Posted the: 2012-08-24 Numac: 2012003256 SERVICE PUBLIC FÉDÉRAL FINANCES, SERVICE PUBLIC FEDERAL economy, SMEs, Middle CLASSES and energy and SERVICE PUBLIC FEDERAL JUSTICE 3 August 2012. -Law establishing a legal regime for covered bonds Belgian (1) ALBERT II, King of the Belgians, to all, present and to come, hi.
The Chambers have adopted and we endorse the following: chapter I:. -Provisions General Article 1. This Act regulates a matter referred to in article 78 of the Constitution.
2. this Act is designed to establish a legal framework governing the issuance of bonds such as referred to in article 52, § 4, of the Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) in Belgium.
CHAPTER 2. -Amendments of Act of 22 March 1993 on the status and control of Art. credit institutions 3. article 3, § 1, of the law of 22 March 1993 on the legal status and control of the credit institutions, as last amended by the Act of July 31, 2009, is supplemented by 20 ° to 25 ° written as follows: ' (20 ° per covered Belgian bond: a debt obligation, provided that it meets the following criteria: has) debt has been or is issued by an institution of credit under Belgian law that is registered on. the list referred to in article 64/5, § 3, 1 °;
(b) the title of debt or - in the case of emission under a programme - the programme emission and any evidence of indebtedness issued in this context have been or are registered on the list referred to in article 64/5, § 3, 2 °;
(c) a special heritage is constituted in accordance with article 64/8;
21 ° by cover assets: assets that make up the special heritage in accordance with article 64/8, § 2, and which are referred to in article 64/3, § 3, 2 °;
22 ° by Belgian pledge letter: any covered Belgian bond whose cover assets meet the conditions laid down under article 64/7, § 1, and who is registered as such on the list referred to in article 64/5, § 3, 2 °;
23 ° representative of holders of covered Belgian bonds: the agent, trustee or any other person designated pursuant to section 64/19, § 2 to ensure the interests of the holders of covered bonds Belgian;
24 ° by supervisor of portfolio: the person designated pursuant to section 64/21;
25 ° by Portfolio Manager: the person designated pursuant to section 64/13. ».
S. 4. article 31 of the Act, as amended by the Act of March 3, 2011, is supplemented by a paragraph as follows: "transfers authorized by the Bank under section 30 may be the subject of a declaration of invalidity or unenforceability in virtue of article 1167 of the civil Code and articles 17, 18 or 20 of the Act of 8 August 1997 on bankruptcy.".
5. in title II of the Act, it is inserted a chapter VIII, entitled: "chapter VIII.
-Provisions relating to the issuance of covered Belgian bonds by Belgian credit institutions.
S. 6. in title II, Chapter VIII of the Act, inserted by article 5, there shall be inserted a section entitled Ire: "Section Ire. Name' with article 64/1.
S. 7. in section Ire inserted by article 6, it is inserted an article 64/1 as follows: «art.» 64/1. § 1. The names "covered Belgian bond" and «Belgische covered bond» cannot be used for securities issued pursuant to the provisions of this chapter.
§ 2. The names 'letter of Belgian pledge' and «Belgische pandbrief» may be used for titles that meet the conditions laid down under article 64/7, § 1. ».
S. 8. in title II, Chapter VIII of the Act, inserted by article 5, there shall be inserted a section II entitled: "Section II. Registration with the Bank"containing the 64/2 to 64/6 articles.
9. in section II, inserted by article 8 article be inserted a 64/2 as follows: «art.» 64/2. A covered Belgian bonds issuance can only be performed by a credit institution and requires the prior permission of the Bank.
The prior permission of the Bank is a part, on the organizational capacity of the institution to issue of Belgian bonds covered and to ensure monitoring, and on the other hand, on compliance by a broadcast or programme of emissions given the provisions laid down by or pursuant to this chapter. ».
S. 10. in the same section II, it is inserted an article 64/3 as follows: «art.» 64/3. § 1.
To obtain the authorization of the Bank on the organizational capacity to issue of Belgian bonds covered and to ensuring the follow-up, the credit institution which intends to issue of Belgian bonds covered must to first submit to the Bank a dossier containing information on the manner in which he will oversee the planned operations. This information bear at least the following aspects: 1 ° a description of the financial situation of the institution and in particular its credit Outlook, demonstrating that its solvency can safeguard the interests of creditors other than the holders of covered bonds Belgian;
2 ° a description of the long-term strategy of the institution, with an emphasis on liquidity and covered Belgian bonds place in this strategy;
3 ° a description of tasks and responsibilities within the institution in relation to the issuance of covered bonds Belgian;
4 ° a description of policy for the management of the risks of the institution in what regard covered Belgian bonds, in particular interest rate risk, foreign exchange risk, credit and counterparty risk, liquidity risk and operational risk.
5 ° a description of the involvement of the audit internal in the emission process of covered Belgian bonds, including the frequency and control procedures;
6 ° a description of decisions and reporting processes for the issuance of covered bonds Belgian;
7 ° a description of the computer systems required for the issuance of covered Belgian bonds.
The general authorisation referred to in paragraph 1 relating to the ability to issue of Belgian bonds covered is given unless the Bank is satisfied that: a) the issuing institution presents the administrative and accounting organization for compliance with the provisions laid down by or pursuant to this chapter and, in particular, to the segregation of assets of coverage; and (b)) that its financial situation, including its solvency, allows to safeguard the interests of creditors other than the holders of covered bonds.
The Bank decides on the request within three months of the introduction of the complete dossier and, at the latest, within five months of receipt of the request.
The decision of the Bank shall be notified to the credit institution within ten days by registered mail or with proof of receipt.
To obtain the authorization of the Bank on an issue or given emissions program, the credit institution which intends to issue of Belgian bonds covered to first submit to the Bank a file containing information about the proposed transaction. The Bank determines the information required in the application. This information bear at least the following aspects: 1 ° the impact of the issue or programme on the situation of the institution's liquidity;
2 ° the quality of cover assets, especially in what concerns the nature of debtors of these assets and real or personal collateral, guarantees or privileges attached to these assets, the diversification of these assets and their deadlines;
3 ° the extent to which covered Belgian bonds maturity correspond to those of the assets of coverage;
4 ° the elements to demonstrate that it is still meets the conditions laid down in the § 1, paragraph 2.
The Bank acknowledge receipt of the application referred to in paragraph 1 and, within fifteen days of the receipt of the dossier, instructs the establishment if the record is complete for consideration or if it requires additional information.
§ 3. Special permission to proceed with a program or a program of emissions covered Belgian bonds is given unless the Bank is satisfied that the following conditions are met: 1 ° the establishment has the general authorisation referred to the § 1;
2 ° cover assets consist in: a) the mortgage;
(b) claims on guarantees or insured by (i) of the Central, regional or local public authorities of the Member States of the OECD or (ii) of the central banks of these States or (iii) of the entities of the public sector to these States or (iv) of the multilateral development banks or of international organizations;
((c) shares issued by securitization organizations which carry out securitisation of assets exhibits mainly composed of the elements referred sub a) and/or (b));
(d) claims on credit institutions the monies from such credit as well as institutions including them are held by the issuing credit institution. or e) positions resulting from one or more hedging instruments related to one or more assets of cover or covered Belgian bonds concerned, as well as the amounts paid under such positions.
4. The King determines by a royal decree deliberated in the Council of Ministers: 1 ° conditions
minimum to be met by the assets of coverage, particularly as regards: has) the applicable law, the nature and the location of the debtor;
(b) the criteria of valuation which, if applicable, the portion of credit that must be covered by a mortgage, the rank of the required mortgage, the conditions of evaluation of the base of the hypothec, the conditions of location of the base of the mortgage;
2 ° the conditions, including the minimum proportion, to which the assets referred to in § 3, 2 °, a), b) and (c)) must satisfy;
3 ° by special heritage concerned, the requirements of correspondence of the maturities of the assets of coverage and covered Belgian bonds issued by the credit institution;
4 ° the limitations to one or more categories of assets of coverage to be satisfied by an issue of covered Belgian bonds and, where appropriate, the proportion to respect between the different categories of assets of coverage;
5 ° the measures necessary to be taken by the issuer to cover exchange and rate risks related to the issuance of covered bonds Belgian; and 6 ° the powers and criteria based on which the Bank may determine, by issuing credit institution, the maximum percentage of covered Belgian bonds that may be issued by the institution from its balance sheet total.
S. 11. in the same section II, inserted a section 64/4 read as follows: «art.» 64/4. Before giving its authorization referred to in article 64/3, § 1, the Bank requests the Commissioner approved a report on the organizational quality of the credit institution with regard to its obligations under this chapter. ».
S. 12. in the same section II, it is inserted a section 64/5 as follows: «art.» 64/5. § 1.
The Bank shall decide on the issuance request covered Belgian bonds within two months of the introduction of the complete dossier and not more than later within three months of receipt of the request.
2. The decision of the Bank shall be notified to the credit institution within ten days by registered mail or with proof of receipt.
§ 3. The Bank establishes two lists: 1 ° a list of the credit institutions authorized, in accordance with article 64/3, § 1, to issue bonds covered Belgian;
2 ° a list which specifies, in addition, by institution, securities issued and programs emission for which special permission referred to in article 64/3, § 2, was given. This list is further subdivided depending on whether covered bonds Belgian are Belgian pledge letters.
These lists are published on the internet site of the Bank. ».
S. 13. in the same section II, inserted a section 64/6 worded as follows: «art.» 64/6. The Bank shall communicate the lists referred to article 64/5, § 3, as well as any changes that are made, the European Commission for the purposes of the application of article 52 § 4, directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities as amended. ».
14. in title II, Chapter VIII of the Act, inserted by article 5, there shall be inserted a section III: "Section III. Characteristics, allocation and management of the assets of coverage"with sections 64/7 to 64/17.
S. 15. in section III, inserted by article 14 article be inserted a 64/7 read as follows: «art.» 64/7. § 1.
In the case of a letter from Belgian gage, composition and value the assets of coverage must ensure the compliance of covered Belgian bond concerned under the specific conditions set out by the Belgian own funds requirements, adopted within the framework of the implementation of the provisions of Directive 2006/48 / EC of the European Parliament and of the Council of 14 June 2006 relating to access to the activity of credit institutions and its exercise for the benefit of a favourable weighting of covered Belgian bonds issued. In the exercise of the authority provided for in article 64/3, § 4, the King is allowed to specify or clarify the criteria for considering that covered Belgian bonds are consistent with this regulation.
§ 2. All of the assets of coverage comprising a special heritage shall, during the lifetime of the Belgian bond covered, provide sufficient coverage to meet the repayment of principal and payment of interest relating to the covered Belgian bond, to ensure respect for commitments to creditors who have been or may be determined in accordance with the conditions of issue of the debt concerned as well as to payments related to the management and administration of the assets of coverage.
To this end, cover assets that can be recovered according to the criteria of valuation determined pursuant to article 64/3, § 4, must provide a surplus, so that their value is greater than the outstanding capital covered Belgian bonds they cover. Adequate coverage by the assets of coverage, including the surplus, must be a periodic evaluation, the establishment issuing credit being required to adapt the portfolio of assets of cover to keep adequate coverage including the surplus.
§ 3. The King may lay down requirements concerning the minimum level of surplus, upgrading and adaptation of the portfolio of assets of coverage thus periodic checks on the liquidity of the portfolio position and, if necessary, to clarify the requirements under § 2. The fact that, in the exercise of this authority, the King provides for compliance with the requirements provided for in § 2 and for their recovery, certain assets of coverage cannot be taken into account that competition for a pro rata has no impact on the ownership of the assets concerned to the special heritage which they fall. ».
S. 16. in the same section III it is inserted a section 64/8 as follows: «art.» 64/8. § 1. The assets of a credit institution having issued with Belgian bonds covered consists of right general heritage on the one hand, and one or several heritage special on the other hand.
§ 2. A special heritage includes full: 1 ° all moveable assets that are registered pursuant to section 64/20, § 2, in the register of the assets of cover which is held for one or more covered Belgian bonds determined or, where applicable, for all covered Belgian bonds issued under an issuance programme;
2 ° the values, cash or financial instruments received as collateral as part of hedging instruments are recorded as assets of coverage;
3 ° all real or personal collateral, guarantees or privileges which, in any form whatsoever, provided in relation to the assets of coverage, as well as rights concerning insurance and other contracts in connection with the assets of coverage or the special asset management;
4 ° all sums which a credit institution holds following recovery (reimbursement, payment of assets) or the exercise of the rights referred to in the 1 ° or 3 ° on behalf of special heritage created in that credit institution or otherwise held for the account of this special heritage; and 5 ° reserves the Bank insofar as they relate to special heritage.
If the sums mentioned in the paragraph 1, 4 ° are held by the credit institution issuer of covered Belgian bonds on behalf of a special heritage and are not identifiable in the general heritage at the time where the remission of these assets on behalf of special heritage is sought, the right of ownership on such included in special heritage is carried over to other free assets in the general patrimony of the establishment of an equal value credit.
These assets are then identified in consultation between the representative of the special heritage (the Manager of portfolio or, Alternatively, portfolio supervisor) and the issuing credit institution or where applicable, the liquidator or trustee of the credit institution on the basis of the criteria determined in the conditions of issue. The credit institution or respectively its curator or its liquidator, is required to make these substitution assets available to the Portfolio Manager at the first request of claim of it. ».
S. 17. in the same section III it is inserted a section 64/9 as follows: «art.» 64/9. Where a credit institution disposes of assets referred to in article 64/3, § 3, 2 ° a), b), c) or d) in sight, for the assignee establishment, to proceed with the issuance of covered Belgian bonds, special heritage constituted within that issuing credit institution includes the monies by the institution transferring following the recovery of the assets transferred or the exercise of the rights referred to in article 64/8 § 2, paragraph 1, 1 ° and 3 ° on behalf of special heritage created within the establishment of credit assignee or otherwise held by the institution assigning on behalf of this special heritage. If these monies on behalf of a special heritage are not identifiable in the heritage of the institution to the time that the delivery of these assets is requested on behalf of special heritage, the right of ownership on such included in special heritage of the transferee institution is
postponed on other free assets of the assignor for equal value credit institution. These assets are then identified in consultation between the representative of the special heritage and the establishment of credit grantor or where appropriate, the liquidator or trustee of the credit institution transferor, on the basis of criteria agreed between the assignor and the assignee in the conditions of issue. The establishment of credit grantor or respectively its curator or its liquidator, is required to their first application to claim these assets of substitution at the disposal of the transferee credit institution or, where appropriate, the special Heritage Portfolio Manager of the transferee institution.
» Art. 18. in the same section III it is inserted a section 64/10 read as follows: «art.» 64/10. Bankruptcy or opening of a procedure of liquidation of the credit institution issuing covered Belgian bonds or credit transferor institution referred to in article 64/9 all amounts and payments relating to the assets included in a special heritage which are collected by or on behalf of the said heritage special by the credit institution concerned from the date of the opening of bankruptcy or winding-up proceedings early, are automatically excluded from the assets of the mass to be exclusively assigned to the special heritage concerned. Trustee or, where appropriate, the liquidator, is required to account for these amounts and put at disposal of the credit assignee institution or, where appropriate, their first Portfolio Manager application for claim. » Art. 19. in the same section III it is inserted a section 64/11 as follows: «art.» 64/11. Subject to paragraphs 5, 6 and 7, each special heritage is assigned exclusively to the respect of the commitments made with respect (a) to the holders of covered bonds Belgian concerned or, where applicable, of covered Belgian bonds issued under the programme concerned, as well as with respect to (b) creditors who have been or may be determined in accordance with the conditions of issuance of the concerned Belgian bond covered or the issuance programme concerned.
Subject to the provision laid down in paragraph 7, exclusive setting in 1 paragraph prevents the exercise of any right, including seizure by any other creditor of the credit institution transmitter on the assets of cover component special heritage.
Values (cash or financial instruments) granted to the transmitter as part of a hedging transaction credit institution which is an asset of coverage cannot be used as to fulfil the obligations related to the heritage of special circumstances and to the extent of what is provided for in the conditions of issue of covered concerned Belgian bonds and agreements concluded in the context of their show.
The rules of distribution between the commitments referred to in paragraph 1 are defined in the conditions of issuance and contracts concluded in the framework of the program covered Belgian bond or the program in question.
Additional commitments may be entered into in connection with a special heritage to improve its liquidity. The conditions of issuance of covered Belgian bonds determine if these additional commitments are paid by priority or are subordinate commitments referred to in paragraph 1. In the absence of such precision, these additional commitments are paid at an equal rank with the commitments referred to in paragraph 1.
Applicable by derogation from paragraph 1 and subject to contractual provisions contrary, the Portfolio Manager may take special heritage his compensation, his staff and all other expenses related to the exercise of his mission, including those generated by its subcontractors, insofar as they benefited the liquidation of this heritage.
After the close of the liquidation of a special heritage, a positive balance is de jure part of the general heritage of the issuing credit institution.
Neither the legal assignment under paragraph 1, nor any other provision of this chapter does not affect the right of general remedies available to creditors of the commitments referred to in paragraph 1 on the general heritage of the credit institution issuer, so that these creditors, to honor their debts, can afford both the general heritage than on the special heritage which is reserved for them. ».
S. 20. in the same section III it is inserted a section 64/12 worded as follows: «art.» 64/12. Until the opening of winding-up proceedings or, if earlier, until the appointment of a portfolio manager, the issuing credit institution manages the special heritage.
The rights and obligations relating to transactions between the sending credit institution and special heritage during the existence of the special heritage and covered Belgian bonds associated with it, are determined in writing as if the special heritage was a separate legal entity. ».
S. 21. in the same section III it is inserted a section 64/13 as follows: «art.» 64/13. § 1. The Bank means, for any special heritage, a Portfolio Manager: 1 ° at the time of the adoption of a measure referred to in article 57 against the issuer if this measure, in the opinion of the Bank, is likely to have a negative impact on covered Belgian bonds in question;
2 ° in case of winding-up proceedings opened against the issuing institution;
3 ° in the circumstances where the Bank considers that the assessment of the situation of the issuing credit institution is likely to seriously endanger the interests of holders of covered Belgian bonds in question.
The Bank may also designate a portfolio manager in the event of cancellation made pursuant to section 64/22.
§ 2. Upon its designation, the Portfolio Manager manages the full heritage special and has full right to all powers necessary or useful for the management, including to ask, without restriction, all acts of disposal.
Portfolio Manager exercises the management to continue to honour the commitments laid down in the conditions of issue of covered Belgian bonds. On the special heritage acts that are posed by the credit institution issuing or on behalf thereof, by persons other than the Portfolio Manager, after the designation of the Portfolio Manager, are tainted void, unless ratified by the Portfolio Manager.
§ 3. In relations with the issuing credit institution and relations with third parties, from his appointment, the Portfolio Manager: has) exercises on behalf of special heritage real and personal rights and obligations recognised special heritage with the same prerogatives than a corporation wholly;
(b) may act on behalf of the special heritage to enter into additional commitments to improve its liquidity. ».
S. 22. in the same section III it is inserted a section 64/14 as follows: «art.» 64/14. The King may lay down more precise rules regarding: 1 ° the requirements that a person must meet to be designated as a portfolio manager.
2 ° the tasks, skills and specific reporting obligations Portfolio Manager, including the decisions for which the portfolio manager must obtain the agreement of the Bank and/or the representative of the holders of covered Belgian bonds. ».
S. 23. in the same section III it is inserted a section 64/15 as follows: «art.» 64/15. In the event of assignment under section 57A, § 1, 1 °, involving a special heritage, rights covered Belgian bonds holders and other creditors referred to in article 64/11, 1st paragraph are maintained and follow the assets of cover component special heritage. ».
S. 24. in the same section III it is inserted an article 64/16 worded as follows: «art.» 64/16. In the case of winding-up proceedings concerning the issuing credit institution: 1 ° the procedure in question is limited to the general heritage of the issuing credit institution. Special heritages as well as the commitments and debts covered by them are not part of the mass of the bankruptcy;
2 ° the trustee must assist the Bank and Portfolio Manager to enable them to manage the special heritage in accordance with the present legislation;
3 ° the procedure does not constitute the payment of debts and commitments covered by a special heritage;
4 ° the liabilities creditors and debts covered by a special heritage retain their rights in the liquidation procedure pursuant to article 64/11, paragraph 8;
5 ° the Portfolio Manager may, in the interests of holders of covered Belgian bonds concerned, proceed, in consultation with the representative of licensees covered Belgian bonds and with the agreement of the Bank, to the assignment of special heritage (assets and liabilities) and its management to an institution to continue the execution of the obligations towards holders of covered Belgian bonds in accordance with the initial conditions of issue;
6 ° the Portfolio Manager may, in consultation with the representative of
licensees covered Belgian bonds and with the agreement of the Bank to liquidate a special heritage and to refund advance covered Belgian bonds concerned if the assets of coverage are not or may no longer be sufficient to honour the obligations related to the covered Belgian bonds concerned;
7 ° the portfolio manager shall, in consultation with the Bank and the representative of the holders of covered bonds Belgian liquidation partial or total special heritage and to prepay if, at a general meeting of holders of covered bonds concerned Belgian two-thirds at least of the outstanding capital are represented, these holders approve simple majority the liquidation of the special heritage and early repayment;
8 ° the trustee has the right, in consultation with the Bank, to obtain the Portfolio Manager delivery to the mass of cover assets that are no longer, with certainty, necessary as cover assets. ».
S. 25. in the same section III it is inserted a section 64/17 as follows: «art.» 64/17. § 1. The credit institutions issuing covered Belgian bonds can subscribe, acquire and retain their own covered Belgian bonds. Covered bonds Belgian thus subscribed or acquired are deprived of the rights provided for in articles 568-580 code corporations and rights of a similar nature provided for in the statutes of the issuing institution for the duration of their detention by the issuing of covered bonds Belgian credit institution, except insofar as provided for in the conditions of issue.
§ 2. Notwithstanding the opening of winding-up proceedings against him and article 56, the issuing credit institution is allowed to continue, apart from this liquidation procedure, activities which are necessary or useful to the management by the Portfolio Manager to protect the interests of holders of covered Belgian bonds issued in connection with the special heritage at the latest until all obligations related to the special heritage are fully implemented or extinct in another way.
§ 3. To the extent permitted by the Bank, a credit institution can keep minimum reserves by special heritage Bank. ».
S. 26. in title II, Chapter VIII of the Act, inserted by article 5, there shall be inserted a section IV entitled: "Section IV. Conditions of issuance"comprising sections 64/18 and 64/19.
27. in section IV, inserted by article 26, article be inserted a 64/18 worded as follows: «art.» 64/18. The conditions of issue, including the various contractual provisions relating to covered Belgian bonds, provide mechanisms which shall ensure the reimbursement of covered Belgian bond within the period laid down in the conditions of issue. ÷ this end, the King may provide that these include at least the periodic verification of cash reserves (and other cash) that will be generated by the assets of coverage for a certain period, in comparison with the payments to be made in accordance with emission, during a certain period and conditions requirements according to which the issuing credit institution must provide additional assets if this audit highlights the problems of liquidity. ».
S. 28. in the same section IV inserted a section 64/19 as follows: «art.» 64/19. § 1. Articles 568-580 of the companies Code are applicable to covered Belgian bonds only insofar as it is not waived by the conditions of issue.
§ 2. For holders of covered Belgian bonds forming part of the same issue or the same program, one or more representatives may be appointed to as far as the conditions of issue provide for rules concerning the Organization of general meetings for holders of covered Belgian bonds in question. These representatives may, within the limits of the tasks entrusted to them, engage all users covered Belgian bonds of this issue or this program to third parties and they must justify their jurisdiction by filing of the deed by which they have been designated. They can act and represent the holders of covered bonds Belgian in any bankruptcy proceedings or similar proceedings, without revealing the identity of the holders of covered Belgian bonds.
Representatives of holders of a Belgian bond covered are designated either prior to the issuance by the issuing credit institution or after the issuance by the general meeting of holders of covered Belgian bonds in question.
Their skills are determined in the conditions of issuance, or if this is not the case, by the general meeting of holders of the Belgian bond in question covered.
The general meeting of holders of covered Belgian bonds in question may at any time revoke the designation of the representatives, provided they proceed simultaneously with the designation of one or several other representatives. The General Assembly decides by a simple majority of covered represented Belgian bonds.
Representatives of holders of a Belgian bond covered can also be designated to act for other creditors holders of claims covered by the assets of coverage, subject to the agreement of these creditors and provided that the conditions for issuance of the covered concerned Belgian bond provide adequate rules regarding possible conflicts of interest.
Representatives exercise their powers in the exclusive interest of the holders of the covered Belgian bond and, where appropriate, other creditors that they represent, and they are required to report them according to the rules laid down in the conditions of issue or, where appropriate, in the decision of appointment. ».
S. 29. in title II, Chapter VIII of the Act, inserted by article 5, there shall be inserted a section V: «Section V. the specific Obligations incumbent on the issuer of covered Belgian bonds» includes the 64/20 item.
30. in section V, inserted by article 29 article be inserted a 64/20 as follows: «art.» 64/20. § 1. Any credit institution having issued with Belgian bonds covered must, concerning these Belgian bonds covered: 1 ° take a special administration by special heritage concerning: has) issued debt securities that are part of this category.
and (b)) the cover assets that are used to cover these debt securities;
2 ° obligations of specific reporting, which the Bank is entitled to specify the content and the form;
3 ° provide its auditor, to each portfolio supervisor and each portfolio manager the necessary cooperation to enable the latter to perform the tasks which have been assigned under this Act, conditions, emission and emission-related contracts;
4 ° periodically demonstrate to the bank concerned debt securities category continues to meet the conditions imposed by the provisions of this chapter and, in particular: has) by reporting on the special administration he held according to item 1 ° above;
(b) by providing, in this report, clarification on the cover assets and recoverability;
c) if application, reporting on the outcome of the verification provided by or pursuant to section 64/18 and, where appropriate, provided additional assets.
5 ° be able to demonstrate to the Bank, whenever significant changes are being proposed concerns a Belgian bond covered, the program and legal documentation covered Belgian bond or the issuance programme, as covered Belgian of the category in question bonds continue to meet the conditions referred to in article 64/3 § 3;
6 ° if applicable, take measures to limit foreign exchange and interest rate risks.
§ 2. Special administration includes the maintenance of a register of the assets of coverage for one or several covered Belgian bonds determined or, where applicable, for all covered Belgian bonds issued under an issuance programme, register in which shall be entered all cover assets owned.
§ 3. The King may lay down more detailed rules concerning the manner in which the special administration referred to in §§ 1 and 2 must be held, both with regard to its form and content that respect the integrity of the data. ».
S. 31. in title II, Chapter VIII of the Act, inserted by article 5, there shall be inserted a section VI: "Section VI. Specific control"include articles 64/21 and 64/22.
S. 32. in section VI, inserted by article 31 article be inserted a 64/21 read as follows: «art.» 64/21. § 1. Assent of the Bank, the l' etablissement establishment issuing credit means, at the issuance of covered Belgian bonds, one monitoring portfolio responsible to report to the Bank on compliance by the establishment issuing credit legal requirements and regulations relating to the covered Belgian bonds. Expenses and remuneration to be paid to the supervisor's portfolio are responsibility of the issuing credit institution.
§ 2. Portfolio supervisor periodically provides information: 1 ° the cover asset classes which are held;
2 ° audits of the obligations laid down in article 64/20, § 1;
3 ° the permanent maintenance of surplus to observe; and 4 ° if applicable, additional assets.
§ 3. The King may lay down more precise rules regarding: 1 ° the requirements that a person must meet to be designated as a portfolio supervisor;
2 ° the tasks and specific reporting obligations of the supervisor of portfolio. ».
S. 33. in the same section VI it is inserted a section 64/22 as follows: «art.» 64/22. § 1. If the Bank finds that a class of debt securities no longer meets the conditions imposed by the provisions of this chapter or the concerned issuer credit institution no longer complies with the specific obligations which are applicable as the transmitter covered Belgian bonds credit institution, it fixes the period within which it must be remedied to the observed situation. If, at the end of this period, it has not remedied the situation, the Bank may, without prejudice to other measures referred to in article 57, proceed to the cancellation of the credit institution issuer of the list referred to in article 64/5, § 3.
In the event of extreme urgency, the Bank may proceed with the cancellation of the credit institution transmitter from the list referred to in article 64/5, § 3 without a time frame for being laid down in advance.
§ 2. If the Bank carries out such radiation, it communicates it without delay to the Commission and indeed state immediately on its web site. This radiation does not affect the rights of holders of covered Belgian bonds issued by the institution thus deregistered.
After radiation, any new issuance of covered Belgian bonds requires that it be again meets all of the conditions provided for this purpose, including those to which the inscription on the list of credit institutions issuing is subject. ».
S. 34. at article 104, § 1 of the Act, as last amended by the Act of March 4, 2012, there is added a 15 ° as follows: «15 ° persons who contravene articles 64/1 and 64/2.»
CHAPTER 3. -Provisions transitional art. 35 § 1. Until December 31, 2018, issuing credit institution may designate holders of debt securities that have been issued or guaranteed by that credit institution as creditors, in accordance with articles 64/7, § 2, paragraph 1, and 64/11, paragraph 1, of the law of 22 March 1993 on the status and control of credit institutions whose receivables are covered ranked equal with covered Belgian bonds, by the assets included in the special heritage, provided that the conditions laid down in paragraph 2 of this article are fulfilled.
§ 2. The designation referred to the § 1 must meet the following conditions: a) designation is requested by the issuing credit institution at the same time as the application for the permissions referred to in articles 64/2 and 64/3 of the aforementioned law of 22 March 1993;
(b) it appears from the conditions emission that the designation of affected creditors in the § 1 whose claims are covered in the same rank that covered Belgian bonds by the assets included in the special heritage shall not preclude that covered Belgian bonds, for which the authorities referred to in point a) are requested, meet all requirements under Chapter VIII of title II of the aforementioned law of 22 March 1993;
(c) the cover assets referred to in article 64/7, § 2, of the law of 22 March 1993 have a surplus in accordance with the assessment criteria established on the basis of article 64/3, § 4, of the Act, so that their value is greater than the sum of the amount owed in principal under covered Belgian bonds as well as under debt securities held by designated holders as creditors referred to in articles 64/7 , § 2, paragraph 1, and 64/11, paragraph 1, of the above-mentioned law of 22 March 1993, in accordance with the § 1 of this section;
(d) the conditions of issuance contain the information necessary to identify the designated creditors debt securities in accordance with the § 1 and which are covered in rank equal to that covered Belgian bonds by the assets included in the special heritage;
(e) the conditions of issue shall expressly determine whether and to what extent, other provisions, Chapter VIII of title II of the law of 22 March 1993 as this article also apply to debt securities or their owners, such as designated in accordance with the § 1.
3. The King lays down the requirements referred to in articles 64/3, § 4, and 64/7, paragraph 3 of the aforementioned law of 22 March 1993, so that they can be applied properly if holders of debt securities are designated under articles 64/7, § 2, paragraph 1, and 64/11, paragraph 1, of the Act, in accordance with the § 1 of this article.
§ 4. The National Bank of Belgium establishes a specific list for the debt securities referred to the § 1, in which these debt securities are grouped according to the program or the program covered Belgian bonds whereby emissions or which the designation has taken place. This list is published on the website of the National Bank of Belgium, in the same way as the lists referred to in article 64/5, § 3, of the law of 22 March 1993.
§ 5. The provisions of Chapter VIII of title II of the law of 22 March 1993, designated in accordance with § 2, e), apply in the manner provided in the conditions of issue debt securities or their only designated such holders pursuant to the § 1.
Promulgate this Act, order that it be under the seal of the State and published by le Moniteur.
Given at Chateauneuf-de-Grasse, August 3, 2012.
ALBERT by the King: the Minister of finance, S. VANACKERE. the Minister of the economy, J. VANDE LANOTTE the Minister of Justice, Ms. A. TURTELBOOM sealed with the seal of the State: the Minister of Justice, Ms. A. TURTELBOOM _ Note (1) references to parliamentary work: records of the House of representatives: 53 2342 /(2011/2012): 001: Bill.
004: Text adopted by the commission.
005: Text adopted in plenary meeting and transmitted to the Senate.
Annals of the House of representatives: 18 July 2012 Senate Documents: 5-1764-2011/2012: 001: project referred by the Senate.
003: Decision not to amend.
Annals of the Senate: July 19, 2012.