Home / CY AIF Law of 2018 / PART ΙΙ: PROVISIONS REGARDING THE ALTERNATIVE INVESTMENT FUNDS / Chapter 10: Mergers / [87] Decision for the merger.

87. Decision for the merger.

(1)(a) Where an AIF operates in the form of a common fund, the decision regarding its merger with another AIF shall be taken by its manager.

(b) Where an AIF operates in the form of an investment company, the decision regarding its merger with another AIF shall be taken by a special resolution at its shareholders' general meeting, unless its instruments of incorporation provide that the relevant decision is taken by its board of directors stating also the necessary quorum or/and majority for the aforementioned decision. The decision of the shareholders’ general meeting shall be taken by the majority of the votes represented in the meeting.

It is provided that, the instruments of incorporation of the investment company shall not require a majority percentage higher than 75% of the votes represented in the meeting.

(2) For the purposes of section (1), where an AIF comprises of more than one investment compartments, unitholders shall be considered to be those who hold units in the compartment that takes part in the merger, unless it is otherwise provided for in the fund rules or the instruments of incorporation of the AIF.

(3) Regarding the merger of an AIF that operates in the form of an investment company, an official copy of the merger decision shall be submitted to the Registrar for the purposes of article 365A of the Company Law and a copy of the aforementioned decision shall be attached in every copy of the articles of association of the receiving investment company.