Winding-up of a master fund

(1) The winding-up of a domestic master fund may begin at the earliest three months after the time at which all investors of the master fund, and, in the case of a domestic feeder fund, the Federal Institute, and, in the case of an EU feeder UCITS, the competent authority of the home State, have been informed of the binding decision to wind up.
(2) On the winding-up of a domestic master fund, the domestic feeder fund must likewise be wound up, unless the Federal Institute approves its continuation as a feeder fund by investing in another master fund, or a conversion of the feeder fund into a domestic investment fund that is not a feeder fund. For the approval under the first sentence, the capital management company must submit the following particulars and documents to the Federal Institute no later than two months after becoming aware of the binding decision on the winding-up of the master fund:
1. for investment in another master fund,
a) the application for approval of the continuation,
b) the application for approval of the amendment to the investment conditions, naming the master fund in whose units at least 85 percent of the value of the investment fund is to be invested,
c) the amendments made to the sales prospectus and either to the key information document under Regulation (EU) No 1286/2014 or to the key investor information, and
d) the particulars and documents under section 171(3);
2. for conversion of the domestic feeder fund into a domestic investment fund that is not a feeder fund,
a) the application for approval of the amendment to the investment conditions,
b) the amendments made to the sales prospectus and either to the key information document under Regulation (EU) No 1286/2014 or to the key investor information. Where the management company of the master fund has informed the capital management company of the feeder fund of its binding decision to wind up more than five months before the commencement of the winding-up of the master fund, the capital management company of the feeder fund must, by way of derogation from the period under the second sentence, submit the application for approval and the particulars and documents under the second sentence to the Federal Institute no later than three months before the winding-up of the master fund.
(3) The Federal Institute must grant the approval within a period of 15 working days, where all the particulars and documents named in subsection (2) are complete and satisfy the requirements of this Division. Where the requirements for approval are not satisfied, the Federal Institute must inform the capital management company of this within the period under the first sentence, stating the reasons, and must request missing or amended particulars or documents. Upon receipt of the requested particulars or documents, the period named in the first sentence begins to run afresh. Approval is deemed to have been granted where no decision has been made on the application for approval within the period under the first sentence and no notice under the second sentence has been given. On application by the capital management company, the Federal Institute must confirm the approval under the fourth sentence.
(4) The capital management company of the feeder fund must inform the management company of the master fund without delay of the approval granted, and must take all necessary measures to satisfy the requirements under section 180.
(5) The capital management company of the feeder fund must notify the Federal Institute of an intended winding-up of the feeder fund no later than two months after becoming aware of the planned winding-up of the master fund; investors of the feeder fund must be informed of this without delay by a notice in the Federal Gazette and by means of a durable medium. Subsection (2), third sentence, applies correspondingly.
(6) Where winding-up proceeds of the master fund are to be paid out to the feeder fund before the feeder fund invests in a new master fund under subsection (2), second sentence, point 1, or amends its investment principles under subsection (2), second sentence, point 2, the Federal Institute must attach an ancillary provision to its approval stating that the feeder fund is to receive the winding-up proceeds either
1. as a cash payment, or
2. wholly, or in addition to a cash payment at least partly, in the form of a transfer of assets, where the capital management company of the feeder fund agrees to this and the master-feeder agreement or the internal rules of conduct for business activities and the binding decision on the winding-up of the master fund provide for it. Bank balances that the feeder fund has received as winding-up proceeds before approval under subsection (2) may, before reinvestment under subsection (2), second sentence, point 1 or point 2, be invested only for efficient liquidity management. The capital management company may dispose of assets received under the first sentence, point 2, against cash payment at any time.