Central Bank of Ireland proposes reform of AIFMD and UCITS domestic frameworks

What is the Central Bank consulting on?

On 9 September 2025, the Central Bank of Ireland (Central Bank) published two consultation papers in which it has outlined proposed changes to the Irish domestic AIFMD and UCITS frameworks.

These changes are intended to align the domestic frameworks with the revised European rules set down in Directive (EU) 2024/927 which must be transposed into Irish law by 16 April 2026 (Omnibus Directive).

The Central Bank has also noted that the proposed changes to the existing regulatory frameworks put forward for consultation:

• support the objective of the European Commission’s Savings & Investments Union to reduce regulatory burdens; and

• in the case of the AIFMD framework, promote private assets and credit investments and align with the domestic regulatory regime applicable to Irish domiciled ELTIFs.

What changes has it proposed to the domestic AIFMD regime governing Irish AIFMs and Irish AIFs?

Consultation Paper 162 outlines the Central Bank’s proposed changes to its existing AIF Rulebook.

It has proposed certain significant changes to the existing regulatory framework including:

• the removal of the existing loan-origination QIAIF rules from the AIF Rulebook to allow for full alignment with the new pan-EU framework for loan origination and private credit introduced under the Omnibus Directive;

• clarification that an Irish loan-originating QIAIF may appoint a non-EU AIFM or registered AIFM subject to compliance with applicable loan origination rules set down in the Omnibus Directive;

• the removal of the existing requirements relating to wholly-owned subsidiaries and replacing those rules with an obligation on the AIFM to (i) disclose the use and purpose of intermediary investment vehicles in the QIAIF prospectus, (ii) carry out due diligence on the vehicles and (iii) implement policies and procedures for the oversight and monitoring of any such vehicle;

• the removal of the existing prohibition on QIAIFs providing third-party guarantees in an acknowledgement that the provision of guarantees is standard market practice for many fund financing arrangements involving QIAIFs;

• the removal of an existing requirement that the initial offer period of QIAIFs implementing private asset/loan origination/real estate strategies be no longer than two years and six months; 

• the extension of its existing guidance on share class features of closed-ended QIAIFs to open-ended QIAIFs, thus providing greater flexibility in structuring open-ended QIAIFs. This includes allowing share classes to be differentiated, inter alia, on the basis of asset exposure subject to certain conditions; and

• updating the QIAIF’s minimum investment requirements to provide for investments made through capital commitments and to expand the list of parties which can be exempted from such minimum investment requirements.

The Central Bank notes that its proposed changes to the existing Irish QIAIF regime are intended to address the recommendations of the Irish government in its Funds Sector 2030 Report to “better support the establishment and operation of private asset funds in Ireland”.

And what changes has it proposed to the domestic UCITS regime?

In its Consultation Paper 161,  the Central Bank has proposed changes to the existing CBI UCITS Regulations[1] to ensure that the Irish domestic UCITS regulatory framework is aligned with the revised EU UCITS framework introduced under the Omnibus Directive.

In a welcome development, the Central Bank has also proposed changing existing domestic rules on performance fees for UCITS and certain kinds of retail AIFs. These changes include for example facilitating the use of fulcrum fee models as well as allowing for the performance reference period to be less than the whole life of the fund for certain fee models.

What next?

Interested stakeholders have until 5 November 2025 to respond to the consultation papers via email to fundspolicy@centralbank.ie.

We would encourage Irish AIFMs, Irish UCITS management companies and promoters of Irish funds to provide feedback with respect to the matters addressed in these consultation papers by the applicable deadline.

Contact Us

If you have any questions arising from this briefing or would like support in responding to either or both consultation papers, please get in touch with your usual contact in Dillon Eustace or any of the partners listed below.

Footnotes:
[1] Central Bank (Supervision and Enforcement) Act 2013 (Section 48(1) (Undertakings for Collective Investment in Transferable Securities) Regulations 2019 as amended