The Companies Act 2014 came into effect on 1 June 2015. The Central Bank issued a Q&A Update concerning the Companies Act 2014 to clarify that the Central Bank does not require UCITS management companies, alternative investment fund managers, AIF management companies, fund administrators, depositaries and investment firms which are companies to convert to Designated Activity Companies (DACs) under the Companies Act 2014.
The Central Bank issued a Q&A Update concerning the Companies Act 2014 which indicates that in the Central Bank's view, save for credit institutions and insurance undertakings which must be DACs, corporate structure is a matter for each entity. Notwithstanding the corporate structure chosen, regulated financial service providers will nevertheless need to comply with all regulatory requirements applicable to them. Please speak with your usual contact in the A&L Goodbody team if you require more detail on this topic.
Central Bank Director of Enforcement, Derville Rowland, spoke to IBEC on recent developments in the area of anti-money laundering
Next year Ireland will be assessed on technical rules and the effectiveness of its anti-money laundering regime by the international body - the Financial Action Task Force. However, Ms Rowland said the review will be "quite a challenge" for Ireland because regulators, banks and government will have to show that the country is meeting all the new rules required by the taskforce. The Department of Justice has to transpose the 4th AML Directive into law, which will impose new requirements, including the setting up of a central register of beneficial owners and a list of "politically-exposed persons" in Ireland. However, it is not yet known when the directive will be transposed in Ireland.
The Irish Stock Exchange (ISE) commenced its new online application process for International Security Identification Numbers (ISINs)
The ISE launched its online portal, www.isedirect.ie, to facilitate on-line applications for International Security Identification Numbers (ISINs). Online ISIN services are available to Irish entities looking for ISINs for unlisted securities. ISIN applications for Irish issuers intending to list shares, debt, funds and exchange traded funds (ETFs) on the ISE’s markets will continue to be handled in conjunction with the listing process.
Supreme Court rule NAMA is a public authority
Nama fails in court bid to claim it is not a public authority subject to freedom of environmental information requests. The dispute about NAMA's status arose after a journalist, Gavin Sheridan, sought information from it in 2010 under EU freedom of access to environmental information regulations. A unanimous Supreme Court ruled that NAMA is subject to the regulations as a public authority despite its obligation to act commercially.
EU & INTERNATIONAL
ESMA launches new strategy and publishes 2014 annual report
As the bulk of post-crisis rule making is coming to an end ESMA’s focus will shift towards the implementation of rules and ensuring the convergence of supervisory practices. Its annual report acknowledges its increasing supervisory role and the challenge it faces in performing its increased responsibilities within budgetary constraints.
ESMA publishes Guidelines on periodic information to be submitted by Credit Rating Agencies (CRAs)
These Guidelines set out the information that should be submitted by CRAs to enable ESMA's ongoing supervision of CRA's on a consistent basis. Credit rating agencies registered in the EU must make every effort to comply with the guidelines and recommendations. The guidelines will come into effect on 23 August 2015, two months from their publication on ESMA's website.
EBA updates Capital Requirements Directive (CRD) IV rulebook
EBA has an updated its single rulebook Q&As indicating eight new questions relating to the CRD IV package reforms.
EBA issues amended technical standards on leverage ratio disclosure and reporting
The EBA updated its Implementing Technical Standards (ITS) on disclosure and supervisory reporting of leverage ratio for EU institutions. The ITS include changes to templates and instructions to update the leverage ratio disclosure and reporting framework following the Commission's adoption of the Delegated Act on the Leverage Ratio on 10 October 2014. The ITS will become applicable following their publication in the EU Official Journal.
EBA issues revised list of ITS validation rules
The EBA a revised list of validation rules in its ITS on supervisory reporting, highlighting those which have been deactivated either for incorrectness or for triggering IT problems. Competent Authorities throughout the EU are informed that data submitted in accordance with these ITS should not be validated against the set of deactivated rules.
EBA publishes final draft standards on assessment methodologies to use Advanced Measurement Approaches for operational risk
The EBA published its final draft Regulatory Technical Standards (RTS), which specify the criteria that Competent Authorities need to take into account before granting institutions permission to use advanced measurement approaches (AMA) for calculating their capital requirements for operational risk. These RTS are part of the overall review of internal models undertaken by the EBA and are part of the Authority's efforts to harmonise practices for the approval of internal models in the area of credit, market and operational risk models across the EU banking sector.
Roadmap for the future of the Economic and Monetary Union
The presidents of five European institutions; the European Council, the European Commission, the European Parliament, the Eurogroup and the European Central Bank, published a report entitled “Completing Europe’s Economic and Monetary Union,” commissioned by leaders at the Euro Summit last October. The report lays out a roadmap for further integration of the euro area.
Court of Justice of the European Union (ECJ) upholds the Outright Monetary Transactions (OMT) programme
The ECJ confirmed that the OMT programme, the bond-buying programme created in order to preserve the singleness of monetary policy in the euro area and ensure the transmission of the ECB’s policy stance to the real economy, is compatible with EU law and within the ECB’s competences. The ECJ, which has jurisdiction over the ECB, found that OMTs fall within the scope of the ECB’s mandate of maintaining price stability.
Market Abuse Regime Dispute
ESMA proposes to treat transactions in baskets, index instruments and investment funds differently to transactions in other financial instruments for reporting purposes. ESMA's proposals mean that persons discharging managerial responsibilities (PDMR) would not have to report such transactions should shares in their own company constitute less than 20% of these instruments. The European Parliament does not agree with ESMA's reasoning behind the 20% threshold arguing that the comparison with the 20% threshold in the Transparency Directive is not an appropriate comparison and would like to see "concrete evidence" as to why this is the most appropriate.
The Fourth Money Laundering Directive and Regulation on Information Accompanying Transfers of Funds come into effect
The fourth Money Laundering Directive and the Regulation on information accompanying transfers of funds have been published in the EU Official Journal. Member states have two years to transpose the Directive until, and the Regulation will apply from, 26 June 2017.
Report on the results of the Survey on the Access to Finance of Enterprises in the euro area
European Central Bank published the report on changes in the financial situation, financing needs and access to financing of small and medium-sized enterprises (SMEs) in the euro area in the six months from October 2014 to March 2015, as well as comparing the situation of SMEs with that of large enterprises. SMEs reported an improvement in the availability of external sources of finance; the general economic outlook had a smaller negative impact on SMEs’ financing conditions than previously; and banks applied more favourable terms and conditions when granting new loans to SMEs.
Jonathan Hill, EU Commissioner for Financial Services, Financial Stability and Capital Markets Union (CMU) speaking at a Conference: Next Steps to Build a Capital Markets Union
Reflecting on the public consultation process and the over 700 responses received in relation to the CMU and the linked subjects of securitisation and the prospectus directive Hill identified three themes as being at the heart of the project: (i) how the CMU can increase funding options for business; (ii) how it can create more opportunities for investors; and (iii) how it can encourage cross border investment. The next step will be the publication of an Action Plan in September followed by concrete proposals.
FCA (UK) publishes its Business Plan for 2015/16 and announces details of new supervision and authorisation divisions
The Financial Conduct Authority has set out the key areas of work it will undertake in the forthcoming financial year with the publication of its Business Plan for 2015/16. It also confirmed the creation of two new Divisions, Supervision Investment, Wholesale and Specialists and Retail and Authorisations, that will be responsible for the FCA’s supervisory and authorisations work.