BCT Circular 2021-09 on Foreign Currency Subscription to Assets of Investment Funds and Specialized Investment Funds

Tunis, December 24, 2021
Circular to Approved Intermediaries No. 2021-09 OBJECT: Conditions for authorization regarding foreign currency subscription by residents to the assets of fund of funds and specialized investment funds.

The Governor of the Central Bank of Tunisia,
Having regard to the Foreign Exchange and External Trade Code promulgated by Law No. 76-18 of January 12, 1976, consolidating and codifying foreign exchange and external trade legislation governing relations between Tunisia and foreign countries, as amended by subsequent texts, particularly Decree-Law No. 2011-98 of October 24, 2011; Having regard to the Collective Investment Undertakings Code promulgated by Law No. 2001-83 of July 24, 2001, as amended by subsequent texts, particularly Law No. 2019-47 of May 29, 2019 on improving the investment climate; Having regard to Law No. 2016-35 of April 25, 2016 establishing the status of the Central Bank of Tunisia; Having regard to Decree No. 77-608 of July 27, 1977 setting the application conditions for the Foreign Exchange and External Trade Code, as amended by subsequent texts, particularly Government Decree No. 2017-393 of March 28, 2017; Having regard to Decree No. 2012-2945 of November 27, 2012, implementing the provisions of Article 23 of Law No. 88-92 of August 2, 1988 on investment companies and Article 22-quinquies of the Collective Investment Undertakings Code; Having regard to Opinion No. 2021-09 of the Compliance Control Committee dated December 14, 2021, as provided for in Article 42 of Law No. 2016-35 of April 25, 2016 establishing the status of the Central Bank of Tunisia. Decides:

Article 1: This circular aims to establish, pursuant to Articles 22-ter and 22-novodecies of the Collective Investment Undertakings Code, the conditions for authorization regarding foreign currency subscription by residents as defined under foreign exchange regulations to the assets of fund of funds and specialized investment funds.
Article 2: Any resident as defined under foreign exchange regulations intending to subscribe in foreign currency to assets of fund of funds and specialized investment funds must first obtain authorization from the Central Bank of Tunisia by submitting to it, through an approved intermediary, a request on Form No. 2, accompanied by the following documents:

1. an information sheet prepared according to the model in Annex No. 1 of this circular;
2. a sworn declaration conforming to the model in Annex No. 2 of this circular;
3. a copy of duly prepared tax returns for the last two closed fiscal years, for natural persons;
4. a copy of duly prepared tax returns and certified financial statements in accordance with current regulations for the last two closed fiscal years, for legal entities;
5. a copy of the legal file of the legal entity (updated and registered articles of association, any document issued by competent authorities for the exercise of the legal entity's activity, references to investment sheets justifying possible non-resident participations in the capital of the legal entity, tax identification card, etc.);
   The documents specified in items 1, 2, 3 and 4 are not required for subscriptions made by the Tunisian State, the Deposit and Consignment Fund, banks and financial institutions, investment companies, collective investment undertakings in securities, insurance and reinsurance companies, stock exchange intermediaries, portfolio management companies for securities, and expert funds.
6. a copy of the approval for the establishment of the fund of funds or specialized investment fund;
7. a copy of the internal regulations of the fund of funds or specialized investment fund;

Article 3: The management company for fund of funds or specialized investment funds must take necessary steps to ensure that any subscriber to the assets of fund of funds or specialized investment funds qualifies as an informed investor in accordance with Decree No. 2012-2945 cited above.
Article 4: The proceeds and income arising from the subscriptions provided for by this circular to the assets of fund of funds and specialized investment funds are collected, as applicable, as follows:

1. in Tunisian dinars after the sale, on the foreign exchange market, of all foreign currency regarding proceeds and income, where the financing of the aforementioned subscriptions was carried out by purchasing foreign currency;
2. in Tunisian dinars after the sale, on the foreign exchange market, of all said foreign currency, or in foreign currency by crediting the "professional account" in foreign currency, or the "Startup account" in foreign currency, or the "resident natural persons account" in foreign currency or convertible dinars, debited for financing these subscriptions.
   Article 5: This circular enters into force upon its notification.
   The Governor,
   Marouane EL ABASSI

Annex No. 1 to Circular No. 2021-09
Information Sheet
Legal Entity / Natural Person
-Company name: /
-Unique identifier: /
-Activity sector: /
-Activity branch:
Natural Person
-ID card No. or residence permit No.1 /
-Unique identifier (if applicable):
Origin and amount of funds to be subscribed to Fund of Funds or Specialized Investment Funds2 1-Purchase of foreign currency / 2-Debit from a "Startup" account in foreign currency / 3-Debit from a "professional" account in foreign currency (CPD) / 4-Debit from a "resident natural person" account in foreign currency (CPPRD) / 5-Debit from a "resident natural person" account in convertible dinars (CPPRDC) Date / Stamp3 and signature 1 Residence permit No. for resident natural persons of foreign nationality 2 Check the corresponding box 3 The stamp is required for legal entities Amount in figures ………… ......................................... /
Amount in words …………………................................
(Maintained for each column)

Annex No. 2 to Circular No. 2021-09
Sworn Declaration:
For legal entities:
I, the undersigned (name and surname, ID card No. or residence permit No.……), legal representative of the legal entity (company name – Unique identifier …), hereby certify that said legal entity qualifies as an informed investor in accordance with Decree No. 2012-2945 of November 27, 2012, implementing the provisions of Article 23 of Law No. 88-92 of August 2, 1988 on investment companies, and Article 22-quinquies of the Collective Investment Undertakings Code. Date Stamp and signature For natural persons:
I, the undersigned (name and surname, ID card No. or residence permit No.……), hereby certify that I qualify as an informed investor in accordance with Decree No. 2012-2945 of November 27, 2012, implementing the provisions of Article 23 of Law No. 88-92 of August 2, 1988 on investment companies, and Article 22-quinquies of the Collective Investment Undertakings Code. Date Signature