Article 19
Secondary market
1.
The rules or instruments of incorporation of an ELTIF shall not prevent units or shares of the ELTIF from being admitted to trading on a regulated market or on a multilateral trading facility.
2.
The rules or instruments of incorporation of an ELTIF shall not prevent investors from freely transferring their units or shares to third parties other than the manager of the ELTIF, subject to the applicable regulatory requirements and the conditions set out in the prospectus of the ELTIF.
2a.
The rules or instruments of incorporation of an ELTIF may provide for the possibility, during the life of the ELTIF, of full or partial matching of transfer requests of units or shares of the ELTIF by exiting investors with transfer requests by potential investors, provided that all of the following conditions are fulfilled:
(a)
the manager of the ELTIF has a policy for matching requests which clearly sets out all of the following:
(i)
the transfer process for both existing and potential investors;
(ii)
the role of the manager of the ELTIF or the fund administrator in conducting transfers and in matching requests;
(iii)
the periods of time during which existing and potential investors are able to request the transfer of units or shares of the ELTIF;
(iv)
the rules determining the execution price;
(v)
the rules determining the pro-ration conditions;
(vi)
the timing and the nature of the disclosure of information with respect to the transfer process;
(vii)
the fees, costs and charges, if any, related to the transfer process;
(b)
the policy and procedures for matching the requests of the ELTIF’s exiting investors with those of potential investors ensure that investors are treated fairly and that, where there is a mismatch between existing and potential investors, matching is carried out on a pro rata basis;
(c)
the matching of requests allows the manager of the ELTIF to monitor the liquidity risk of the ELTIF and the matching is compatible with the long-term investment strategy of the ELTIF.
3.
An ELTIF shall publish in its periodical reports the market value of its listed units or shares along with the net asset value per unit or share.
4.
In the event that there is a material change in the value of an asset, the manager of the ELTIF shall disclose this to investors in its periodical reports.
5.
ESMA shall develop draft regulatory technical standards specifying the circumstances for the use of matching provided for in paragraph 2a, including the information that ELTIFs need to disclose to investors.
ESMA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 10 January 2024.
Power is delegated to the Commission to supplement this Regulation by adopting the regulatory technical standards referred to in the first subparagraph in accordance with Articles 10 to 14 of Regulation (EU) No 1095/2010.