utilize to the § 1 in a measure such as the presence of the material means, human and technical required by article 201 are insufficient to ensure respect of article 201.
§ 3. When a third person who was entrusted with the exercise of certain management functions in accordance with the § 1 uses itself an entity, third for ensuring the exercise of management functions that it has been awarded, the §§ 1 and 4 are applicable.
To undertakings for collective investment that have opted for the category of authorized investments referred in article 7, paragraph 1, 5 ° or 7 °, the King shall determine, by order made on the advice of the FSMA, the conditions under which the delegation by the third party referred to in paragraph of material tasks related to functions of management referred to in article 3, 22 ° (b), may derogate from paragraph 1.
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4. The fact that the undertakings for collective investment management company has entrusted to a third party the exercise of certain management functions referred to in article 3, 22 °, cannot have impact on its responsibility or that of the depositary.
§ 5. When a collective investment management company entrusts to a third party the execution of operational tasks to ensure the provision of its services as investment continues and satisfactory to its customers, it takes adequate measures to reduce the operational risk y related.
Outsourcing referred to in paragraph 1 shall be carried out in a manner that significantly impair the adequacy of procedures for internal control of the company and which prevents the FSMA control if the company meets its legal obligations.
The FSMA may specify the provisions of this section by way of regulations made in pursuance of articles 49, § 3, and 64 of the law of 2 August 2002.
S.
203. If there are close links between the management company of collective investment and other natural or legal persons, these links may interfere with the exercise of a supervisory, individual control or on a consolidated basis adequate collective investment management company.
If the collective investment management company has close links with a physical or legal person under European law from a non-EEA State, laws, regulations and administrative provisions applicable to that person or their implementation may not hinder the exercise of a prudential, individual control or on the consolidated basis adequate collective investment management company.
Section 6. -Administration central s. 204. without prejudice to article 202, registered office and central administration of the collective investment management company shall be located in Belgium.
Section 7. -Protection of clients s. 205. the undertakings for collective investment management company authorized to provide the service of investment of individual portfolio management must adhere to the system of investor protection referred to in title V of the law of 6 April 1995.
TITLE 2. -Conditions for the exercise of the activity Chapter 1. -Fund own minimum s.
206. the own funds of the undertakings for collective investment management company may not become lower than the amount of the minimum capital fixed in accordance with section 197.
In accordance with article 64 of the law of 2 August 2002, the FSMA sets by regulation: 1 ° the concept of own funds;
2 ° the additional amount of own funds required based on the total value of the portfolios of the collective investment management company as well as the conditions under which the management company is authorized to not to provide these additional own funds;
3 ° the concept of a collective investment management company portfolios.
CHAPTER 2. -Modification of the structure of capital art. 207 § 1. Without prejudice to article 198 and the Act of 2 May 2007, any physical or legal person acting alone or in concert with others, who took the decision to acquire, directly or indirectly, a qualifying holding in a company's management of undertakings for collective investment under Belgian law, to carry out, directly or indirectly, to an increase of the qualifying holding in a management of undertakings for collective investment under Belgian law firm in such a way that the proportion of voting or equity rights held reaches or exceeds the thresholds of 20%, 30% or 50% or the collective investment management company to become its subsidiary is required to notify in writing prior to the FSMA the amount envisaged his participation and relevant information referred to in § 3 paragraph 3.
§ 2. Diligently, and in any event within a period of two working days after receipt of the notification and the full information referred to the § 1, as well as following the possible subsequent receipt of the information referred to in paragraph 3 of this subsection, the FSMA acknowledges receipt in writing to the proposed acquirer. The acknowledgement indicates the expiration of the evaluation period.
The evaluation period available to the FSMA to carry out the assessment referred to in § 3 is maximum sixty working days from the date of the acknowledgement of receipt of the notification and all documents required with the notification on the basis of the list referred to in § 3, paragraph 3.
The FSMA may, during the assessment period, no later than the fiftieth working day of the assessment period, request additional information necessary to carry out its assessment. This request is made in writing and specifies additional information necessary.
During the period between the date of the request for information by the FSMA and the receipt of a response from the proposed acquirer to this request, the evaluation period is suspended. This suspension cannot exceed 20 working days. The FSMA may make, beyond the date limit determined in accordance with the preceding paragraph, to other applications to collect additional information or clarification, without these applications do however place a suspension of the evaluation period.
The FSMA may wear the suspension referred to in paragraph 4, to 30 working days: has) if the proposed acquirer is established outside the EEA European or statement of non-Community rules;
or (b) if the proposed acquirer is a natural or legal person who is not subject to supervision under Directives 2006/48/EC of the European Parliament and of the Council of 14 June 2006 relating to access to the activity of credit institutions and pursue (recast) Directive 2009/65/EC, Directives 92/49 / EEC of 18 June 1992 on the coordination of the legislative provisions (, regulation or administrative action relating to direct insurance other than life assurance third Directive ' insurance non-life»), Directives 2002/83/EC of the European Parliament and of the Council of 5 November 2002 concerning life assurance, Directives 2004/39/EC of the European Parliament and of the Council of 21 April 2004 on markets in financial instruments, or Directives 2005/68/EC of the European Parliament and of the Council of 16 November 2005 on reinsurance.
§ 3. The FSMA may, during the period of assessment referred to in § 2, if opposition to the achievement of the acquisition if it has reasonable grounds to consider, on the basis of the criteria laid down in paragraph 2, that the acquirer does not the qualifications with regard to the need to ensure a sound and prudent management of the collective investment management company or if the information provided by the proposed acquirer is incomplete.
The assessment of the notification and the information referred to in the § 1, and the additional information referred

§ 2 the FSMA appreciates, in order to ensure sound and prudent management of the collective investment management company covered by the proposed acquisition and taking account of the likely influence of the proposed acquirer on the collective investment management company, the suitability of the proposed acquirer and the financial soundness of the proposed acquisition against all of the following criteria (: a) the reputation of the candidate purchaser;
b) the reputation and experience of any person referred to in article 199, which will ensure the direction of the activities of the management company of undertakings for collective investment as a result of the proposed acquisition;
(c) the financial soundness of the proposed acquirer, in particular in relation to the type of business pursued and envisaged in the collective investment management company covered by the acquisition being contemplated;
(d) the ability of the undertakings for collective investment management company to meet and continue to meet the prudential requirements arising from this Act and took orders in pursuance thereof, in particular the point whether the group to which it belongs has a structure that allows effective monitoring, to actually exchange information between the competent authorities and to determine the sharing of responsibilities among the competent authorities;
e) the existence of reasonable grounds to suspect that a transaction or an attempt of laundering of capital and financing of terrorism within the meaning of article 1 of Directive 2005/60/EC of the European Parliament and of the Council of 26 October 2005 on the prevention of the use of the financial system for the purpose of laundering of capital and financing of terrorism is in progress or has occurred in relation to the proposed acquisition , or that the proposed acquisition could increase the risk.
The FSMA publishes on its website a list specifying the relevant information, proportionate and adapted to the nature of the proposed acquirer and the proposed acquisition, which are necessary to carry out the assessment and that must be communicated to him at the time of the notification referred to the § 1.
If the FSMA decided to oppose the proposed acquisition, at the end of the assessment, it shall notify in writing to the proposed acquirer, within a period of two working days, and not exceeding the assessment period.
An appropriate statement of the reasons for the decision may be made available to the public at the request of the proposed acquirer.
If, at the end of the evaluation period, the FSMA did not oppose the proposed acquisition, it is deemed approved.
The FSMA may fix a maximum period for concluding the proposed acquisition and extend it where appropriate.
§ 4. The FSMA makes the assessment referred to in § 3 in full consultation with other competent authority concerned if the proposed acquirer is: has) a credit institution, an insurance undertaking, a reinsurance undertaking, investment firm or a collective investment management company authorised in another State Member; "or (b)) the parent undertaking of a company with one of the qualifications referred to in the a); or c) a natural or legal person controlling a company with one of the qualifications referred to in the a).
In the cases referred to in the preceding paragraph, any decision of the FSMA refers to any notice or reservations expressed by the competent authority responsible for the proposed acquirer.
When the prudential assessment of a proposed acquisition falls within the competences of the supervisory authority of credit institutions, insurance undertakings, reinsurance undertakings, investment firms or management companies of undertakings for collective investment of an another Member State, the FSMA Exchange any essential or relevant information for the evaluation as soon as possible, with this authority. In this context, it shall communicate on request all relevant information, on its own initiative all essential information.
§ 5. Any natural or legal person who has taken the decision to stop holding, directly or indirectly, a qualifying holding in a collective investment management company notifies in writing prior to the FSMA and shall communicate the proposed amount of its participation. Such a person shall notify the same to the FSMA its decision to reduce his qualifying holding so that the proportion of voting rights or owned capital shares fall below thresholds of 20%, 30% or 50%, or that the undertakings for collective investment management company cease to be his subsidiary.
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6. In the case of forbearance to pre-export notifications prescribed by the § 1 or 5 or in the case of acquisition or increase participation despite the opposition of the FSMA referred to in § 3, the president of the tribunal de commerce in the jurisdiction of which the collective investment management company is headquartered, acting as in interlocutory proceedings, may take the measures referred to in article 516 , § 1, of the Code of corporations, as well as decide the cancellation of all or part of the deliberations of the General Assembly held in the cases described above.
The procedure is initiated by citation from the FSMA.
Article 516, § 3, of the Code of corporations is of application.
§ 7. Without prejudice to article 198 and the Act of 2 May 2007, any physical or legal person acting alone or in concert with others, which acquired, directly or indirectly, a stake in a Belgian law collective investment management company, or who carried out, directly or indirectly, to an increase of its stake in a Belgian law collective investment management company such as the proportion of voting or equity rights held reaches or exceeds the threshold of 5% of the voting rights or of the capital, without so far holding a qualifying, is required to notify in writing to the FSMA within a period of ten working days after the acquisition.
The same notification is required within a period of ten working days of any physical or legal person who has ceased to hold, directly or indirectly, alone or acting in concert with others, a participation of more than 5% of the capital or of the voting rights of a collective investment management company, which does not constitute a qualifying holding.
The notifications referred to in paragraphs 1 and 2 indicate the precise identity of the buyers, the number of shares acquired or transferred and the percentage of the rights to vote and subsequently held collective investment management company capital acquisition or transfer, as well as the necessary information which the list is published by the FSMA on its website in accordance with § 3 paragraph 3.
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8. Management of collective investment companies communicate to the FSMA, as soon as they have knowledge, acquisitions or dispositions of their securities or shares that cause upward or down one of the thresholds referred to the § 1, paragraph 1.
Under the same conditions, they shall communicate to the FSMA, once a year at least, the identity of shareholders or associates who have, directly or indirectly, acting alone or in concert, participations in their capital, as well as the proportion of the capital and thus held voting rights.
They communicate the same to the FSMA the proportion of shares and voting rights y related including the acquisition or disposition them is declared in accordance with article 515 of the Code of corporations in cases where the statutes do not prescribe their declaration to the FSMA.
S.
208. when the FSMA has grounds for considering that the influence exerted by a natural or legal person owning, directly or indirectly, a qualifying holding in a collective investment management company is likely to endanger its sound and prudent management, and without prejudice to the other measures provided for by this Act, the FSMA may: 1 ° suspend the exercise of the voting rights attached to shares held by the shareholder or the shareholder in question;
It may, at the request of any interested person, grant the lifting of the measures ordered by it; its decision shall be notified in the manner most appropriate to the shareholder or the shareholder in question; his decision is binding as soon as it has been notified; the FSMA may make its decision public;
2 ° give injunction to the shareholder or the shareholder subject to transfer, within the time limit laid down of shareholder rights it holds.
Assignment within the time limit, the absence of the FSMA may order the receivership of the fees associated with such institution or person it shall determine. The receiver gives knowledge to the collective investment management company which amends accordingly the register of shares or sell personal and that accepts the exercise of rights attached thereto by the only receiver. It is in the interests of a healthy and prudent management of the collective investment management company and the holder of the rights of the shareholders were the subject of the receiver. It exercises all the rights attached to the shares or of the shareholders.
Them are collected by him in respect of dividend or otherwise are provided by him to the supra holder if it has complied with the injunction referred to in paragraph 1, 2 °. The capital increases or some tracks subscription conferring or the right to vote, the material option

dividend payable in the company's securities, response to bids to acquire or Exchange and the release of not fully released titles are subordinated to the supra cardholder agreement.
Rights of shareholders acquired under these operations are, of right, the object of the above intended receiver. The remuneration of the receiver is set by the FSMA and is dependent of the supra holder. The receiver may charge such remuneration on the amounts that are paid to him in his capacity as receiver or by the supra holder for the purpose or as a consequence of the transaction referred to above.
When voting rights were exercised by the holder or by a person, other that the receiver, acting on behalf of the holder after the expiry of the time limit in accordance with paragraph 1, 2 °, first sentence, notwithstanding a suspension of their exercise pronounced pursuant to the paragraph 1, 1 °, the commercial court in the jurisdiction in which the company has its registered office may on request of the FSMA, pronounce the invalidity of all or part of the deliberations of the General Assembly if, without illegally exercised voting rights, presence or majority quorum required by such proceedings have not been met.
S. 209. the FSMA shall notify the Commission European acquisition, directly or indirectly, an interest in a management company of undertakings for collective investment of Belgian by one or more natural or legal persons under law to one or several States not members of the European economic area and whose company becomes, therefore, the subsidiary.
FSMA also informed the supervisory authorities of the other Member States of the acquisition of such participation in a Belgian law collective investment management company.
Notification to the European Commission together with the identity of such persons or entities, of the amount of participation and an indication of the financial structure of the group that acquired stake.
The same notifications and information are given to the European Commission, on its request, by the FSMA when the latter had before it, in accordance with article 207, of a proposed acquisition of participation, as described in paragraph 1 in the cases referred to in article 15, §§ 2 and 3, paragraph 1, of Directive 2004/39/EC.
The FSMA limits or prohibits the completion of the acquisition in the case referred to in article 15, § 3, paragraphs 2 and 3 of the abovementioned Directive and cela in the manner and for the period laid down by the Council of the European Union or the Commission European in application of these provisions.
For the purposes of this provision, the terms ' firm/investment firm' and 'investment firms', contained in article 15 of that Directive, be construed respectively as «collective investment management company» and «investment funds management companies.
In the event of acquisition or increase of participation despite the measures taken by the FSMA in accordance with paragraph 4, article 207, § 6, applies.
CHAPTER 3. -Direction and leadership art. 210. the articles of the collective investment management company may authorize the Board of Directors to delegate part or all of the powers referred to in article 522 § 1, paragraph 1 of the Code of corporations to a Steering Committee formed in his breast, he appoints and dismisses members and which it determines the remuneration.
However, this delegation cannot wear or on the determination of the policy, or the acts reserved to the Board of directors by the other provisions of the Code of corporations.
S. 211. the management of collective investment companies previously inform the FSMA by the proposal of appointment or renewal of the appointment, as well as the non-renewal of appointment or revocation of persons taking part in the administration, management or the effective management of the company.
In the case of proposed appointment of a person called to take part in the administration, management or the actual direction of the collective investment management company, investment funds management companies shall communicate to the FSMA information and documents that will enable it to judge if that person has the professional repute and expertise necessary and appropriate experience such as referred to in article 199.
The FSMA makes, within a reasonable time, an opinion on any proposal for appointment or renewal of an appointment. When the proposal for appointment or renewal of an appointment is a person who participates in the effective management, the appointment or renewal of the appointment may intervene if the FSMA issued a favourable opinion.
When it comes to the proposed appointment of a person who takes part for the first time in administration, management or the effective management of an undertaking controlled by the FSMA in accordance with article 45, § 1, 2 °, of the law of 2 August 2002, the FSMA previously consulted the Bank.
The Bank shall communicate its opinion to the FSMA within a period of one week from the receipt of the request for an opinion.
Management of collective investment companies shall inform also the FSMA for the distribution of tasks between people who take part in the administration, management or the effective management of the company, if any of the distribution of tasks among the members of the Executive Committee, as well as significant changes have occurred in this distribution tasks.
S. 212 § 1. Without prejudice to article 195, or a collective investment management company directors and all persons who under any name and in any capacity whatsoever, take part in the administration or the management of the company administrators, representation or without the company of management of organizations for collective investment, exercise warrants administrator or Manager or take part in the administration or management within a corporation or form commercial, a business of another form of Belgian or foreign or public institution Belgian or foreign law, business industrial, commercial or financial, to the conditions and within the limits laid down in this article.

§ 2. The external functions referred to the § 1 are governed by internal rules that the collective investment management company must adopt and enforce to pursue the following objectives: 1 ° prevent the exercise of these functions by persons involved in the effective management of the collective investment management company is infringing the availability required for the exercise of this direction;
2 ° prevent the occurrence of conflicts of interests as well as the risks involved in the exercise of these functions, especially in terms of insider trading in the head of the collective investment management company;
3 ° ensure appropriate publicity of these functions.
The FSMA establishes the terms of those obligations by way of Regulation subject to the approval of the King in accordance with article 64 of the law of 2 August 2002.
The King may, by order made on the advice of the FSMA, amend the regulation thus adopted, or take himself that regulation where the FSMA remains in default.

§ 3. Corporate officers appointed on presentation of the collective investment management company shall be persons who are involved in the actual direction of the collective investment management company or persons designated by it.
Administrators not involved in the actual direction of the collective investment management company cannot be a Director of a corporation in which the collective investment management company owns only if they do not participate in the day-to-day management.
Those involved in the actual direction of the collective investment management company cannot exercise a mandate with a participation in the day-to-day management only if it is a company referred to in article 32, § 4, of the law of 22 March 1993 with which the collective investment management company has close links, of an undertaking for collective investment in statutory form a heritage society in which such persons or their families hold significant interest or even a society in which these individuals are unique leaders and whose activity is confined to management services in the abovementioned companies or the activity of a heritage society as part of the normal management of their heritage.
§ 4. The collective investment management company shall notify without delay to the FSMA functions apart from the management company of undertakings for collective investment by the persons referred to the § 1 for the purposes of the control of compliance with the provisions laid down in this article.
S.
213. in the case of bankruptcy of a collective investment management company, are void and without effect relatively to the mass, the payments made by the company, or in cash, or otherwise, to its directors or managers, as directors or other bonuses, during the two years preceding the time determined by the tribunal as being that of the cessation of payments.

Paragraph 1 does not apply if the tribunal recognizes that no fault serious and characterized these people contributed to the bankruptcy.
CHAPTER 4. -Mergers and disposals between collectives of undertakings for collective investment art. 214 are subject to the authorisation of the FSMA: 1 ° mergers between management companies of undertakings for collective investment or between such companies and other financial institutions;
2 ° the transfer between management companies of undertakings for collective investment or between such companies and other financial institutions of the whole or a part of their activity.
The FSMA cannot refuse permission in the three months of prior notification which has been made of the project and for reasons specific to the sound and prudent management of the investment funds management companies concerned. If it is not involved in the above deadline, permission is deemed to be earned.
S.
215. any total or partial assignment between management companies of undertakings for collective investment or between such companies and other financial institutions of the rights and obligations resulting from the operations of the companies or institutions concerned, and authorized in accordance with article 214, is enforceable against third parties upon publication in the Moniteur belge of the authorization of the FSMA.
CHAPTER 5. -Obligations and prohibitions s. 216. the collective investment management company cannot, unless authorized by the FSMA, exercise activities other than the activities authorized by its licence.
S. 217. the collective investment management company cannot, unless authorized by the FSMA, hold stakes in commercial companies or who borrowed the form of a commercial company.
This prohibition does not apply to investments in companies engaged in whole or in part the activities referred in article 3, 22 ° and 23 °, or participations in companies whose activity consists exclusively of the holding of shares in such companies.
S. 218. the collective investment management company provides a barrier between its various activities.
It can perform to agencies managed placement, or clients of the operations in which it has a personal interest. Individuals who are officers or employees of the collective investment management company are subject to the same prohibition.
The collective investment management company strives to avoid conflicts of interests and, when they cannot be avoided, it shall ensure that the undertakings for collective investment it manages are fairly treated.
The King determines, by order made on the advice of the FSMA, the rules to be respected by the designated collective investment management company and the third party referred to in article 202 to avoid that they find themselves in conflict of interest with the securityholders of managed collective investment undertakings.
The King establishes: a) of the minimum criteria for the detection of conflicts of interest;
(b) requirements of independence in the management of conflicts of interest;
(c) rules on conflict of interest management policy;
(d) rules for management of the activities giving rise to a conflict of interest; and (e)) rules requiring the development of appropriate and effective strategies for the exercise of the voting rights attached to instruments held in managed portfolios.
S. 219. § 1. The collective investment management company and the depositary, in the exercise of their respective functions, act independently and solely in the interest of the participants.
§ 2.
The collective investment management company shall comply with the following principles:-it acts in the exercise of his activity, fairly and equitably and with skill, care and diligence which is necessary in the best interests of the organizations funds it manages and the integrity of the market;
-It has the resources and procedures necessary to carry out its activities and uses them effectively;
-comply with all the rules applicable to the exercise of its activities so as to promote the best interests of its investors and the integrity of the market.
The King stops, by order made on the advice of the FSMA, the rules of conduct that management of undertakings for collective investment companies are required to observe in the exercise of the functions of management referred to in article 3, 22 °, taking into account where appropriate the nature of relevant management function. These rules cover at least:-the fixing of criteria appropriate to act fairly and equitably, with skill, care and diligence that are required in the best interests of undertakings for collective investment, in the sole interest of the participants and in accordance with the principle of equality between them;
-the formulation of the principles ensuring that collective investment management companies use effectively the resources and procedures necessary to carry out their activities;
and - the duties of management companies of undertakings for collective investment on enforcement and order processing, taking into account the principle of best execution.
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3. Articles 27 and 28A of the law of 2 August 2002 and orders taken for execution shall apply to management companies of undertakings for collective investment as regards fiscal investment services referred to in article 3, 23 °.
§ 4. Management of collective investment companies are implementing policies and adequate procedures to ensure compliance, by the company's management of undertakings for collective investment, its directors, its senior managers, its employees and its agents, the provisions of §§ 2 and 3, as well as the orders made pursuant to these provisions.
They develop appropriate rules applicable to personal, direct and indirect transactions, carried out on financial instruments by the persons referred to in paragraph 1.
The King, by order made on the advice of the FSMA, specifies the rules and obligations in this area. These rules and obligations are at least:-the subjects to which these rules and obligations are applicable;
-personal transactions that are deemed contrary to the law;
-the modalities according to which the persons concerned are required to notify their personal transactions to the collective investment management company;
-the manner in which the collective investment management companies must keep a record of personal transactions.
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5. Management of collective investment companies perform and retain a record of portfolio transactions and of subscription and redemption orders.
The King, by order made on the advice of the FSMA, specifies the rules and obligations in this area.
S. 220. the collective investment management company that provides investment of individual portfolio management services is unable to place all or part of the customer portfolio in units of mutual funds it manages unless you have received the general consent of the client.
S.
221. the collective investment management company cannot receive or deposits of funds neither the funds nor the financial instruments belonging to clients or the managed collective investment undertakings.
Custody of the assets belonging to undertakings for collective investment is carried out in accordance with article 50 of this Act.
Custody of the assets managed belonging to clients must be entrusted to a separate repository of the collective investment management company;
with regard to cash and financial instruments, the depositary must be an investment firm whose authorisation covers custody of funds or financial instruments or a credit institution governed by the law of a Member State of the EEA European, having established a branch in Belgium.
S.
222. the funds management companies shall establish procedures to deal with complaints by investors.
The King said, by order made on advice of the FSMA, the obligations of the management companies of undertakings for collective investment in this regard.
S.
223 § 1. Management of collective investment companies take the necessary measures, in accordance with the laws, regulations and administrative provisions in force in the Member State where the units of undertakings for collective investment it manages are marketed, so that payments to participants, the repurchase or redemption of units as well as provision of information which is the responsibility of the collective investment management company are insured in that Member State.
§ 2. Management of collective investment companies establish procedures and appropriate modalities: 1 ° to ensure that complaints from investors are properly treated and that the latter are not limited in the exercise of their rights when the collective investment management company is authorised in one Member State other than the Member State of origin of the undertaking for collective investment. These measures allow investors to submit a claim in the official language or in one of the official languages of their Member State;

2 ° to provide information, at the request of the public or the competent authorities of the Member State of origin of the undertaking for collective investment.
S.
224. the King shall determine, by order made on the advice of the FSMA: 1 ° the obligations and prohibitions applicable to the provision of investment services referred to article 3, 23 °, and, in particular, without prejudice to article 216, the incompatibilities between this activity and other activities, the rules relating to the remuneration of this activity, the rules relating to the individual portfolio management agreement the customer information and the accountability;
2 ° the obligations of the depositary referred to in article 221, paragraph 3;
3 ° the obligations and prohibitions applicable in the case of marketing of units of collective investment undertakings.
CHAPTER 6. -Opening of branches and exercise of freedom to provide services abroad article
225. the collective investment management companies can carry out activities of collective management of portfolio on a cross-border basis under the conditions laid down in this chapter.
S.
226. If a collective investment management company proposes only to market, without creating branch units of a collective investment undertaking under Belgian law it manages and that meets the conditions of Directive 2009/65/EC in another State member of the European economic area, without proposing to engage in other activities or provide other services This marketing is subject to the only requirements of articles 92 to 94.
Section 1st. -Opening branches abroad article 227 § 1. The collective investment management company that plans to open a branch abroad to carry on all or part of the functions of management referred to in article 3, 22 °, or providing all or part of the investment services referred to in article 3, 23 ° him authorized in Belgium, notify its intention to the FSMA.
This notification must be accompanied by the following documents and information: 1 ° the State on the territory of which the collective investment management company plans to establish a branch;
2 ° a programme of activities (a) indicating the name of the collective investment undertakings under Belgian law managed by undertakings for collective investment management company, (b) specifying the functions of management referred to in article 3, 22 ° exercise is envisaged and investment services referred to in article 3, 23 ° the provision is considered abroad, (c) for specifying the structure of the Organization of the branch (d) a description of the process of risk management put in place by the collective investment management company. In the event that the undertakings for collective investment management company plans to establish a branch in another State member of the European economic area, the programme of activities also includes a description of the procedures and rules laid down in accordance with article 223;
3 ° where the collective investment management company plans to establish a branch in another State member of the European economic area, address, State host Member of the management company of undertakings for collective investment, at which documents may be obtained;
and 4 ° the name of the branch leaders.
The FSMA may oppose the project by decision motivated by the adverse impact of the opening of the branch on the Organization, the financial situation or the control of the undertakings for collective investment management company.
The decision of the FSMA must be notified to the undertakings for collective investment management company no later than two months after receipt of the complete file containing the information referred to in section 2. If the FSMA has not notified of decision within this period, it is deemed not to oppose the project of the collective investment management company.
This article applies to the opening by a company's management of undertakings for collective investment of a representative office in a foreign State.
The FSMA communicates to the European financial markets authority cases in which a decision was taken pursuant to paragraph 3 of this article.
§
2. In the case referred to the § 1 the FSMA, if she is not opposed to the project in accordance with the § 1, paragraph 3, shall inform the supervisory authority of the collectives of undertakings for collective investment of the host Member State, within two months of receipt of all required information by the § 1, paragraph 2, the information received under these provisions , as well as the modalities of possible intervention against the customers of the branch of the investor protection system applicable to undertakings for collective investment management company. The FSMA notifies the mutual fund management company concerned.
In the case referred to the § 1, if a collective investment management company wishes to pursue the activity of collective portfolio, as referred to in article 3, 21 °, FSMA attached to the documentation sent to the supervisory authority of the management of funds of the host Member State companies, a certificate confirming that the company has been approved in accordance with articles 188 to 205, and a description of the scope of the authorisation granted to the undertakings for collective investment management company and details of any possible restrictions on the types of undertakings for collective investment as this management company is empowered to manage.
§ 3. The FSMA communicates to the European Commission, on the basis laid down by the latter, the number and reasons for final decisions of opposition pursuant to the § 1, paragraph 3 concerning projects for the creation of branches in other Member States of the European economic area by mutual funds management companies referred to the § 1.
S.
228. in the case referred to in article 227, FSMA may agree with the supervisory authority of the management companies of undertakings for collective investment of the rules for opening and control of the branch as well as exchanges of useful information in respect of articles 74 to 77 of the law of 2 August 2002 in case foreign: 1 ° of opening of a branch in a Member State of the European economic area by a management company of undertakings for collective investment that handles of collective investment undertakings other than those who opted for the category of authorized investments referred to in article 7, paragraph 1, 1 °, of this Act;
2 ° opening of a branch in a non European Member State of the EEA.
S. 229. the management company of undertakings for collective investment which opened a branch abroad shall notify the FSMA writing at least one month in advance, the changes to the information provided under article 227, § 1, paragraph 2.
Article 227, § 1, paragraphs 3 and 4 shall apply if there's place, as well as article 227, paragraph 2, on the basis of the amendments relating to the information referred to in article 227, § 2 or the applicable system of investor protection.
The FSMA updates the information contained in the certificate referred to in paragraph 1, and shall inform the competent authorities of the host Member State of the management company of undertakings for collective investment of any change with respect to the approval which shall be granted or the types of investment funds that it is empowered to manage.
S.
230. the management companies of undertakings for collective investment that intend to acquire or create a subsidiary abroad engaged in the activity of a credit institution, a business investment or a collective investment management company shall notify their intention to the FSMA. This notification is accompanied by information on the activities, organization, ownership and leaders of the undertaking concerned.
Section 2. -Exercise of freedom to provide services in another EEA Member State European art. 231 § 1.
The collective investment management company which intends to exercise for the first time in another European economic area Member State, without establishing branch, all or part of the functions of management referred to in article 3, 22 °, or provide all or part of the investment services referred to in article 3, 23 ° him authorized in Belgium notify its intention to the FSMA.
This notification must be accompanied by the following documents and information: 1 ° the European economic area Member State within the territory of which it intends to operate; and 2 ° a programme of activities (a) indicating the functions of management referred to in article 3, 22 ° whose exercise is envisaged and the services of investment referred to in article 3, 23 ° including the provision is considered abroad, (b) a description of the process of risk management put in place by the collective investment management company and (c) a description of procedures and the detailed rules adopted in accordance with article 223.
§ 2. In case of application of § 1, the FSMA shall, within one month of receipt, the notification to the supervisory authority of the management companies of undertakings for collective investment of the Member State of reception as well as the modalities of intervention

potential clients of the management company of undertakings for collective investment, the investor protection system applicable to undertakings for collective investment management company.

§ 3. In the case referred to the § 1, if a collective investment management company wishes to pursue the activity of collective portfolio, as referred to in article 3, 21 °, FSMA attached to the documentation sent to the supervisory authority of the management of funds of the host Member State companies, a certificate confirming that the company has been approved in accordance with articles 188 to 205, and a description of the scope of the authorisation granted to the undertakings for collective investment management company and details of any possible restrictions on the types of undertakings for collective investment as this management company is empowered to manage.
S. 232. in the case of modification of the content of the information notified in accordance with article 231, § 1, paragraph 2, 2 °, the collective investment management company shall notify in writing in advance this change to the FSMA and the authorities of the host Member State. In this case, article 231, § 2 is applicable as well as in the event of change of information relating to the investor protection system.
Section 3. -Cooperation between authorities art. 233. where the FSMA is informed, in accordance with article 21, § 4 of the Directive 2009/65 / EC, that a collective investment management company carrying on business in another European economic area Member State refuses to provide to the competent authorities of that information falling within the responsibility of the Member State or does not the necessary steps to put an end to the breach of any of the rules under the responsibility of the FSMA take the measures it deems appropriate so the management of collective investment company concerned provides the requested information or put an end to this non-compliance.
CHAPTER 7. -Coefficients regulatory s. 234. § 1. The FSMA determines, by way of regulation, standards for solvency, liquidity and risk concentration, and other standards of limitation to abide by undertakings for collective investment management companies. The standards referred to in this paragraph may be both quantitative and qualitative in nature.
§ 2. Without prejudice to the provisions of § 1, management of undertakings for collective investment companies must have a policy regarding their requirements for own funds that is appropriate to the activities they operate or propose to exercise. The persons responsible for the effective management of the collective investment management company, appropriate Management Committee, develop for this purpose, under the supervision of the legal Board, a policy that identifies and determines the equity the company's current and future needs, taking into account the nature, volume and complexity of these activities , risk is related to the company's risk management policy. The collective investment management company regularly assesses its policy regarding its capital needs and adapts if necessary this policy.
The FSMA may, by regulation, specify the frequency for this assessment.
§ 3. When the FSMA believes that a collective investment management company policy regarding its own funds requirement does not meet the risk profile of the company, without prejudice to the provisions of section 250, it may impose, the objectives of this Act, solvency requirements, liquidity, concentration risks and positions at risk who are in addition to those referred to the § 1. It may, by regulation, set the criteria and procedures that it applies to this effect.
§ 4. The FSMA determines, by regulation, the information management of undertakings for collective investment companies must publish on their situation solvency, liquidity, concentration of risk and other risk positions, as well as on their policy regarding their capital needs.
It also defines the terms and the frequency of publication of such information.
§ 5. The regulations referred to in this article are taken in accordance with article 64 of the Act of 2 August 2002 on the supervision of the financial sector and financial services.
§ 6. FSMA may, in special cases, authorize, within the limits of European legislation, derogations from the provisions of the regulations made pursuant to this section.
CHAPTER 8. -Periodic information and accounting rules art. 235. the funds management companies shall communicate periodically to the FSMA a detailed financial situation. It is established in accordance with the rules laid down by regulation of the FSMA, taken in accordance with article 64 of the law of 2 August 2002, which determines the frequency and mode of communication. In addition, the FSMA may prescribe the regular reporting of other encrypted information or descriptive necessary verification of compliance with the provisions of this part or of the orders and regulations adopted in implementation thereof.
The actual direction of the collective investment management company, where appropriate Management Committee, said to the FSMA conform the above periodic States forwarded to him by the company at the end of the first half of social and at the end of the financial year, accounting and inventories.
Periodic financial statements (a) must be complete and include all the data contained in the accounts and inventories on the basis of which they are established, and (b) must be correct and consistent exactly with accounts and inventories on the basis of which they are established. The actual direction confirms have made arrangements for the above States are established according to the applicable regulations of the FSMA, as well as by application of the rules of accounting and evaluation for the preparation of the annual accounts, or, in the case of periodic financial statements that do not relate to year end, by applying the rules of accounting and assessment that led to the establishment of the annual accounts relating to the last year.
The King shall determine, by order made on the advice of the FSMA, for all of the mutual funds management companies: 1 ° rules that they keep their accounts, conduct assessments of inventory and establish and publish their annual accounts;
2 ° rules to be respected by the management companies of investment funds for the establishment, control and publication of their consolidated accounts, as well as for the preparation and publication of these consolidated accounts management and control reports.
It can in that end adapt, modify and supplement the rules made in pursuance of the law of 17 July 1975 on accounting firms and, in the conditions of articles 122, paragraph 1 and 123 of the Code of corporations, rules made in pursuance of articles 92 and 117 of the Code of corporations.
The FSMA may, in special cases, authorize derogations from the orders and regulations provided for in paragraphs 1 and 3.
The regulations provided for in this article shall be taken after consultation with the relevant professional associations.
TITLE 3. -Control of the chapter 1 funds management companies. -Control exercised by the FSMA Section 1st. -Provisions general article 236. § 1. Management of collective investment companies are subject to the control of the FSMA.
The FSMA ensures that each collective investment management company operates in accordance with the provisions of this Act and the orders and regulations made pursuant to these.
The FSMA including evaluates the adequacy of the structure of management, administrative and accounting organization and internal control of the management company of undertakings for collective investment, as referred to in article 201, as well as the adequacy of the policy of the management company of undertakings for collective investment on its own funds requirements, as referred to in article 234 , §
2. It determines the frequency and magnitude of this evaluation, taking into account the importance of the activities of the management company of undertakings for collective investment for the financial system, of the nature, volume and complexity of these activities, as well as the principle of proportionality.

§ 2. The FSMA can communicate all information and documents relating to the Organization, operation, the situation and operations of investment funds management companies it controls.
§ 3. It can conduct inspections on the spot with the collective investment management company and any entity that exercises, directly or indirectly, activities for the collective investment management company and take notice and copy, without moving, any information held by the collective investment management company , in order: 1 ° to verify compliance with the legal provisions and regulations relating to the status of management of investment funds and companies

the accuracy and truthfulness of accounting and annual accounts as well as States and other information forwarded to him by the collective investment management company;
2 ° to verify adequacy of structures of organization administrative, accounting, financial and technical management, internal control and policy needs in own funds of the undertakings for collective investment management company;
3 ° ensure that the management of the collective investment management company is sound and prudent, and that its situation or its operations are not likely to endanger its liquidity, profitability or solvency.

§ 4. The provisions of articles 79, 80, 82, 1 ° and 3 °, 83 and 85 of the law of 2 August 2002 are applicable for the purposes of the exercise of the powers conferred on the FSMA by and under this book.

§ 5. The King determines the remuneration to be paid to the FSMA by the management companies of undertakings for collective investment on the cover of the costs of checks.
S. 237. without prejudice to articles 219, 222 and 223, FSMA known relationships between the undertakings for collective investment management company and a specific client or a mutual fund managed only to the extent required for the control of the undertakings for collective investment management company.
S. 238. the FSMA may proceed with branches of management companies of undertakings for collective investment under Belgian law established in another EEA Member State, subject to prior notification of the authorities of that State responsible for the control of the management companies of undertakings for collective investment, to the inspections referred to in article 236, § 3, as well as any inspection to collect or verify on-site information about the direction and management of the Branch and all information likely to facilitate the monitoring of the undertakings for collective investment management company.
It can, for the same purposes, and after notice to the supervisory authorities referred to in paragraph 1, appoint an expert, it means, to carry out the checks and useful expertise. The remuneration and expenses of the expert are responsibility of the collective investment management company.
S. 239. where a collective investment management company carries on activities of collective management of portfolio in another State member of the European economic area, the FSMA shall notify without delay to the competent authorities of that Member State any problems detected at the level of the management company investment group and likely to substantially affect the ability of the management company of collective investment undertakings to duly fulfil its tasks relating to the undertaking for collective investment and any violation of the obligations laid down in the present book.
S. 240. article 100 shall apply.
Section 2. -Supervision on consolidated basis art. 241 § 1. For the purposes of this article: 1 ° the notions of "sole or joint control" and "consortium" agree in the direction of their definition in the rules relating to annual accounts and consolidated accounts societies of collective investment undertakings pursuant to article 235, paragraph 4;
2 ° is meant by "financial company" a financial institution whose subsidiary undertakings are exclusively or mainly one or more institutions of credit, investment firms, undertakings for collective investment management companies or financial institutions, one at least of such subsidiaries being a credit institution, an investment firm or a collective investment management company, and is not a financial holding company within the meaning of article 49bis of the law of 22 March 1993 joint article 95A of the Act of 6 April 1995, article 91octiesdecies of the law of 9 July 1975 or article 98 of the Act of February 16, 2009.
3 ° is meant by "controller on consolidated basis" the competent authority responsible for supervision on consolidated basis of management companies of undertakings for collective investment in the European Union which are parent undertakings and management companies of undertakings for collective investment controlled by mothers in the Union financial companies European.
Enterprise groups comprising a credit institution, an investment firm, an insurance undertaking or a reinsurance undertaking are subject, with regard to the surveillance of the group, to the provisions of article 49 of the law of 22 March 1993, article 95 of the Act of 6 April 1995, chapter VIIbis of the law of 9 July 1975 or title VIII of the Act of February 16, 2009.
Enterprise groups comprising a collective investment management company and not including credit institution, investment or insurance undertaking or reinsurance undertaking, are subject to the provisions of this article.
§ 2. When a collective investment management company is a parent company, it is subject to the control of the FSMA consolidated based on all that it forms with its Belgian and foreign subsidiaries.
Control over consolidated database focuses on financial status, management, organisation and internal control procedures referred to in article 201 of the consolidated Group and the influence exerted by the undertakings included in the consolidation on other companies. The King may extend control over consolidated in other areas provided for by the Directives of the European Community.
The proportions and limits provided for in §§ 1 to 3 of article 234 may be imposed on the basis of the consolidated position of the collective investment and its subsidiaries management company.
For the purposes of the control on consolidated basis, the management of collective investment companies shall communicate periodically to the FSMA consolidated financial situation.
The FSMA determines, after consultation with the relevant professional associations, rules of this situation, and particularly the rules relating to the scope of consolidation, the modes of inclusion in the consolidation and the frequency of communication of these situations.
Where it considers it necessary for prudential supervision, the FSMA may require that are included in the consolidation the companies which are not subsidiaries but in which the collective investment management company owns or with which it has another link capital.
The FSMA may prescribe or require the management companies of undertakings for collective investment concerned, their subsidiaries and other listed companies in the consolidation, communicated to all relevant information for the exercise of control over consolidated database. The FSMA may, for the purposes of this control, carry out or have carried out, at the expense of the collective investment management companies concerned, by auditors approved or, if applicable, by foreign experts approved by it for this purpose to verify on the spot, in all undertakings included in the consolidation, information received in the context of the control on consolidated basis. The FSMA does or doesn't conduct an audit from an undertaking established in another Member State of the EEA European that after notifying the supervisory authority of the State and unless this authority shall itself this check or allow that a reviewer or an expert there is. If the FSMA does not itself audit, it can nevertheless be involved, if it considers it desirable.
These conditions shall be determined in respect of the competencies of each of these institutions.
The control on consolidated basis does not control on an individual basis by the FSMA, companies included in the consolidation. The control on consolidated basis shall not prejudice control, on an individual basis, of the funds management companies included in the consolidation.
It can however take account of the implications of the control on consolidated basis to determine the content and details of the control on an individual basis by the management companies of undertakings for collective investment or control sub-consolidated of a collective investment management company that is a subsidiary of another company of undertakings for collective investment management based.
The King may determine the conditions in which Belgian companies included in the consolidation of a foreign collective investment management company may be required to provide information to the competent foreign authority for the control of this collective investment management company on consolidated basis and may subject to verification on the spot by this authority or editors or experts authorised by it information which was transmitted.
§ 3. When a collective investment management company formed a consortium with one or more other undertakings, it is subject to the control on consolidated basis covering the companies forming the consortium and their subsidiaries.
The provisions of § 2 shall apply.
§ 4. Any management company of undertakings for collective investment which the parent company is a financial, Belgian or foreign, company belonging to a State

Member of the European economic area, is subject to supervision on the basis of the consolidated financial statements of the financial company. This surveillance focuses on the materials referred to in the second and third paragraphs of § 2. The King may define, adjust and complement this monitoring practices specifying what other provisions of this Act are applicable to the financial companies therefor.
Any management company of undertakings for collective investment which the parent undertaking is a financial holding company are not related to a European economic area Member State, is subject to supervision on the basis of the consolidated financial statements of the financial company, according to the rules defined by the King.
§ 5. Undertakings that control, solely or jointly with others, a management company of undertakings for collective investment, as well as the subsidiaries of these companies are required, if these companies and these subsidiaries are not within the scope of articles 2, 3 and 4 concerning the control on consolidated basis or within the scope of article 49 of the law of 22 March 1993 Article 95A of the Act of 6 April 1995, article 98 of the Act of February 16, 2009 or article 91octiesdecies of the law of 9 July 1975, to communicate to the FSMA and the competent foreign authorities information and information relevant to the exercise of supervision of management companies of undertakings for collective investment these companies control.
Such a duty of disclosure of information is also applicable to undertakings which, although being subsidiaries of a company's management of undertakings for collective investment or financial company, are not included in the supervision on consolidated basis. When the subsidiary in question is a collective investment management company, the FSMA or the competent foreign supervisory authority for the control of the said subsidiary may require that the parent investment firm or company financieremere communicating information and information requirements as relevant for the purposes of monitoring of the said subsidiary.
The King determines: a) the terms and conditions of the obligations under paragraphs 1 and 2, as well as audits on-site information and intelligence they intend;
(b) those of the penalties provided for by articles 254 and 255 which are applicable in the event of breach of obligations by the undertakings referred to in paragraphs 1 and 2 of this subsection.

§ 6. The King rule, for the rest, the supervision on consolidated basis in accordance with the provisions of Directive 2006/48/EC of the European Parliament and of the Council of 14 June 2006 relating to access to the activity of credit institutions and pursuit (recast).
§ 7. The FSMA may, in special cases, authorize derogations from the orders and regulations made under this section.
CHAPTER 2. -Control assimilated art. 242 § 1. The Commissioner functions provided by the Code of corporations may be entrusted, in the management companies of undertakings for collective investment under Belgian law, that one or more Chartered Auditors or one or more reviewers societies recognized by the FSMA in accordance with article 244.
Article 141, 2 ° of the companies Code is not applicable to collective investment management companies.
Management of collective investment companies may designate alternate Commissioners who perform the duties of Commissioner if sustainable prevented from their holder. The provisions of this article and article 243 are applicable to these substitutes.
Commissioners appointed pursuant to this section as appropriate, certify the consolidated accounts of the undertakings for collective investment management company.
§ 2. By way of derogation to article 79, § 1, of the Act of July 22, 1953, article 458 of the Criminal Code is not applicable in the case of transmission of information between the Commissioner of the collective investment management company and the Commissioner of the entity to which the collective investment management company entrusted the execution of functions of management in accordance with article 202.
S. 243. licensed Auditors companies provided for in article 242 through an auditor designated by them in accordance with article 33, § 2, of the Act of 22 July 1953 Commissioner duties. The provisions of this Act and the orders and regulations for its implementation and those relating to the appointment, functions, obligations and prohibitions of Auditors as well as to sanctions, other than criminal, which are applicable to the latter, apply both reviewers and companies chartered reviewers representing them.
An approved firm of Auditors may designate one alternate among its members fulfilling the conditions to be designated representative.
S. 244. the FSMA stops, under approval of the Minister of finance and Minister of Economic Affairs, the approval of reviewers and Auditors companies regulations.
The regulation for the approval is taken after consultation of the Chartered Auditors represented by their professional organization.
The Institute of Auditors informs the FSMA for the opening of any disciplinary proceedings against an auditor or auditors authorized for breaches committed in the exercise of its functions with a collective investment management company.
S.
245. the designation of Auditors and alternate auditors companies, management of investment funds is subject to the prior agreement of the FSMA. This agreement must be collected by the social body that made the proposal for designation. In case of designation of authorized Auditors, the agreement covers joint society and his representative and, where appropriate, on its alternate representative.
The same agreement is required for the renewal of the mandate.
When, under the Act, the appointment of the Commissioner is made by the president of the commercial court or the Court of appeal, they make their choice from a list of Auditors registered with the agreement of the FSMA.
S.
246. the FSMA may, at any time, revoke, by decision motivated by reasons relating to their status or the exercise of their duties of Auditor company approved reviewers, such as provided by or under this Act, the given agreement, under article 245, a Commissioner, a Deputy Commissioner, a firm of réviseurs authorised or a representative or representative acting such a society. This revocation puts an end to the duties of Commissioner.
In case of resignation of a Commissioner, the FSMA and the collective investment management company shall previously be notified, and the reason for the resignation.
The approval referred to in article 244 regulations regulates the procedure.
In the absence of a Deputy Commissioner or an alternate of a company approved reviewers, the collective investment management company representative or the approved firm of Auditors provides, in respect of article 236, replacement within two months.
The proposal for revocation of the mandates of Commissioner in the collective investment management companies, such as regulated by articles 135 and 136 of the Code of corporations, is subject to the opinion of the FSMA. This notice is provided to the General Assembly.
S. 247 § 1.
The Commissioners are working together to the control exercised by the FSMA, under their personal and exclusive responsibility and in accordance with this section, the rules of the profession and to the instructions of the FSMA.
To this end: 1 ° they assess the internal control measures adopted by the management companies of undertakings for collective investment pursuant to section 201, § 3, and they report their findings in the matter to the FSMA.
2 ° they report to the FSMA on: a) the results of the review of the periodic statements sent by the management companies of the FSMA by the end of the first half of social funds, confirming that they have no knowledge of facts which it would appear that these interim statements are not, in all material respects significantly, established according to the applicable regulations of the FSMA. They also confirm that periodic States arrested at the end of six months are, as regards the accounting data, in all respects significantly important, consistent with accounting and inventories, so (a) they are complete, and that they refer to the data contained in the accounts and inventories on the basis of which they are established , and (b) that they are correct and that they are exactly consistent with accounting and inventories on the basis of which they are established; They confirm also did not have knowledge of facts which it would appear that periodic States arrested at the end of semester have not been established by application of accounting and valuation rules that led to the establishment of the annual accounts relating to the last year; the FSMA may specify what in this case is the periodic States referred;
(b) the results of control of periodic financial statements submitted by management companies of undertakings for collective investment in the FSMA by the end of the financial year, confirming that these periodic financial statements have, in all respects significantly important, was established according to the applicable regulations of the FSMA. They confirm that periodic financial statements

orders at year-end are what is accounting data, in all respects significantly important, consistent accounting and inventories in the sense (a) that they are complete and that they mention all the data contained in the accounts and inventories on the basis of which they are established, and (b) that they are correct and that they are consistent exactly with accounts and inventories on the basis of which they are established; They also confirm that the periodic States arrested year-end have been established by application of the rules of accounting and evaluation for the preparation of the annual accounts; the FSMA may specify what in this case is the periodic States referred;
3 ° they do to the FSMA, at his request, special reports on the Organization, the activities and the financial structure of the management company of undertakings for collective investment, reports whose preparation costs are borne by the company in question;
4 ° as part of their mission to the management company of undertakings for collective investment or a mission revisorale from a company linked to the management company of undertakings for collective investment or a fund managed by the company, they do own-initiative report to the FSMA as soon as they find: has) decisions, facts or developments that influence or may influence significantly the situation of the investment management company
collective or the managed collective investment undertakings in financial terms or in terms of their administrative, accounting, technical or financial organization, or internal control;
(b) decisions or facts that may constitute violations of the Code of corporations, of the Statute, this Act and the orders and regulations for its execution.
(c) other decisions or facts which are likely to lead to the rejection or reservations on certification of annual accounts.
No civil, criminal or disciplinary action may not be brought or any professional, pronounced sanctions against Commissioners who proceeded in good faith to information referred to in paragraph 1, 4 °.
The Commissioners shall communicate to the leaders of the collective investment management company reports they make to the FSMA pursuant to paragraph 1, 3 °. Such communications fall under the secret organized by article 76 of the law of 2 August 2002. They shall forward to the FSMA copy of communications they make to these leaders and which relate to matters likely to be of interest to the control exercised by it.
Commissioners and licensed Auditors companies can perform the audits and expertise within their duties with branches abroad of the collective investment management company they control.
§ 2. The FSMA may require that the accuracy of the information provided pursuant to article 236, be confirmed by the Commissioner of the collective investment management company.
The Commissioners and Auditors companies approved can be loaded by the FSMA at the request of the National Bank of Belgium and the European Central Bank confirmed that the information management of undertakings for collective investment companies are required to communicate to these authorities are complete, correct and established according to the rules that apply.
S. 248. the King may, by order made on the advice of the FSMA, determine additional missions which must fulfil the Commissioner and lay down the conditions for the exercise of these missions.
TITLE 4. -Revocation of accreditation, exceptional measures and administrative sanctions art. 249 the FSMA revokes the approval of investment funds management companies which: 1 ° have not started their activities in the twelve months of the approval, the approval to renounce or ceased to carry on business for more than six months; or 2 ° have been declared bankrupt.
The FSMA changes the approval of investment funds management companies who partially renounce it.
S.
250 § 1. When the FSMA notes that a collective investment management company does not in accordance with the provisions of this book and of the orders and regulations for its execution, its management or its financial situation are likely to jeopardize the successful completion of its commitments or do not offer sufficient in terms of his solvency guarantees its liquidity or profitability, or that its management structures, his organization administrative or accounting or internal control have serious shortcomings, it shall determine the period within which it must be remedied to the observed situation.
If at the end of this period, it has not remedied the situation, the FSMA may: 1 ° appoint a special Commissioner;
in solvency, liquidity, risk concentration and other limitations, 2 ° impose requirements other than those provided for in article 234;
3 ° suspend or ban for the duration that it determines the exercise direct or indirect of any or part of the activity of the collective investment management company; This suspension may, to the extent determined by the FSMA, involve the total or partial suspension of the execution of contracts in progress;
4 ° require the replacement of the directors or managers of the company's management of funds within a period which it shall determine and, in the absence of such a replacement within this period, replace all of the organs of administration and management of the undertakings for collective investment management company one or several directors or interim managers who have, alone or collectively, as the case the powers of the people replaced. The FSMA publishes its decision in the Moniteur belge;
5 ° revoke the approval in whole or in part.
§ 2. In the case referred to the § 1, paragraph 2, 1 °, General or special Commissioner special written permission is required for all the acts and decisions of all bodies of the management company of undertakings for collective investment, including the General Assembly, and for those persons responsible for the management; the FSMA may, however, limit the scope of the operations subject to authorisation.
The special Commissioner may submit to the deliberation of all bodies of the management company of undertakings for collective investment, including the General Assembly, and the persons responsible for the management, all proposals which it considers relevant. The remuneration of the special Commissioner is set by the FSMA and supported by the collective investment management company.
The members of the bodies of administration and management and management personnel who carry out acts or take decisions without obtaining the required permission from the special Commissioner are responsible for jointly for the damage resulting for the collective investment management company or third parties.
If the FSMA has published in the Moniteur belge the appointment of Commissioner ad hoc and specified the acts and decisions subject to authorization, the acts and decisions made without this permission was required are void, unless the special Commissioner not ratifying. Under the same conditions, any decision of General Assembly taken without obtaining the required permission from the special Commissioner is void, unless the special Commissioner ratifies.
The FSMA may designate a Deputy Commissioner.
In an extreme emergency and particularly in the event of serious risk for investors, the FSMA may adopt the measures referred to in this paragraph without the need a period of adjustment laid down in advance.
§ 3. In the case referred to the § 1, paragraph 2, 3 °, the members of the bodies of administration and management and management personnel who carry out acts or take decisions in violation of the suspension are responsible for jointly for the damage resulting for the collective investment management companies or third parties.
If the FSMA issued the suspension in the Moniteur belge, the acts and decisions intervened against it are void.
Similarly, the FSMA may require a collective investment management company to sell stakes it holds in accordance with article 217. Article 208, paragraph 2 shall apply.
§ 4. In the case referred to the § 1, paragraph 2, 4 °, the remuneration of the Administrators or interim managers is fixed by the FSMA and supported by the collective investment management company.
The FSMA may, at any time, replace the Administrators or interim managers, either ex officio or at the request of a majority of the shareholders or members when they justify that interested parties management no longer has the necessary guarantees.
§ 5. The decisions of the FSMA referred to the § 1 out their effects with respect to the management company of collective investment their notification to it and, with respect to third parties, from the date of their publication in accordance with the provisions of §§ 1 and 2 or section 193.
§ 6. Without prejudice to article 327, § 5, of the 1992 income tax Code, the FSMA does not know of the tax matters.
However, the § 1, paragraph 1 and 2, 3, and § 2 shall apply in case the FSMA has knowledge that a collective investment management company has set up a special mechanism that is designed or

effect of promoting tax evasion by third parties.
§ 7. The § 1, 1st paragraph and § 5 shall not apply in the event of cancellation of the registration of a collective investment management company declared bankrupt.
§
8. The commercial court declared at the request of any interested person, the nullity provided for in §§ 2 and 3.
The action in nullity is directed against the collective investment management company. If are serious reasons, the applicant for invalidity may seek interim provisional suspension of the acts or decisions attacked. The suspension order and the judgment declaring the nullity have effect with respect to all. In the case where the Act or suspended or cancelled decision were the subject of a publication, the suspension order and the judgment declaring the nullity are published by extract in the same forms.
Where invalidity is liable to infringe the rights acquired in good faith by a third party with respect to the undertakings for collective investment management company, the Court may declare void the nullity with respect to these rights, subject to the right of the plaintiff to damages if there is place.
Nullification proceedings may not be initiated after the expiry of a period of six months from the date on which acts or decisions made are enforceable against the person alleging nullity or are known to him.
§ 9. §§ 1 to 5 shall apply to management companies of undertakings for collective investment which, in the exercise of investment services referred to in article 3, 23 ° violate systematically and seriously the rules of conduct laid down by articles 27 and 28A of the law of 2 August 2002 and taken orders for execution.
§§ 1 to 5 shall apply to management companies of undertakings for collective investment that in the exercise of functions of management referred to in article 3, 22 ° violate systematically and seriously the rules of conduct laid down by and under articles 218 and 219, §§ 2 and 4, paragraphs 2 and 3.
S. 251. when the supervisory authorities of the management companies of collective investment undertakings of another Member State of the European economic area in which a collective under Belgian law investment management company established a branch or exercises management functions or provides of investment services referred to in article 3, 22 ° and 23 °, under the regime of the free provision of services , seize the FSMA of violations of legal, regulatory or administrative provisions applicable in this State under the supervision of those authorities in implementing Directive 2009/65/EC, the FSMA takes, in the shortest delays, of the measures provided for in article 250, § 1, these violations imposed. Will notify the above supervisory authorities. Article 250 § 1 of this Act applies.
S. 252 the FSMA shall promptly inform the supervisory authorities of management companies of undertakings for collective investment of the other Member States of the European economic area in which a Belgian law collective investment management company has established branches or exercise of management functions or provides the services of investment under the regime of the free provision of services decisions it has taken in accordance with articles 249 and 250. It takes those authorities informed of follow-up to the action taken against these decisions.
S. 253. the management companies of undertakings for collective investment whose registration has been cancelled or revoked pursuant to articles 249 and 250, remain subject to this book and the orders and regulations for execution until the undertakings for collective investment that they manage have filled their replacement and the winding up of the liabilities of the company resulting from funds and financial instruments due to customers unless the FSMA does to exempt certain provisions.
This article is not applicable in the event of revocation of the registration of a collective investment management company declared bankrupt.
S. 254. without prejudice to other measures provided for in this Act, the FSMA may publish a management company of undertakings for collective investment, a financial holding company, a composite company within the meaning of article 4, point 20 of Directive 2006/48/EC of 14 June 2006 or a mixed financial holding company has not complied with the injunctions has made to him to comply within the time limit that it determines provisions of this book or of the orders and regulations made for his execution.
This publication costs are borne by the undertaking concerned.
S. 255 § 1. Without prejudice to other measures provided for in this Act, the FSMA may attach to a management company of undertakings for collective investment, to a financial company, a composite company as referred to in article 254 or a mixed financial holding company, a period in which: has) it must comply with specific provisions of this book or the orders taken for execution (, or b) must make the adaptations that are necessary to its management, administrative, accounting, financial or technical organization structure or internal control.
If the undertaking concerned remains in default upon the expiry of the time limit, the FSMA, heard or at least society duly convened, impose a penalty at the rate of a maximum amount of 2 500 000 euros per offence or EUR 50 000 per day of delay.
§ 2. Without prejudice to the other measures provided for by this Act and without prejudice to the measures laid down by other laws or other regulations, the FSMA may, where it finds a breach of the provisions of this Act or the measures taken in pursuance thereof, imposed on a management company of undertakings for collective investment, to a financial company, a joint company referred to in article 254 or a mixed financial holding company Belgian law or foreign law established in Belgium, an administrative penalty which may not be less than EUR 5 000, or top for the same make or for the same set of facts, 2 500 000 euros.
§ 3. The penalties and fines imposed pursuant to §§ 1 or 2 shall be recovered for the benefit of the Treasury by the administration of the Cadastre, registration and domains.
BOOK 3. -Branches and activities providing services in Belgium of foreign collective investment undertakings article management companies 256. This paper sets: 1 ° the status and control of branches and activities providing services in Belgium of investment funds management companies governed by the law of another EEA Member State European and who are subject to the Directive 2009/65 / EC;
2 ° the status and control of branches and activities providing services in Belgium of investment funds management companies governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC.
Title 1. -Branches and activities of delivery of services in Belgium of investment funds management companies governed by the law of another EEA Member State European and which are subject to Directive 2009/65 / EC Chapter 1. -Scope art. 257 § 1. The provisions of this title apply to branches and to the activities of service delivery in Belgium of investment funds management companies governed by the law of another EEA Member State European and falling within the scope of the national provisions taken in that State to ensure the transposition of the Directive 2009/65 / this.
§ 2. If a collective investment management company referred to in paragraph 1 proposes only to market in Belgium, without creating branch units of a mutual fund it manages and meets the conditions of Directive 2009/65/EC, without proposing to engage in other activities or to provide other services, such marketing is subject to the only requirements of articles 148 to 159.
CHAPTER 2.
-Branches in Belgium of investment funds management companies governed by the law of another EEA Member State European and which are subject to Directive 2009/65 / EC Section 1st. -Access to activity art. 258 § 1. Management companies of undertakings for collective investment governed by the law of another EEA Member State European and are subject to Directive 2009/65/EC, which are entitled under national law, to perform in their Member State of origin in, an activity of collective portfolio of investment funds management and, where appropriate, to provide investment services , can begin to carry out this activity or to provide these services in Belgium, by way of branches, 1 ° installation as soon as the FSMA notified them their registration as branches of companies of management of funds of the European economic area, or 2 ° at the latest within a period of two months from the receipt by the FSMA of the information referred to in article 17 paragraph 2 of Directive 2009/65/EC.
§ 2. In the event of change of any item of information communicated in accordance with article 17, paragraph 2 of Directive 2009/65/EC, undertakings for collective investment management company shall notify, in writing, this amendment FSMA a month at least before.

S. 259. the FSMA establishes annually the list of registered branches and publishes on its website, as well as any changes that are made during the year.
The list of registered branches mentioned management functions referred to in article 3, 22 °, and the services referred to in article 3, 23 °, or article 6, paragraph 3, b) of Directive 2009/65/EC, that the branch is authorized to provide in Belgium.
S.
260. § 1. Management of collective investment companies referred to in this chapter seeking to manage an undertaking for collective investment established in Belgium provide the following documents to the FSMA: 1 ° the written agreement entered into with the depositary, in accordance with article 54;
2 ° information on the terms of delegation which is used in relation to the management of collective investment functions referred to in article 3, 22 °.
In the event that the undertakings for collective investment management company already manages an undertaking for collective investment of the same type in Belgium, a reference to the documents already provided is sufficient.

§ 2. Insofar as this is necessary to ensure compliance with the rules that fall under its responsibility, the FSMA may apply to the competent authorities of the Member State of origin of the company's management of funds concerned to provide clarification and information concerning the documents mentioned in the § 1, and check, based on the certificate referred to in articles 17 and 18 of Directive 2009/65/EC If the type of collective investment undertakings for which authorization is sought falls within the scope of the authorisation granted to the undertakings for collective investment management company. Where appropriate, the competent authorities of the Member State of origin of the collective investment management company express their opinion within ten working days of the initial application.
§ 3. The FSMA cannot reject the request of the management company of undertakings for collective investment as if: 1 ° does not comply with the provisions of article 262, § 3;
2 ° is not authorized by the competent authorities of its home Member State to manage the type of collective investment undertaking for which authorization is sought; or 3 ° has not provided the documents referred to the § 1.
Before you reject such a request, the FSMA shall consult the competent authorities of the Member State of origin of the relevant collective investment management company.
The FSMA communicates to the European financial markets authority cases in which a decision was taken pursuant to paragraph 2 of this article.
§ 4. Any substantial modification to the documents provided by virtue of § 1 shall be notified by the management company of undertakings for collective investment in the FSMA.
Section 2. -Obligations and prohibitions s.
261. the name of the collective investment management companies covered by this chapter shall be preceded or followed by the words of their State of origin.
S. 262. § 1. The provisions of the Act and previous orders issued for his execution are applicable to the management of collective investment companies referred to in this chapter to the extent specified by this section.
§ 2. Article 218, paragraph 2, 219, §§ 1 and 3, 220, 222, 223, § 2, and 224 shall apply to the undertakings for collective investment management companies covered by this chapter. Article 223, § 1, shall apply to the extent that the concerned mutual fund units are marketed in Belgium.
The provisions of orders made by the King in application of articles 201, §§ 1, 2 and 6, 218, paragraphs 3 and 4 and 219, §§ 2 and 4 are, to the extent provided by the King, applicable to the management of collective investment companies covered by this chapter.
§ 3. Management companies of undertakings for collective investment under this Chapter comply with the provisions of the Code of corporations, law and took orders in pursuance thereof with regard to the constitution and the functioning of the undertakings for collective investment that they manage, including the applicable rules: 1 ° to the constitution and the approval of undertakings for collective investment;
2 ° the issuance and redemption of units;
3 ° to the policy and the investment limits, including the calculation of the overall risk and leverage;
4 ° the conclusion of borrowings and loans by the undertakings for collective investment and short sales;
5 ° the valuation of the assets and accounts of undertakings for collective investment;
6 ° to the calculation of the price of issuance and redemption, as well as errors in the calculation of the net asset value and related compensation for investors;
7 ° distribution or capitalization of net proceeds;
8 ° to obligations which the undertakings for collective investment in the provision and publication of information, particularly in what concerns the prospectus, key information for the investor and the periodic reports;
9 ° to the arrangements made for the marketing of the units;
10 ° to relations with the participants, including the rules of conduct and conflict of interest rules;
11 ° to the merger and the restructuring of undertakings for collective investment;
12 ° to the dissolution and the liquidation of the undertakings for collective investment;
13 ° where appropriate, the register of participants;
14 ° to cover the operating costs of the FSMA; and 15 ° to the exercise of the voting rights of the participants and their other rights in relation to points 1 ° to 13 ° above.
§ 4. Management of collective investment companies referred to in this chapter that provide the service of investment referred to in article 3, 23 ° in Belgium has) are held in compliance with article 205 when commitments are not covered, in their Member State of origin, by a system of investor protection referred to in Directive 97/9/EC of the European Parliament and of the Council of 3 March 1997 on investor-compensation schemes.
Section 3. -Periodic information and accounting rules art. 263 investment funds corporations referred to in this chapter shall forward to the FSMA of periodic statements regarding their operations in Belgium, for statistical purposes. They are established in accordance with the rules laid down by regulation of the FSMA, taken in accordance with article 64 of the law of 2 August 2002, which determines the frequency and mode of communication.
CHAPTER 3. -Activities of delivery of services in Belgium of investment funds management companies governed by the law of another EEA Member State European and which are subject to Directive 2009/65 / EC Section 1st. -Access to activity art. 264 management companies of undertakings for collective investment governed by the law of another State member of the European economic area and which are subject to Directive 2009/65/EC, which are entitled, under their national law, to engage in their home Member State, an activity of collective portfolio of investment funds management and, where appropriate to provide investment services, can begin to exercise this activity or provide these services in Belgium, under the regime of the free provision of services, as soon as the competent authorities of their Member State of origin will be communicated to the FSMA notification required by article 18 of Directive 2009/65/EC.
S. 265. the FSMA publishes annually on its website the list of undertakings for collective investment management companies with the competent authorities of the Member State of origin have communicated the notification referred to in article 264 and all changes that are made during the year.
The list mentions the management functions referred to in article 3, 22 °, and investment services referred to in article 3, 23 °, or article 6, paragraph 3, point b) of Directive 2009/65/EC, that the collective investment management company is authorized to provide, in Belgium.
S. 266. in article 260, §§ 1 to 3, shall apply.
Any changes that a company management of undertakings for collective investment plans to make to the information contained in the notification referred to in article 264, is previously notified, in writing, to the FSMA.
Section 2. -Obligations and prohibitions s.
267. the name of the collective investment management companies covered by this chapter shall be preceded or followed by the words of their State of origin.
S. 268. article 262, §§ 1 and 3, applies to the undertakings for collective investment management companies covered by this chapter.
CHAPTER 4. -Control art.
269. the funds management companies referred to in this title are subject to the control of the FSMA for the purposes provided herein and to the extent where the matters covered by these provisions fall within the competence of the FSMA.
S. 270. the FSMA may require management of undertakings for collective investment companies referred to in this title that they provide the information necessary for the purposes of checking compliance with the provisions which apply to them.
Management of collective investment companies referred to in this title shall ensure that the procedures and terms referred to in article 223, § 2, 2 ° allow the FSMA directly

with the collective investment management company the information necessary for the purposes of checking compliance with the rules under the responsibility of the host Member State.
CHAPTER 5. -Exceptional measures and administrative sanctions art. 271 § 1.
When the FSMA, finds that a collective investment management company under the present title does not conform to legal and regulatory provisions applicable in Belgium in the field of competence of the FSMA, she puts the management company of undertakings for collective investment in home remedy, within the time limit which it shall determine, the observed situation. The FSMA informs the competent authorities of the Member State of origin of the collective investment management company concerned.
§ 2. If the collective investment management company concerned refuses to provide to the FSMA of information under its responsibility or does not take the necessary steps to put an end to the non-compliance referred to the § 1 the FSMA shall inform the competent authorities of its home Member State accordingly.
If, despite the measures taken by the competent authorities of the Member State of origin of the collective investment management company or because only those measures prove inadequate or are lacking in that State, the management company of undertakings for collective investment continues to refuse to provide the information requested by the FSMA pursuant to the § 1 or continues to violate the laws or regulatory provisions referred to in the same paragraph , the FSMA may, after informing the competent authorities of the management company's home Member State, take the following steps: 1 ° the measures referred to in article 250 § 1, paragraph 2, 1 °, 3 ° and 4 °, §§ 2 to 6, 8 and 9.
When the service provided in Belgium by the collective investment management company is the management of an undertaking for collective investment, the FSMA may notably oppose that said company continues to manage this undertaking for collective investment.
2 ° the measures referred to in article 255.
The FSMA communicates the measures to the European authority of financial markets.
In case the FSMA believes that the Member State of origin of the collective investment management company has not acted adequately, it can refer the matter to the European authority of financial markets.
§
3. Emergency do not suffer the timeframes set in §§ 1 and 2 and before implementing it, the FSMA may take all precautionary measures to protect the interests of investors and other clients of the mutual funds management companies referred to in this chapter. The FSMA communicates, without delay, the measures taken to the Commission, to the European financial markets authority and the competent authorities of the Member State of origin of the collective investment management company, as well as to the authorities of the other Member States concerned.
TITLE 2. -Branches and activities of providing service in Belgium of investment funds management companies governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65 / EC Chapter 1. -Scope art. 272. the provisions of this title apply to branches and to the activities of service delivery in Belgium of investment funds management companies governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC.
CHAPTER 2. -Branches in Belgium of investment funds management companies governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC art.
273. the provisions of this chapter shall apply to branches of management companies of undertakings for collective investment governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC.
Section 1st. -Access to activity art. 274 § 1. Are applicable to branches of companies of management of undertakings for collective investment governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC the following provisions: 1 ° articles 188, 189 and 191: understanding that before deciding on the request for the approval of the branch, the FSMA shall consult the competent authorities of the State of origin of the collective investment management company;
2 ° article 193: understanding that the branches referred to in this chapter are listed in a special section of the list referred to in this article;
3 ° article 195;
4 ° article 196: may, however, be approved branches of undertakings for collective investment management companies with legal personality but have no form of commercial company;
5 ° article 197, paragraph 1: the initial capital is replaced by an endowment, FSMA has jurisdiction to assess the elements of the staffing;
6 ° article 198: with regard to the identity of the holders of the capital of undertakings for collective investment management company;
7 ° articles 199, 200, 201, 202 and 203;
8 ° article 205: If the commitments of the branches referred to in this chapter are not covered by a system of protection for investors to an extent at least equal to that resulting from the corresponding Belgian system of investor protection.
§ 2. The FSMA may refuse the branch of a collective investment management company governed by the law of a State that does not provide the same opportunities for access to its market for management of undertakings for collective investment under Belgian law companies.
This paragraph is not applicable to collective investment management companies under European law of a Member State of the EEA and who are not subject to Directive 2009/65/EC.
§ 3. The FSMA may refuse the registration of a branch referred to in this chapter if it considers that the protection of investors or the sound and prudent management of the collective investment management company requires the incorporation of a company under Belgian law.
Section 2. -Exercise of activity art.
275 are applicable to branches of companies of management of undertakings for collective investment governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC the following items: 1 ° section 206;
2 ° article 208: when the FSMA has grounds for considering that the influence exerted by a natural or legal person owning, directly or indirectly, a qualifying holding in a management company of undertakings for collective investment under this chapter is likely to endanger its sound and prudent management, and without prejudice to the other measures provided for by this Act , the FSMA may suspend or revoke, for the duration as it determines, the approval of the branch; article 250, §§ 1, 3 ° and 5 °, 3, 5 and 8 is applicable to these decisions;
3 section 212, in which respect the leaders of the branch;
4 ° articles 214 and 215.
5 ° the articles 216, 218-221, 223 and 224;
6 ° articles 234 and 235.
Section 3. -Control art. 276. articles 236 and 237 shall apply to branches of undertakings for collective investment management companies governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC.
S. 277. the leaders of the branches referred to in this chapter are required to appoint one or more authorized Auditors or one or more companies of Auditors approved in accordance with article 242. They may designate one alternate according to the same procedure.
In the case of designation of a firm of réviseurs, section 243 is applicable.
The revocation of the functions of the Chartered Auditors and licensed Auditors companies is subject to prior notice of the FSMA.
Articles 244, 245, 246, paragraphs 1 to 4, 247, § 1, paragraphs 1, 2 and 4 are applicable.
The Chartered Auditors and licensed Auditors companies can, subject to the prior advice of the FSMA, agree to undertake, at the request and at the expense of the competent authorities for prudential supervision in the Member State of origin of the branch, to carry out with this branch for the purpose of assistance to these authorities, audits relating to the subjects referred to in article 238 , paragraph 1, and article 269.
The Chartered Auditors or licensed Auditors companies certify the annual accounting information published pursuant to article 275, 6 ° of the Act.
Section 4.
-Cancellation of approval, exceptional measures and administrative sanctions art. 278 articles 249 and 250-253-255 are applicable to branches of companies of management of undertakings for collective investment governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC.
CHAPTER 3. -Activities of delivery of services in Belgium of investment funds management companies governed by the law of States which are not members of the European economic area or which are not subject to Directive 2009/65/EC art. 279 § 1. Management companies of

undertakings for collective investment governed by the law of States that are not members of the European economic area or which are not subject to Directive 2009/65/EC, and which are entitled under national law to exercise an activity of collective portfolio management of undertakings for collective investment in their State of origin, and to provide investment services can engage in those activities and provide these services in Belgium without being established.
Investment services referred to in article 3, 23 °, a) and b) does however may be offered or provided, in Belgium, to only following investors: a) the State, the Regions and communities;
(b) the European Central Bank, the National Bank of Belgium, the Securities Regulation Fund, the protection fund for deposits and the financial instruments and the Caisse des Dépôts et Consignations;
(c) the Belgian and foreign credit institutions referred to in article 1, paragraph 2, of the law of 22 March 1993;
d) business of Belgian and foreign investment whose usual activity is to provide or offer to a third one or several investment professional services and/or in one or more investment activities within the meaning of article 46, 1 °, of the law of 6 April 1995;
(e) collective investment undertakings referred to in book II).
f) (i) enterprises and organisms of insurance referred to in article 2, §§ 1 and 3, of the law of 9 July 1975;
(ii) foreign insurance companies and foreign pension funds which are not operating in Belgium, and;
(iii) the Belgian and foreign reinsurance companies;
(g) the coordination centres covered by the order royal no 187 of 30 December 1982 concerning the establishment of coordination centres;
(h) companies whose financial instruments are admitted to a regulated market within the meaning of article 46, 32 ° of the Act of 6 April 1995 or on another foreign market, operating regular, recognized and accessible to the public, and whose capital own consolidated amounted to 25 000 000 euros at least.
(i) persons established in Belgium who have the nationality of the State of origin of the society of management of organizations concerned collective investment or a State in which this management company established a branch, provided that in relation to the investment services offered or provided in Belgium, the management company is subject in his State of origin or in the State of establishment concerned to a control equivalent to that to which are subject management of undertakings for collective investment under Belgian law companies.
§ 2. Management of collective investment companies referred to the § 1 are required to make themselves known previously to the FSMA, indicating the functions of management referred to in article 3, 22 °, a), b), or c) that they intend to exercise, as well as the services of investment referred to in article 3, 23 °) or (b)) that they intend to provide and the categories of investors in which they intend to provide these services.
The FSMA may prohibit the exercise of its activities and the provision of services in Belgium to a company governed by the law of a State that does not provide the same opportunities for access to its market for management of undertakings for collective investment under Belgian law companies.
The preceding paragraph is not application to collective investment management companies governed by the law of another EEA Member State European and who are not subject to Directive 2009/65/EC.
The FSMA annually publishes on its website the list of undertakings for collective investment management companies referred to in this article, which made themselves known in accordance with paragraph 1, and in Belgium, who perform an activity of collective portfolio of collective investment management, and who provide investment services, as well as any changes that are made during the year.
The list refers to management functions referred to in article 3, 22 ° a), b) or c), and investment services referred to in article 3, 23 °) or (b)), that the collective investment management company is authorized to provide, in Belgium.
S. 280. undertakings for collective investment management companies referred to in article 279, in the exercise of their activity in Belgium, accompany their designation of the reference to their State of origin and their headquarters.
S. 281. the funds management companies referred to in article 279 are subject to articles 218-224.
S.
282. the provisions of this chapter shall not prejudice respect, during the exercise of the activity of collective management of portfolios of investment funds and agencies in the provision of investment services, legal and regulations, including the rules of conduct, in Belgium, to the management companies of collective investment and to their operations for reasons of general interest.
The FSMA communicates on its website to the collective investment management companies referred to in article 279 the provisions, including the rules of conduct, which, to his knowledge, have this character.
S. 283. the FSMA may require management companies referred to in article 279 to transmit all information relating to the services that they provide in Belgium, in order to check if they comply with the provisions referred to in articles 281 and 282 which fall within its competence. The FSMA may require certification or recovery of this information by the foreign authorities of the concerned management company, by its external auditor or by the approved auditor who is responsible for the certification of its accounts.
S. 284. where the FSMA finds that a corporation referred to in article 279 is not, in Belgium, in accordance with the provisions which are applicable, or that it is endangering the interests of investors, it puts the management company concerned notice of remedy, within the time limit which it shall determine, the observed situation.
If, at the end of this period, it is not remedied the situation, the FSMA captures its observations the competent authorities of the State of origin of the management company.
In case of persistence of the deficiencies, the FSMA may, after notice to the competent foreign authorities, suspend or prohibit the continuation of all or part of the activities of the company's management in Belgium.
When the concerned management company is subject to the supervision of any supervisory authority, the FSMA may, if it has not been remedied the situation at the end of the period laid down pursuant to paragraph 1, proceed immediately to the suspension or banning of all or part of the activities of the company's management in Belgium.
The decisions of the FSMA out their effects with respect to the management company of undertakings for collective investment their notification to it by registered letter at the post office or with acknowledgement of receipt and towards third parties, following publication in the Moniteur belge.
S.
285. article 254 shall apply to management companies referred to in this chapter.
PART 4. -Provisions criminal art. 286 are punished by imprisonment of one month to one year and a fine of EUR 75 to EUR 15 000, or one of those penalties only, those who put obstacle to the checks that they are required to submit under this Act, in Belgium or abroad, or who knowingly give information, documents or false, inaccurate or incomplete parts.
S.
287 are punished by imprisonment of one month to one year and a fine of 75 euros to € 15,000, or one of those penalties only: 1 ° those who contravene articles 57, paragraph 1, 60, §§ 1 and 3, 65, §§ 1 and 3, 66, 71, 155 and 166;
2 ° who pass in addition to a suspension, a ban or a withdrawal made pursuant to articles 110, paragraph 2, 155, § 3, or 166, § 3, or who ignore a refusal of approval of the prospectus, of the document key information for the investor or an update of the prospectus or the document information key investor, or who ignore a refusal of approval of the opinion , advertisements or other documents that relate to a public offering of securities of an undertaking for collective investment, announce it or recommend it.
3 ° those who knowingly publish or who publish a prospectus, a document of key information for the investor or an update of the prospectus or the document key information for the investor or notices, advertisements or other documents relating to a takeover of an undertaking for collective investment securities or announcing it or recommending it, which contain false information inaccurate or incomplete which may mislead the public, particularly on the risks inherent in the investment that is proposed or the rights attached to the securities which are the subject of the offer, and those who have used these documents to attract investors.
4 ° those who make public a prospectus, a document of key information for the investor or an update of the prospectus or the document information key investor, or advice, advertising or other documents relating to a takeover of an undertaking for collective investment securities or announcing it or recommending it, citing the approval of the FSMA while it has not been given;
5 ° those who make public a prospectus, a document of key information for the investor or an update of the prospectus or information document

keys for the investor, or notices, advertisements or other documents pertaining to a public offering of securities of a body for collective investment or announcing it or the recommending, different from those that have been approved by the FSMA;
6 ° those who knowingly offered or disposed of shares as as the tracks of a mutual fund even though they knew that the entity which they offered or transferred titles was not a collective investment undertaking within the meaning of part II of this Act, or even though they knew that these titles did not meet the characteristics of the securities of a collective investment undertaking within the meaning of part II of this Act;
7 ° those who knowingly have publicly offered or disposed of shares as being titles of a collective investment undertaking public even though they knew that the collective investment undertaking which they have offered or sold securities was not a mutual fund public within the meaning of title II of book II of part II of this Act , or even though they knew that these titles did not meet the characteristics of the securities of a body of public collective investment undertaking within the meaning of title II of book II of part II of this Act;
8 ° those who knowingly ignore the prohibition referred to in articles 61 and 152.
S. 288 shall be punished by a term of imprisonment from eight days to three months and a fine of 50 euros to 10,000 euros or one of those penalties only: 1 ° those publicly offering securities for a collective investment undertaking public Belgian, while this one is not registered pursuant to section 30 or while Belgian public mutual fund registration or accreditation as a public investment company has been cancelled or revoked , or in disregard of a measure of suspension or prohibition under article 110, paragraph 2, first sentence, or 111, § 1, paragraph 2, 3 ° or 4 °;
2 ° those publicly offering securities of an undertaking for collective investment of foreign law while, as the case may be, it is not registered in accordance with article 162 or that the FSMA has not received the notification referred to in article 93, paragraph 3 of Directive 2009/65 / EC or while the registration as a mutual fund of foreign law has been revoked or in disregard of a measure of suspension or prohibition under section 157 or 164;
3 ° those who used the name 'mutual fund', 'mutual fund' or 'investment company' to describe an entity that is not included in the list of bodies for collective investment referred to in articles 33, 127, 128, 143, 144 or 149, except when this use in Belgium is due to a mutual fund of foreign law which is authorized to make use of that name in its country of origin;
4 ° the investment company, the undertakings for collective investment management company designated, the undertakings referred to in article 42 § 1, and the directors, managers and directors of the companies and undertakings mentioned above, who have knowingly violated the provisions of part II of this Act or of the orders and regulations for its execution or which have made knowingly operations relating to the portfolio of the mutual fund that are contrary to the provisions of this Act or orders and regulations for its execution;
5 ° those who have knowingly failed to make publications imposed pursuant to part II of this Act;
6 ° those who knowingly directed transfers of securities issued by bodies of collective investment in disregard of the provisions of part II of this Act and of the orders and regulations for its implementation;
7 ° those who, as Commissioner or independent expert, certified, approved or confirmed accounts, annual accounts, or semi-annual reports, quarterly financial statements referred to in article 88 § 1, or periodic information referred to in article 97 or any other information referred to in article 96, while the provisions of part II of this Act or of the orders and regulations for its execution have not been met, or in the knowledge that they it had not been, either in not having not completed normal diligence to ensure that they were respected;
8 ° those who knowingly publish or who publish, annual reports, semi-annual or quarterly financial statements which contain untrue, inaccurate or incomplete information that may mislead the public, or who have used these documents to attract investors;
9 ° the investment companies, investment funds management companies designated as well as their directors, managers and directors, which contravene article 97, paragraph 1;
10 ° the investment companies, investment funds management companies designated as well as their directors, managers and directors, which contravene the orders or regulations made under sections 89 and 97, paragraph 1;
11 ° those who perform acts or operations without the permission of the special Commissioner under section 111, § 2, or from a decision of suspension or prohibition pursuant to article 111, § 1, paragraph 2, 3 ° or 4 °;
12 ° the investment companies, investment funds management companies designated as well as their directors, managers and directors, who do not respect the provisions of article 101, § 1, paragraph 3, and §§ 2 and 3.
S. 289. § 1. Shall be punished by imprisonment of one month to one year and a fine of 50 euros to 10,000 euros or one of those penalties only: 1 ° those who carry on the business of a company of management of organizations of funds referred to in article 186, without be approved in accordance with articles 188 or 274 or 279, or while the approval as a collective investment management company has been cancelled or revoked;
2 ° those who used the name "collective investment management company" in violation of section 195 of this Act;
3 ° those who knowingly fail to make the notifications provided for in article 207, §§ 1 and 5, those who spend in addition to the opposition referred to in article 207, § 3, or those who spend in addition to the suspension referred to in article 208, paragraph 1, 1 °;
4 ° the management companies of organizations of collective investment, their administrators and directors who contravene sections 212, 220, 221, 235, 1st paragraph, 1st and 3rd sentences, 241, § 2, paragraph 4, 1st sentence, and § 5, paragraphs 1 and 2;
5 ° the management companies of undertakings for collective investment that, abroad, open a branch, a subsidiary or are performing functions of management of organizations for collective investment or services of investment without the notifications under articles 227, 230 or 231 or which do not comply with articles 229 and 232;
6 ° the societies of collective investment management, their directors and directors who contravene the orders or regulations referred to in articles 235, paragraph 1, second sentence, and paragraph 4, 241, § 2, paragraphs 4 and 9, § 4, § 5, paragraph 3, and § 6;
7 ° those who perform acts or operations without obtaining approval from the special Commissioner laid down in article 250 § 1, paragraph 2, 1 °, or from a decision of suspension in accordance with article 250 § 1, paragraph 2, 3 °;
8 ° management of undertakings for collective investment, their officers and directors companies which fail to comply with the provisions of article 242, § 1, paragraphs 1 to 3;
9 ° those who, as Commissioner or independent expert, certified, approved or confirmed accounts, annual accounts, consolidated accounts of management companies of investment funds or periodic financial statements or other information while the provisions of part III of this Act or of the orders and regulations for its implementation, have not complied , knowing that they it had not been, either in not having not completed normal diligence to ensure that they were respected.
10 ° the companies of undertakings for collective investment management, their directors and directors who in the provision of the investment services referred to in article 3, 23 °, b), and for a fraudulent purpose, disseminate information that they know to be inaccurate or incomplete.
§ 2. Shall be punished by a term of imprisonment from eight days to three months and a fine of 50 euros to 10,000 euros or one of those penalties only, management companies of undertakings for collective investment that do to comply with the provisions of regulations made in pursuance of articles 206 and 234.
S. 290 shall be punished by imprisonment of three months to two years and a fine of EUR 1 000 to EUR 10 000, the offences in articles 40 and 200.
S. 291. all information of the count to the Act or to one of the legal provisions referred to in articles 40 and 200 against organizations of mutual funds, collective investment management companies, administrators, directors or agents of investment funds or management companies bodies for collective investment, or Commissioners of a fund or a collective investment management company , and any information the head of offence under this Act against any other person

physical or legal entity must be brought to the attention of the FSMA by the judicial authority which is before it.
Any criminal action of the head of the offences referred to in paragraph 1 must be brought to the attention of the FSMA at the instance of the Crown.
S. 292. the provisions of book 1 of the penal Code, without exception of Chapter VII and article 85, shall apply to the offences punishable under this Act.
PART 5. -Amending provisions of the law of 2 August 2002 art. «293 A article 76, paragraph 2 of the law of 2 August 2002, as amended by article 103, § 4 of the royal decree of April 21, 2007, the words"article 78 of the law of 22 July 1953" are replaced by the words "article 79 of the law of 22 July 1953.
S.
294. at section 87bis of the Act, inserted by the royal decree of March 3, 2011, the following changes are made: 1 ° in the § 1, paragraph 1, «undertakings for collective investment that have not designated a management company of undertakings for collective investment within the meaning of section 44 of the Act, [...]», is inserted between the words "mutual funds management companies. , and the words 'credit institutions '.
2 ° to the § 1, paragraph 1, the words «and in articles 82, 83, 218, 219, 220 and 224, 1 ° and 3 ° of the law of [...]» on certain forms of collective management of portfolio as well as the perspective of respect for the rules designed to ensure honest, fair and professional treatment of interested parties, articles 41 and 201 of the Act"are inserted between the words" rules referred to in article 45, § 1, paragraph 1, 3 °, and § 2, "and the words", one or more ";
3 ° the § 1, paragraph 2), is supplemented by the words "and in articles 82, 83, 218, 219, 220 and 224, 1 ° and 3 ° of the law of [...]» relative to certain forms of collective management of portfolio as well as in terms of respect for the rules designed to ensure honest, fair and professional treatment of interested parties, articles 41 and 201 of the Act. ».
PART 6. -Provisions various arts.
295. until it is held on the opening of bankruptcy proceedings or interim divested within the meaning of article 8 of the law of 8 August 1997 on bankruptcy with respect to an undertaking for collective investment or a collective investment management company, the president of the tribunal de commerce seizes the FSMA for an opinion. The Clerk shall transmit the request without delay. It shall inform the Prosecutor of the King. The referral of the FSMA is written. She is accompanied by the necessary parts for its information.
The FSMA shall deliver its opinion within a period of fifteen days from the receipt of the request for an opinion. The FSMA may, in the case of a procedure for a mutual fund or a collective investment management company that requires prior coordination with foreign authorities, give its opinion within a time long without however that the total period does not exceed thirty days. Where it considers need to make use of this exceptional period, FSMA shall notify the judicial authority called to adjudicate. The period within which the FSMA to make its opinion suspends the period within which the judicial authority must decide.
In the absence of response of the FSMA in due time, the Court may decide.
The opinion of the FSMA is written. It is transmitted by any means to the Registrar, who shall provide to the president of the commercial court and the Prosecutor. The notice is placed on the record.
S. 296 § 1.
The King may modify the terminology of the legal provisions in force as well as references to the provisions of the law of 20 July 2004 or to book III of the law of 4 December 1990, which would be contained in those provisions to ensure their consistency with this Act.
§ 2. The King may, by deliberate order in Council of Ministers, take the measures necessary for the transposition of the mandatory provisions resulting from international treaties or international acts taken pursuant to them, in the matters governed by this Act on the advice of the FSMA. The King may, under the same procedure, determine that violations of these provisions are punishable by measures and administrative penalties pursuant to articles 115, 151, 255, 271, 278 284.
The Royal Decrees made pursuant to paragraph 1 may change, Supplement, replace or repeal the legal provisions in force.
The Royal Decrees made pursuant to paragraph 1 are repealed right when they were not confirmed by law within 24 months following their publication in the Moniteur belge.
S. 297. without prejudice to the application of article 159, the King may, by order made on the advice of the FSMA, provide FSMA provides on its website the following information: 1 ° the legislation relating to the status and control of management companies of undertakings for collective investment, as well as the orders, regulations and circulars taken in execution or implementation of this legislation;
2 ° an array of transposition of the provisions of the European Directives relating to the prudential supervision of undertakings for collective investment management companies, indicating the options selected.
3 ° the audit criteria and the methods that it uses to carry out the assessment referred to in article 236, § 1, paragraph 3;
4 ° of statistical data aggregated on the main aspects related to the application of the legislation referred to in 1 °;
(5) any other information prescribed by the orders and regulations made pursuant to this Act.
The information referred to in paragraph 1 are, where applicable, published on the website of the FSMA according to the procedures agreed between the Member States of the European economic area. The FSMA shall, where appropriate, to regularly update the information provided on its web site.
S. 298. the royal decree of 3 March 2011 implementing the evolution of the structures of supervision of the financial sector is confirmed with effect from the date of its entry into force.
PART 7. -Transitional provisions and final arts. 299. by way of derogation from article 558 of the Code of corporations, the Board of Directors of the investment companies with variable number of public shares may, until March 31, 2013, amend the articles to delete in these individual compartments of the company for investment and the investment policy followed by each of them.
S. 300 § 1. Until March 31, 2013, the governing body of the collective investment of a mutual fund management company may transfer the entire heritage of the said following its dissolution without liquidation, mutual fund, actively and passively, to a new compartment created within an another mutual fund managed by this collective investment management company , subject to the allocation to participants in the mutual fund to absorb the beneficiary compartment shares, excluding any form of balance.
The decision of the Board of Directors referred to in paragraph 1 shall be evidenced by deed.
The operation referred to in paragraph 1 is performed subject to the following conditions: 1 ° the operation applies only to undertakings for collective investment under Belgian law which do not meet the conditions of Directive 2009/65/EC or which meet the conditions of Directive 2009/65/EC but whose shares cannot be marketed in another State member of the European economic area;
2 ° the compartment newly established within the mutual fund beneficiary cannot at any time as other assets and liabilities that the heritage of the mutual fund to absorb;
3 ° each participant of the mutual fund to absorb has, for each part, right, following the transaction, to a share of the same type and a similar share class of the recipient compartment;
4 ° the recipient mutual fund and the mutual fund to absorb have the same depositary and the same Commissioner;
5 ° the operation may cause changes in the rights and obligations of the participants of the policy of investment fund pooled investment to absorb or beneficiary and the commissions and fees charged to participants or the mutual fund;
6 ° the operation cannot have the effect that a member of a collective investment undertaking meets the conditions of Directive 2009/65/EC would become participant in a collective investment undertaking does not meet the conditions of Directive 2009/65/EC;
7 ° legal, consulting services or administrative costs related to the preparation and the realization of restructuring are not charged to the mutual funds affected by restructuring or to their participants.

§ 2. Listed below shall not apply to the operations referred to in this article: 1 ° the provisions of book XI of the Code of companies, with the exception of articles 682 to 684 and 687, paragraph 1; and (2) the arrangements made by the King in accordance with article 84.
§ 3. Effect of the operation deletes the registration of the mutual fund to absorb.
§ 4. When the Board of Directors of a collective investment management company intends to perform a targeted operation in the § 1, he must notify the FSMA for its prior approval.
This notification is accompanied by a file containing the following elements: 1 ° a description

the restructuring envisaged, establishing that it is meets the conditions of this article;
2 ° draft of press release referred to in § 5;
3 ° the draft decision of the Board of Directors of the collective investment management company concerned; 4 ° an adapted version of the management regulations of the prospectus and information critical to the investor.

§ 5. As soon as the Board of Directors of the collective investment management company has taken the decision referred to the § 1, the management company publishes a press release which includes at least the following information: 1 ° the mention of restructuring decision taken by the management company and the date of effect of the restructuring;
2 ° the context and motivation of the restructuring;
3 ° the impact of restructuring on the participants;
4 ° undertakings entrusted, where appropriate, the exchange of shares.
This press release is published either in two dailies in national dissemination or sufficient draught, or by any other means of equivalent publication accepted by the FSMA.
S. 301. the articles 23, paragraph 1, 35-37, 39, 41, 42 and 44 apply to investment in debt instruments which are included in the list referred to in article 33 of this Act from the date of the entry into force of this that at the moment they or one of their compartments, shall carry out a new public tracks after that time-limit issue.
Companies, whose usual activity was to March 9, 2005, in collective management, professional title of portfolios of collective investment undertakings public in debt claims referred to in paragraph 1, fall under the application of part III of this act as soon as one of the investment funds in debts that they manage or any of their compartments, are more than the application of the regime provided for in 1 paragraph.
S. 302. the term compartments created up to inclusion on the list referred to in article 31 of the law of July 20, 2004, from the undertakings for collective investment which had opted for the category of authorized investments referred to in article 122, § 1, paragraph 1, 2 ° of the law of 4 December 1990 and which were included in the list referred to in article 120 , § 1 of the law of 4 December 1990 on the date of entry into force of the law of 20 July 2004, shall remain subject to maturity, to the limits and conditions laid down by the law of 4 December 1990 and by orders and regulations for its implementation which apply to the category of authorized investments referred to in article 122, § 1 paragraph 1, 2 ° of the law of 4 December 1990.
Notwithstanding paragraph 1, articles 8, § 2, 2 °, 13, paragraph 1, 14, § 1, § 2, paragraph 2, 4 °, § 3, 16, § 4, 17, 30, second sentence, 56-70, 84, 88, 89 and 96 to 115 of this Act apply to collective investment bodies referred to the § 1 and, as appropriate, to their compartments.
The prospectus of the term compartments that were registered at the date of entry into force of the law of July 20, 2004, the list referred to in article 120, § 1, paragraph 1, 2 °, of the law of 4 December 1990, should not be adapted to the provisions of articles 56 to 70 of this Act when the mutual fund has suspended the right of free entry to these compartments in accordance with this provision. The provisions relating to the key investor information document are not apply to compartments referred to in this paragraph.
S. 303. the collective investment of foreign law agencies, and, where appropriate, their compartments, with the exception of collective investment undertakings falling under law of another EEA Member State European and meet the conditions of Directive 2009/65/EC, which, at the date of July 20, 2004, were inscribed on the list referred to in article 137 of the Act of December 4, 1990 are authorized to retain, even after the entry into force of this Act, rules on their investment policy as they existed prior to the date of entry into force of the Act of 20 June 2005 amending Act of 9 July 1975 on the control of the business of insurance, the law of 22 March 1993 on the status and control of credit institutions Act of 6 April 1995 on the status of investment firms and their control, intermediaries and investment advisers, and the law of 20 July 2004. Any changes that the undertakings for collective investment, making use of this possibility, want to make to the rules relating to their investment policy or the investment policy of the abovementioned compartments, must aim to ensure greater compliance of these rules with the provisions of part II of this Act and of the orders and regulations adopted in implementation thereof. Collective investment undertakings which make use of this possibility may however create new compartments in accordance with the provisions of this Act. They are inscribed on the list referred to in section 149 of the act as soon as they meet, with the exception of the rules on investment policy, the provisions of this Act.
S. 304 the King sets the date of entry into force of articles 134 to 139, 143 in 147, by Decree deliberated in the Council of Ministers.
S. 305 § 1. The provisions of sections 52 to 61 of the law of 20 July 2004 concerning the simplified prospectus are to apply until 31 December 2012 no later than agencies of funds to public unitholders variable number who have opted for the category of authorized investments referred to in article 7, paragraph 1, 2 °, and their compartments, included in the list referred to in article 31 of the law of 20 July 2004 on the date of entry into force of the This Act.
Paragraph 1 is without prejudice to the possibility for these undertakings for collective investment and their compartments to comply with articles 56 to 70 before the date referred to in paragraph 1.
The provisions of articles 56 to 70 concerning the key investor information shall apply to collective investment undertakings referred to in paragraph 1, 1 ° effective January 1, 2013.
§
2. The provisions of sections 52 to 61 of the law of 20 July 2004 concerning the prospectus shall continue to apply until 31 December 2012.
Paragraph 1 is without prejudice to the possibility for the collective investment undertakings to comply with the provisions of articles 56 to 70 on the prospectus prior to the date referred to in paragraph 1.
The provisions of articles 56 to 70 on the prospectus shall apply effective January 1, 2013.
§ 3. Articles 40, 68, 69, 71, 153, 168, paragraph 3 and 169, §§ 1 and 3 of the law of 20 July 2004, sixty days after the entry into force of this Act are repealed.
With the exception of authorizations to the King they contain, articles 41, 82, 83, 201, 218, paragraphs 3 and 4, 219, §§ 2, 4 and 5 and 222 come into force sixty days after the publication of this Act in the Moniteur belge.
§ 4. The compartments in term of the collective investment undertakings to variable number of public shares which do not meet the conditions of Directive 2009/65 / EC and who were enrolled in the list referred to in article 31 of the law of 20 July 2004 on the date of entry into force of this Act, shall remain subject to the provisions of articles 52 to 61 of the law of 20 July 2004 to maturity When the mutual fund has suspended the right of free entry to these compartments.
§ 5. The FSMA is responsible for the control of compliance with the provisions of the law of 4 December 1990 and the law of 20 July 2004 as long as they remain in force. For the execution of this mission, it has the powers conferred by articles 96 to 115 and 236-255.
S. 306. with the exception of articles 212 to 228, the law of July 20, 2004 is repealed.
S. 307. this Act comes into force the day of its publication in the Moniteur belge.
Promulgate this Act, order that it self under the seal of the State and published by le Moniteur.
Given at Chateauneuf-de-Grasse, August 3, 2012.
ALBERT by the King: the Deputy Prime Minister and Minister of finance and sustainable development, responsible for the public service, S. VANACKERE Deputy Prime Minister and Minister of the economy, consumers and the North Sea, J. VANDE LANOTTE the Minister of Justice, Ms. A. TURTELBOOM sealed with the seal of the State: the Minister of Justice, Ms. A. TURTELBOOM _ Notes (1) records of the House of representatives : 53 - 2218 - 2011/2012: NO. 1. Bill.
NO. 2. Amendments.
NO. 3. Erratum.
NO. 4. Report.
NO. 5. Text adopted by the commission.
NO. 6. Text adopted in plenary meeting and transmitted to the Senate.
Full report: July 5, 2012.
The Senate documents: 5-1702-2011/2012: No. 1. Project referred by the Senate.
NO. 2. Amendments.
NO. 3. Report.
NO. 4. Decision not to amend.
NO. 5. Annals of the Senate: July 12, 2012.