A variable-capital company (VCC) is the company-law answer to an open-ended fund. It has legal personality, a board of directors, and shareholders. Its issued capital moves with NAV: subscriptions increase capital, redemptions decrease it. There is no authorised-capital ceiling in the ordinary company sense, because the capital is the net assets.
This is often the easiest wrapper for a beginner to picture. It looks like a company, but it is not trying to run a trading business. Its business is holding an investment portfolio for shareholders and issuing or cancelling shares as money enters or leaves.
Atlantic Horizon UCITS ICAV is that picture in Irish clothes. The ICAV is the person. The board sits in Ireland, with two Irish-resident directors as the Central Bank expects. Shareholders of the Equity Income sub-fund own shares in the ICAV, not a slice of Thames Industrial plc or Nippon Industrials KK in their own names. State Street’s client on the depositary agreement is the company, because only a person can be a client. Atlantic Horizon Cayman Fund is the same house’s Cayman sleeve; it is not an ICAV, an OEIC, or a SICAV, and it does not share this board.
Shareholders have limited liability. The company can be self-managed — the board is the management company — or it can appoint an external manager. It holds an annual general meeting unless the local form has carved that away. Atlantic Horizon appointed an external ManCo. Self-managed would have put more substance on the ICAV board; it would not have moved NAV release or the register out of Dublin. An Irish UCITS still cannot outsource those two jobs.
- Ireland — the ICAV (Irish Collective Asset-management Vehicle), purpose-built for funds and now the usual company wrapper. This is Atlantic Horizon’s EU line.
- United Kingdom — the OEIC (open-ended investment company).
- Luxembourg — the SICAV (société d’investissement à capital variable).