On 1 September 2022, the Cyprus Securities and Exchange Commission published Circular 528 reminding existing Variable Capital Investment Companies (ExistingVCICs) of their obligation to effect certain changes to their constitutional documents as required under the Companies (Amendment) Law ( No. 3) Law 2021 (L. 150(I)/2021) (the Amending Law).

To comply with the Amending Law, which came into force on 5 November 2021, Existing VCICs must complete the below obligations by 5 November 2022:

• Amend their memorandum and articles of association by way of special resolution so as to convert to a variable investment capital company (VCIC) within the meaning of Part XA of the Companies Law, Cap 113, as amended
• File the special resolution to the Registrar of Companies

Existing VCICs are those VCICs which were in existence as at 5 November 2021 and operated as VCICs under the provisions of the Open-Ended Undertakings in Collective Investment Law 2012, as amended, or the Alternative Investment Funds Law 2018, as amended. This includes Undertakings for the Collective Investment in Transferable Securities (UCITS), Alternative Investment Funds (AIF), Alternative Investment Funds with Limited Number of Persons (AIFNLP), and Registered Alternative Investment Funds (RAIF).

CySEC’s Circular can be found here.

Department of Registrar of Companies official announcement published November 2021 can be found here.

The Amending Law can be found here.