This page contains information on the national laws, regulations and administrative provisions governing the marketing requirements referred to in Article 5(1) of Regulation (EU) 2019/1156 of the European Parliament and of the Council of 20 June 2019 on facilitating cross-border distribution of collective investment undertakings.

Marketing requirements for UCITS

A UCITS fund, in order to market in Italy its units or shares, shall comply with the provisions laid down in the CONSOB Issuers' Regulation n. 11971 (henceforth IR). Specifically:

• articles 15-bis-19 define the obligations to be complied by Italian UCITS;
• articles 19-bis–22 define the obligations to be complied by an EU UCITS (domiciled in a MS other than Italy) intending to market its units or shares in Italy.

The English version of the Issuer Regulation (IR) is published on the CONSOB website, to the following link: https://www.consob.it//web/consob-and-its-activities/laws-and-regulations.

Before starting the marketing:

• speaking about EU UCITS, the notification procedure laid down in the articles 19-bis-22 Issuer Regulation shall be carried out, transmitting to CONSOB the relevant documentation through the home authority of the UCITS;
• the offering documents (Prospectus, KIID/KID, subscription form) of Italian and EU UCITS, marketing their units/shares in Italy to retail investors, shall be published filing them through a dedicated system called DEPROF (articles 16 and 20 IR); the operational instructions of DEPROF are published on the CONSOB website.

The updated versions (article 18 and 19-ter IR) of the documentation initially transmitted shall be always filed with CONSOB. Updates regarding UCITS marketed to retail investors shall be sent using the above mentioned DEPROF system, whereas for EU funds targeted to professional investors updates shall be sent to CONSOB to the following e-mail: ucits-update@consob.it. Updates filed into the DEPROF system (i.e. Prospectus, KIID or KID) shall NOT be filed to UCITS-UPDATE@CONSOB.IT.

In case of EU UCITS marketed to retail investors, the UCITS shall provide investors with the facilities envisaged in article 19-quarter IR.

In view of the listing on a secondary market, the EU UCITS shall provide a listing document pursuant to the procedure laid down in the article 60 of IR.

UCITS marketing in Italy their units/share to retail investors, shall transmit to CONSOB the periodic reporting envisaged by:

• CONSOB Resolution n. 17297/2010 (Teleraccolta database);

All UCITS marketing their units to retail or professional investor shall provide twice a year (in October and January) the FEE REPORT envisaged by:

• CONSOB Communication n. 12094970 as of 5 December 2012 (Fees database).

Login and access password for both systems are assigned and communicated by CONSOB immediately after it has received and successfully processed the notification pursuant to article 19-bis IR, or in case of Italian ManCo, when the authorization process has been completed.

Pursuant to article 101 of Italian Financial Consolidated Act (TUF), UCITS carrying out in Italy advertisement campaign targeted to retail investors shall transmit to CONSOB the documentation relating such campaign at the time of advertising (advertisement activity prior to the prospectus publication is forbidden). The advertisement communication shall comply with ESMA Guidelines on marketing communications under the Regulation on cross-border distribution of funds (ESMA34-45-1272 of 2 August 2021) and with article 4 of Regulation (EU) 2019/1156.

When an UCITS intends to cease marketing in Italy, the de-notification procedure should be carried out on accordin to article 22-bis of IR, such information shall be transmitted, as far as retail UCITS are concerned, through DEPROF.

In case the UCITS is marked to retail, structures for investors should be provided, according to article 19-quarter of IR. 

In case the UCITS intends to access the listing procedure in the secondary market, it should follow the procedure set out by the article 60 of I.R. 

Disclaimer. CONSOB has taken reasonable care to ensure that the information on the national provisions governing the marketing requirements for UCITS in Italy included on this webpage is up-to-date and complete. CONSOB is not responsible for maintaining external websites and is not liable for any error or omission on any external website to which hyperlinks are provided on this webpage. 

Marketing requirements for AIFs

The marketing of AIFs in Italy is regulated by the article 43 of Italian Financial Consolidated Act  (TUF) in case of reserved AIFs (AIFs marketed to professional investors and other investors identified by article 14 of Minister of Economy and Finance Decree no. 30/2015) and the article 44 of TUF in case of AIFs marketed to retail investors; both provisions are further detailed in articles 27-28-novies of CONSOB Issuers' Regulation (IR).

Please find below, the link to the CONSOB website where Italian Financial Consolidated Act (TUF) and Issuer Regulation (IR) are published https://www.consob.it//web/consob-and-its-activities/laws-and-regulations.

Specifically, before starting the marketing, the notification procedure laid down in the article 28-bis (for reserved AIFs managed by an Italian AIFM) or article 28-quarter (for reserved AIFs managed by an EU AIFM) or article 28-quinquies (for Italian closed-end retail AIF) or article 28-sexies (for Italian open-end retail AIF) or article 28-septies (for Italian retail AIF managed by an EU AIFM) or article 28-octies (for EU retail AIF managed by an Italian AIFM) or article 28-novies (for EU retail AIF managed by an EU AIFM) shall be carried out.

The following documents are required:

a) reserved AIFs --> an offering document compliant with scheme n. 1D of the IR;

b) open-end retail AIFs --> a prospectus (where compliant with scheme n. 1 of Annex 1 of IR;

c) closed-end retail AIFs --> a prospectus compliant with schemes laid in the Delegated Regulation (EU) 2019/980;

d) close-end retail AIF or reserved AIF marketed to investors other than professional investors, identified by the article 14 of DM no. 30/2015 a KID PRIIP.

In case sub b) and c) - where exemptions for prospectus are not applicable - the documents shall be filed with CONSOB through the DEPROF. In case sub d), the KID PRIIP shall be transmitted to CONSOB through the DEPROF system.

In Italy, the marketing of reserved AIFs to retail investors is allowed under specific conditions, and to the investors' categories envisaged by the article 14 IT DM no. 30/2015. If a reserved AIF intends to market its units/share in Italy to the mentioned investors’ categories, such intention has to be clearly identified inside the offering documents. The target and the activity the AIFM intends to carry out in Italy with regards to such investors shall also be described into the notification package.

Pursuant to article 101 of TUF, an AIFM carrying out in Italy advertisement campaign targeted to retail investors shall transmit to CONSOB the documentation relating such campaign at the time of advertising. The advertisement communication shall comply with ESMA Guidelines on marketing communications under the Regulation on cross-border distribution of funds (ESMA34-45-1272 of 2 August 2021) and with article 4 of Regulation (EU) 2019/1156.

Pursuant to article 27 of IR, the facilities for retail investors envisaged in article 19-quarter IR shall be provided.

In view of the listing of an open-ended AIF on a secondary market, the AIFM shall carry out the procedure laid in the article 59 and 60 of IR, providing a listing document where relevant.

AIFs marketing in Italy their units/share shall transmit to CONSOB the periodic reporting envisaged by:

• CONSOB Resolution n. 17297/2010 (Teleraccolta database);
• CONSOB Communication n. 12094970 (Fees database);
• AIMFD reporting, pursuant to article 3 and 24 of AIFMD.

When the AIF intends to cease marketing, the de-notification procedure should be trough the home authority of the AIFM, according to article 28-ter.1 and 28-novies.1 of IR, such information shall be transmitted through DEPROF database, where relevant.

In case an AIF intend to access the listing procedure in the secondary market, it should follow the procedure set out by the articles 59 and 60 of I.R.

The Italian legal framework does not envisage a NPPR for the marketing in Italy of non-EU AIF or EU AIF managed by non-EU AIFM.

Disclaimer. CONSOB has taken reasonable care to ensure that the information on the national provisions governing the marketing requirements for UCITS in Italy included on this webpage is up-to-date and complete. CONSOB is not responsible for maintaining external websites and is not liable for any error or omission on any external website to which hyperlinks are provided on this webpage. 

Other requirements*

In addition to the provisions referred to above, which are set out specifically for the marketing of UCITS and AIFs, there may be other legal provisions that may apply at the occasion of marketing in Italy, although they are not specifically designed for the marketing of UCITS and AIFs, depending on the individual situation of the persons involved in the marketing of shares or units or UCITS or AIFs. Marketing in Italy may trigger the application of other requirements.