An asset manager's guide to ICAVs in Ireland

Insight

19 March 2026

Ireland

1 min read

The Irish Collective Asset-management Vehicle (ICAV) is the most popular and commonly used legal structure for asset managers establishing an investment fund in Ireland.

In this article, Ogier’s Investment Funds experts in Ireland outline the key features and operational advantages of the ICAV, including its typical structure, speed to market, required documentation, marketing and tax considerations.

What is an ICAV?

All Irish authorised investment funds select a legal structure and a regulatory classification best suited to their investment strategy, investor needs and distribution strategy. The ICAV is the preferred choice of asset managers when establishing a corporate fund in Ireland.

The ICAV is a corporate vehicle formed under the Irish Collective Asset-management Vehicles Act 2015 (as amended) (the ICAV Act). The ICAV Act was designed specifically for Irish investment funds and its industry uptake since its introduction in 2015 has been substantial.

The ICAV has a separate legal personality and is represented by its board of directors. The ICAV is incorporated as a legal entity once registered with the Central Bank of Ireland (the Central Bank). An ICAV may be authorised and regulated as a qualifying investor alternative investment fund (QIAIF) or as an undertaking for collective investments (UCITS) by the Central Bank of Ireland.

One of the main attractions of the ICAV is its flexibility as it is suitable for a broad range of investment strategies and regulatory classifications. In addition, the ICAV can check the box from a US tax perspective, which means it may elect to be treated as a corporation (US tax opaque) or as a partnership (US tax transparent).

Key features of an ICAV

Key feature	Information
Constitutional documentation and amendments to constitutional documentation	The instrument of incorporation is the constitutional document of the ICAV. The instrument of incorporation may be amended without the need for the approval of shareholders where the depositary certifies that the interests of shareholders are not materially prejudiced by the amendments.
Incorporation	The ICAV can be incorporated as a legal entity upon the issuance of the registration order by the Central Bank. As part of the application for registration, details of the two Irish resident directors, an Irish corporate secretary and the registered address are required together with the instrument of incorporation.
Speed to market	An ICAV structured as a QIAIF (QIAIF ICAV) can use the Central Bank of Ireland's 24-hour fast track authorisation process.
Standalone / umbrella structure	The ICAV may be structured as a standalone fund or as an umbrella fund with segregated liability between sub-funds.
Liquidity	An ICAV may be structured as open-ended, open-ended with limited liquidity or closed-ended. An ICAV structured as a UCITS (UCITS ICAV) must be open-ended.
Risk spreading	The ICAV is not subject to the principal of risk spreading applicable to investment companies. Therefore, the ICAV may have a highly concentrated portfolio/single asset. A UCITS ICAV is subject to risk spreading and the diversification requirements according to the UCITS Directives.
Accounts	Audited accounts may be at the umbrella level of the ICAV or separate audited accounts may be prepared at the level of the sub-funds.
Ability to dispense with holding an AGM	In accordance with the ICAV Act, the ICAV may dispense with holding of an annual general meeting by giving notice in writing to all shareholders.
Service providers	Required service providers to the ICAV include: an Irish depositary an Irish administrator an AIFM for a QIAIF ICAV (if pan-EEA AIFMD marketing passport required) or a UCITS management company for a UCITS ICAV an invesment manager / portfolio manager an Irish corporate secretary an Irish money laundering reporting officer an Irish auditor Irish legal counsel An AIFM / UCITS management company may delegate portfolio management to an EEA or non-EEA discretionary investment manager subject to obtaining clearance from the Central Bank. Non-EEA based investment managers domiciled and regulated in the following jurisdictions may be appointed to ICAVs, subject to Central Bank clearance: Abu Dhabi, Australia, Bahamas, Bermuda, Brazil, Canada, Dubai, Guernsey, Hong Kong, India, Japan, Jersey, Malaysia, Mexico, Qatar, Singapore, South Africa, South Korea, Switzerland, the United States and the United Kingdom.
Directors	A minimum of two Irish resident directors are required. The directors must be pre-approved by the Central Bank of Ireland and are subject to its fitness and probity regime.
Structural features	Additional structural features such as feeder vehicles, co-investment vehicles, parallel vehicles and the establishment of subsidiaries may be used.
Marketing	An ICAV with an EEA AIFM or EEA UCITS management company may use the pan-EEA AIFMD / UCITS marketing passport. An ICAV with a non-EEA AIFM / non-EEA UCITS management company may only be marketed under national private placement rules (where available).
Migration	The ICAV Act provides for migration of funds domiciled outside of Ireland and into Ireland by continuation. Funds domiciled in Cayman Islands, BVI, Bermuda, Isle of Man, Jersey and Guernsey may redomicile to Ireland. UCITS domiciled in any EEA jurisdiction may migrate to Ireland by way of the UCITS merger regime.
Tax features	No Irish taxes are applicable to the AUM of an ICAV. The ICAV is exempt from tax on any profits and gains in Ireland. No Irish stamp duty is applicable to the issue, transfer or redemption of shares in an ICAV. The management and administration services provided to the ICAV are typically VAT exempt. The ICAV may use Ireland's extensive network of double tax treaties with more than 75 countries worldwide. Treaty access may reduce withholding tax on foreign investments, facilitate tax certainty, generate preferential interest income treatment and minimise tax leakage in layered structures. Treaty access should be reviewed on a case-by-case basis and separate tax advice sought. Ogier's Tax team in Ireland operates globally and is available to assist. Learn more about our Tax services. Importantly, for funds with a US nexus, the ICAV can check the box from a US tax perspective, which means it may elect to be treated as a corporation (US tax opaque) or as a partnership (US tax transparent). The above are subject to limited exceptions including for Irish investors in the ICAV (withholding tax applies on distribution) and for ICAVs investing in real estate in Ireland. Find out more in our guide to tax on investment funds in Ireland.

Typical structure of an ICAV

An ICAV may be authorised and regulated as a QIAIF or as a UCITS by the Central Bank of Ireland. For further details on the QIAIF and UCITS, see our articles on the QIAIF and the UCITS.

A typical structure for a QIAIF ICAV is set out below.

ICAV Diagram March2026 — Typical structure of a QIAIF ICAV

How Ogier can help

Ogier's Investment Funds team in Ireland has substantial experience working with clients across a wide variety of sectors and structures, including private credit, debt, private equity, ETFs, UCITS, alternatives, infrastructure, real estate, healthcare, energy, technology and across the full spectrum of fund strategies.

We assist managers and promoters in delivering and maintaining their global investment strategies through Irish fund structures, including ICAV. Read more about our Investment Funds services in Ireland on our website.

For further information on the ICAV or how we can help, contact a member of the team via their details below.

Key contacts

About Ogier

Ogier is a professional services firm with the knowledge and expertise to handle the most demanding and complex transactions and provide expert, efficient and cost-effective services to all our clients. We regularly win awards for the quality of our client service, our work and our people.

Disclaimer

This client briefing has been prepared for clients and professional associates of Ogier. The information and expressions of opinion which it contains are not intended to be a comprehensive study or to provide legal advice and should not be treated as a substitute for specific advice concerning individual situations.

Regulatory information can be found under Legal Notice

Expertise

Services

Legal

Corporate and Fiduciary

Consulting

Business Services Team

Sectors

Locations

News and insights

About us

An asset manager's guide to ICAVs in Ireland

ON THIS PAGE

What is an ICAV?

Key features of an ICAV

Typical structure of an ICAV

How Ogier can help

Key contacts

Oisin McClenaghan

Jennifer Dobbyn

Simon Keogh

John Perry

Dave Nolan

Laura Holtham

Margot Carty

Edwina Hilton

Arthur Gaskin

About Ogier

Disclaimer