The French government has issued Ordinance No. 2025-230 on 12 March 2025, introducing reforms to the legal framework for UCITS (Organismes de placement collectif, OPC).

The measure aims to modernise and simplify regulations governing these investment funds.

According to the Report to the President of the Republic, the ordinance aims to modernize and simplify the regulations applicable to UCITS, ensuring a more streamlined and efficient legal framework.

First, Title I consolidates provisions to align regulations related to the corporate affairs, governance, and operations of OPCs.

  • Chapter I (Articles 2 to 7 of the ordinance) focuses on improving the organization of corporate affairs in investment companies. It aims to modernize rules and formalities for holding general meetings (including the option for digitalization, simplification of quorum and voting rules), harmonize timelines (publication requirements, financial statement approvals, and dividend distributions), standardize key definitions (capital, profit allocation), adjust distribution rules, and simplify the threshold-crossing framework for listed investment funds.
  • Chapter II (Articles 8 and 9) addresses governance matters by modernizing the composition of governing bodies (such as setting limits on the number of supervisory board members in a SCPI) and meeting procedures (allowing videoconferencing) while better defining the distribution of powers between the governing bodies of OPCs and their management companies.
  • Chapter III (Article 10) relates to investment fund operations, introducing the concept of “compartment assemblies” to facilitate operations at the compartment level.
  • Chapter IV (Articles 11 and 12) contains technical corrections to cross-references between the Commercial Code and the Monetary and Financial Code.

Next, Title II establishes the liquidation framework for investment funds in special circumstances:

  • Chapter I clarifies the procedures for voluntary liquidation, including defining the concepts of dissolution and liquidation and outlining their causes (Articles 13 and 14).
  • Chapter II introduces an administrative liquidation procedure, granting the AMF the authority to appoint a liquidator in case of difficulties, without requiring judicial intervention (Articles 15 and 16).
  • Chapter III covers the pre-liquidation regime (Article 17).

Finally, Title III, “Final Provisions” (Articles 18 to 21), includes necessary adaptations for overseas territories.