COMMISSION DELEGATED REGULATION (EU) 2017/392
of 11 November 2016
supplementing Regulation (EU) No 909/2014 of the European Parliament and of the Council with regard to regulatory technical standards on authorisation, supervisory and operational requirements for central securities depositories
(Text with EEA relevance)
CHAPTER I
GENERAL PROVISIONS
Article 1
Definitions
CHAPTER II
DETERMINATION OF THE MOST RELEVANT CURRENCIES AND PRACTICAL ARRANGEMENTS FOR THE CONSULTATION OF THE RELEVANT COMPETENT AUTHORITIES
(Article 12(1)(b) and (c) of Regulation (EU) No 909/2014)
Article 2
Determination of most relevant currencies
Article 3
Practical arrangements for the consultation of the relevant authorities referred to in Article 12(1)(b) and (c) of Regulation (EU) No 909/2014
CHAPTER III
AUTHORISATION OF CSDs
(Article 17 of Regulation (EU) No 909/2014)
SECTION 1
General information on applicant CSDs
Article 4
Identification and legal status of applicant CSDs
Article 5
General information concerning policies and procedures
Article 6
Information concerning services and activities of the CSD
Article 7
Information concerning groups
SECTION 2
Financial resources for the provision of services by the applicant CSD
Article 8
Financial reports, business plan, and recovery plan
SECTION 3
Organisational requirements
Article 9
Organisational chart
Article 10
Staffing policies and procedures
Article 11
Risk monitoring tools and governance arrangements
Article 12
Compliance, internal control and internal audit functions
Article 13
Senior management, management body and shareholders
Article 14
Management of conflicts of interest
Article 15
Confidentiality
Article 16
User committee
Article 17
Record-keeping
SECTION 4
Conduct of business rules
Article 18
Goals and objectives
Article 19
Handling of complaints
Article 20
Requirements for participation
Article 21
Transparency
Article 22
Communication procedures with participants and other market infrastructures
SECTION 5
Requirements for services provided by CSDs
Article 23
Book-entry form
Article 24
Intended settlement dates and measures for preventing and addressing settlement fails
Article 25
Integrity of the issue
Article 26
Protection of participants' and their clients' securities
Article 27
Settlement finality
Article 28
Cash settlement
Article 29
Participant default rules and procedures
Article 30
Transfer of participants and clients' assets in case of a withdrawal of authorisation
SECTION 6
Prudential requirements
Article 31
Legal risks
Article 32
General business risks
Article 33
Operational risks
Article 34
Investment policy
Article 35
Capital requirements
SECTION 7
Article 36
CSD links
SECTION 8
Access to CSDs
Article 37
Access rules
SECTION 9
Additional information
Article 38
Request for additional information
CHAPTER IV
PARTICIPATION OF CSDs IN CERTAIN ENTITIES
(Article 18(3) of Regulation (EU) No 909/2014)
Article 39
Criteria for participation of a CSD
CHAPTER V
REVIEW AND EVALUATION
(Article 22 of Regulation (EU) No 909/2014)
Article 40
Information to be provided to the competent authority
Article 41
Periodic information relevant for the reviews
Article 42
Statistical data to be delivered for each review and evaluation
Article 43
Other information
Article 44
Information to be supplied to the authorities referred to in Article 22(7) of Regulation (EU) No 909/2014
Article 45
Exchange of information between the competent authorities referred to in Article 22(8) of Regulation (EU) No 909/2014
CHAPTER VI
RECOGNITION OF A THIRD-COUNTRY CSD
(Article 25(6) of Regulation (EU) No 909/2014)
Article 46
Content of the application
CHAPTER VII
RISK MONITORING TOOLS
(Article 26(1) to (7) of Regulation (EU) No 909/2014)
Article 47
Risk monitoring tools of CSDs
Article 48
Risk monitoring committees
Article 49
Responsibilities of key personnel in respect to the risks
Article 50
Conflicts of interest
Article 51
Audit methods
Article 52
Sharing audit findings with the user committee
CHAPTER VIII
RECORD-KEEPING
(Article 29(3) of Regulation (EU) No 909/2014)
Article 53
General requirements
Article 54
Transaction/settlement instruction (Flow) records
Article 55
Position (Stock) records
Article 56
Ancillary Services Records
Article 57
Business Records
Article 58
Additional records
CHAPTER IX
RECONCILIATION MEASURES
(Article 37(4) of Regulation (EU) No 909/2014)
Article 59
General reconciliation measures
Article 60
Reconciliation measures for corporate actions
Article 61
Reconciliation measures for the registrar model
Article 62
Reconciliation measures for the transfer agent model
Article 63
Reconciliation measures for the common depository model
Article 64
Additional measures where other entities are involved in the reconciliation process
Article 65
Problems related to reconciliation
CHAPTER X
OPERATIONAL RISKS
(Article 45(1) to (6) of Regulation (EU) No 909/2014)
SECTION 1
Identifying operational risks
Article 66
General operational risks and their assessment
Article 67
Operational risks that may be posed by key participants
Article 68
Operational risks that may be posed by critical utilities and critical service providers
Article 69
Operational risks that may be posed by other CSDs or market infrastructures
SECTION 2
Methods to test, address and minimise operational risks
Article 70
Operational risk-management system and framework
Article 71
Integration of and compliance with the operational and enterprise risk-management system
Article 72
Operational risk-management function
Article 73
Audit and testing
Article 74
Mitigation of operational risk through insurance
SECTION 3
IT systems
Article 75
IT tools
SECTION 4
Business continuity
Article 76
Strategy and policy
Article 77
Business impact analysis
Article 78
Disaster recovery
Article 79
Testing and monitoring
Article 80
Maintenance
CHAPTER XI
INVESTMENT POLICY
(Article 46(2), (3) and (5) of Regulation (EU) No 909/2014)
Article 81
Highly liquid instruments with minimal market and credit risk
Article 82
Appropriate timeframe for access to assets
Article 83
Concentration limits to individual entities
CHAPTER XII
CSD LINKS
(Article 48(3), (5), (6) and (7) of Regulation (EU) No 909/2014)
Article 84
Conditions for the adequate protection of linked CSDs and of their participants
Article 85
Monitoring and management of additional risks resulting from the use of indirect links or intermediaries to operate CSD links
Article 86
Reconciliation procedures for linked CSDs
Article 87
DVP settlement through CSD links
CHAPTER XIII
ACCESS TO A CSD
(Articles 33(5), 49(5), 52(3) and 53(4) of Regulation (EU) No 909/2014)
Article 88
Receiving and requesting parties
SECTION 1
Criteria justifying refusal of access
(Articles 33(3), 49(3), 52(2) and 53(3) of Regulation (EU) No 909/2014)
Article 89
Risks to be taken into account by CSDs and competent authorities
SECTION 2
Procedure for refusal of access
(Articles 33(3), 49(4), 52(2) and 53(3) of Regulation (EU) No 909/2014)
Article 90
Procedure
CHAPTER XIV
AUTHORISATION TO PROVIDE BANKING TYPE OF ANCILLARY SERVICES
(Article 55(1) and (2) of Regulation (EU) No 909/2014)
Article 91
CSDs offering banking-type ancillary services themselves
Article 92
CSDs offering banking-type ancillary services through a designated credit institution
Article 93
Specific requirements
Article 94
Standard forms and templates for the application
CHAPTER XV
FINAL PROVISIONS
Article 95
Transitional provisions
Article 96
Entry into force and application
ANNEX I
Details to be included in the application for recognition of third-country CSDs
(Article 25(12) of Regulation (EU) No 909/2014)
General information
Items of information |
Free text |
Date of application |
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Corporate name of the legal entity |
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Registered address |
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Name of the person assuming the responsibility for the application |
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Contact details of the person assuming the responsibility for the application |
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Name of other person(s) responsible for the compliance of the third-country CSD with Regulation (EU) No 909/2014 |
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Contact details of the person(s) responsible for the compliance of the third-country CSD with Regulation (EU) No 909/2014 |
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Identities of the shareholders or members that hold participations in the capital of the third-country CSD |
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Identification of the group structure, including any subsidiary and parent company of the third-country CSD |
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List of the Member States in which the third-country CSD intends to provide services |
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Information regarding core services listed in Section A of the Annex to Regulation (EU) No 909/2014 that the third-country CSD intends to provide in the Union per Member State |
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Information regarding ancillary services listed in Section B of the Annex to Regulation (EU) No 909/2014 that the third-country CSD intends to provide in the Union per Member State |
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Information regarding any other services permitted under, but not explicitly listed in Section B of the Annex to Regulation (EU) No 909/2014 that the third-country CSD intends to provide in the Union per Member State |
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Currency or currencies that the third-country CSD processes or intends to process |
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Statistical data regarding the services that the third-country CSD intends to provide in the Union per Member State |
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Assessment of the measures that the third-country CSD intends to take to allow its users to comply with any specific national laws of the Member State(s) in which the third-country CSD intends to provide its services |
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Where the third country CSD intends to provide the core services referred to in points (1) and (2) of Section A of the Annex to Regulation (EU) No 909/2014, a description of the measures that the third-country CSD intends to take to allow its users to comply with the relevant law of the Member State in which the third-country CSD intends to provide such services as referred to in point (d) of Article 25(4) of Regulation (EU) No 909/2014. |
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Rules and procedures that facilitate the settlement of transactions in financial instruments on the intended settlement date |
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Third-country CSD's financial resources, form and methods in which they are maintained and arrangements to secure them |
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Evidence that rules and procedures of the third-country CSD are fully compliant with the requirements applicable in the third country where it is established, including the rules concerning prudential, organisational, business continuity, disaster recovery and conduct of business aspects |
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Details of any outsourcing arrangements |
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Rules governing the finality of transfers of securities and cash |
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Information regarding the participation in the securities settlement system operated by the third-country CSD, including the criteria for participation and the procedures for the suspension and orderly exit of participants that no longer meet its criteria |
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Rules and procedures for ensuring the integrity of the securities issues |
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Information on mechanisms established to ensure the protection of participants' and their clients' securities |
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Information on third-country CSD links and links with other market infrastructures and on how the related risks are monitored and managed |
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Information on rules and procedures put in place to manage the default of a participant |
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Recovery plan |
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Investment policy of the third-country CSD |
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Information on procedures ensuring the timely and orderly settlement and transfer of the assets of clients and participants to another CSD in case of the CSD's default |
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Information on all pending judicial or extrajudicial proceedings, including administrative, civil or arbitration proceedings, which may cause significant financial and other costs to the third-country CSD Information on any final decisions resulting from the proceedings referred to above |
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Information regarding the handling of conflicts of interest by the third-country CSD |
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Information to be published on the ESMA website in accordance with Article 21(3) of Regulation (EU) No 909/2014, as regards Article 25 of that Regulation |
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ANNEX II
CSD ancillary services records
(Article 29 of Regulation (EU) No 909/2014)
No |
Ancillary services under Regulation (EU) No 909/2014 |
Types of records |
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A. CSD's non-banking-type ancillary services that do not entail credit or liquidity risks |
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1 |
Organising a securities lending mechanism, as agent among participants of a securities settlement system |
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2 |
Providing collateral management services, as agent for participants in a securities settlement system |
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3 |
Settlement matching, instruction routing, trade confirmation, trade verification |
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4 |
Services related to shareholders' registers |
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5 |
Supporting the processing of corporate actions, including tax, general meetings and information services |
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6 |
New issue services, including allocation and management of ISIN codes and similar codes |
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7 |
Instruction routing and processing, fee collection and processing and related reporting |
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8 |
Establishing CSD links, providing, maintaining or operating securities accounts in relation to the settlement service, collateral management, other ancillary services |
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9 |
Providing general collateral management services as agent |
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10 |
Providing regulatory reporting |
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11 |
Providing information, data and statistics to market/census bureaus or other governmental or inter-governmental entities |
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12 |
Providing IT services |
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B. CSD's banking-type services directly related to core or ancillary services listed in Sections A and B of the Annex to Regulation (EU) No 909/2014 |
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13 |
Providing cash accounts to, and accepting deposits from, participants in a securities settlement system and holders of securities accounts, within the meaning of point 1 of Annex I to Directive 2013/36/EU of the European Parliament and of the Council(1) |
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14 |
Providing cash credit for reimbursement no later than the following business day, cash lending to pre-finance corporate actions and lending securities to holders of securities accounts, within the meaning of point 2 of Annex I to Directive 2013/36/EU. |
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15 |
Payment services involving processing of cash and foreign exchange transactions, within the meaning of point 4 of Annex I to Directive 2013/36/EU |
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16 |
Guarantees and commitments related to securities lending and borrowing, within the meaning of point 6 of Annex I to Directive 2013/36/EU |
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17 |
Treasury activities involving foreign exchange and transferable securities related to managing participants' long balances, within the meaning of points 7(b) and (e) of Annex I to Directive 2013/36/EU |
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ANNEX III
Templates for application by a CSD to designate a credit institution or to provide banking-type ancillary services
(Article 55 of Regulation (EU) No 909/2014)
Template 1
The scope of information to be submitted in accordance |
Unique reference number of the document |
Title of the document |
Chapter or section or page of the document where the information is provided |
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1 |
Name of the person responsible for the application where different from the one submitting the application under Article 17 of Regulation (EU) No 909/2014 |
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2 |
Contact details of the person responsible for the application, where different from the one submitting the application under Article 17 of Regulation (EU) No 909/2014 |
… |
3 |
Date of receipt of the authorisation referred to in point (a) of Article 54(3) |
… |
Template 2
The scope of information to be submitted |
Unique reference number of the document |
Title of the document |
Chapter or section or page of the document where the information is provided |
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1 |
Corporate name of the entity designated to provide banking-type ancillary services |
… |
2 |
Legal address |
… |
3 |
Name of the person responsible for the application |
… |
4 |
Contact details of the person responsible for the application |
… |
5 |
Identification of the parent companies of the designated credit institution(s), if any |
… |
6 |
Competent authority of the designated credit institution(s) |
… |
7 |
Date of receipt of the authorisation referred to in point (a) of Article 54(4) of Regulation (EU) No 909/2014 |
… |