belgiquelex.be - Carrefour Bank of Legislation

3 AOUT 2012. - Law establishing a legal regime for Belgian covered bonds (1)

ALBERT II, King of the Belgians,
To all, present and to come, Hi.
The Chambers adopted and We sanction the following:
CHAPTER I^er. - General provisions
Article 1^er. This Act regulates a matter referred to in Article 78 of the Constitution.
Art. 2. The purpose of this Act is to establish in Belgium a legal framework governing the issuance of obligations 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 legislative, regulatory and administrative provisions concerning certain securities collective investment bodies (VSF).
CHAPTER 2. - Amendments to the Act of 22 March 1993 on the Status and Control of Credit Institutions
Art. 3. Article 3, § 1^er, of the Act of 22 March 1993 on the Status and Control of Credit Institutions, last amended by the Act of 31 July 2009, is supplemented by the 20th to 25th written as follows:
"20° by covered Belgian bond: a title of receivable, as long as it meets the following criteria:
(a) the title of receivable has been or is issued by a Belgian credit institution that is listed in article 64/5, § 3, 1°;
(b) the title of receivable or - in the event of an issue under a program - the program of issue and any title of receivable issued in that framework have been or are listed under section 64/5, § 3, 2°;
(c) a special heritage is constituted in accordance with Article 64/8;
21° by cover assets: the 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 Belgian covered bond whose coverage assets meet the conditions determined under Article 64/7, § 1^er, and which is registered as such on the list referred to in Article 64/5, § 3, 2°;
23° by representative of Belgian covered bond holders: the agent, the trustee or any other person designated in accordance with Article 64/19, § 2 in order to ensure the interests of Belgian covered bond holders;
24° by portfolio supervisor: the person designated in accordance with section 64/21;
25° per portfolio manager: the person designated in accordance with section 64/13. "
Art. 4. Section 31 of the Act, as amended by the Act of 3 March 2011, is supplemented by a paragraph written as follows:
"The assignments authorized by the Bank under section 30 shall not be subject to a nullity or inopposability under section 1167 of the Civil Code or to sections 17, 18 or 20 of the Bankruptcy Act of 8 August 1997. "
Art. 5. In title II of the same law, a chapter VIII, entitled:
“Chapter VIII. - Provisions relating to the issue of covered Belgian bonds by Belgian credit institutions".
Art. 6. In title II, chapter VIII of the same law, inserted by section 5, it is inserted a section I^re entitled “Section I^re. Denomination" comprising section 64/1.
Art. 7. In section I^re Inserted by Article 6, an article 64/1 is inserted as follows:
"Art. 64/1. § 1^er. The names " covered bond belgian" and " Belgische covered bond" can only be used for the titles issued in accordance with the provisions of this chapter.
§ 2. The names "Belgian gage letter" and "Belgische pandbrief" can only be used for the titles that meet the conditions determined under Article 64/7, § 1^er. "
Art. 8. In title II, chapter VIII of the same Act, inserted by section 5, a section II, entitled "Section II. Registration with the Bank" comprising sections 64/2 to 64/6.
Art. 9. In section II, inserted by section 8, an article 64/2 is inserted as follows:
"Art. 64/2. A Belgian covered bond issue can only be carried out by a credit institution and requires prior authorization from the Bank.
The Bank's prior authorization is, on the one hand, on the institution's organizational capacity to issue Belgian covered bonds and to monitor them, and on the other hand, on compliance by a program or program of programming provided for by or under this chapter. "
Art. 10. In the same section II, an article 64/3 is inserted as follows:
"Art. 64/3. § 1^er. In order to obtain the Bank's authorization on the organizational capacity to issue Belgian covered bonds and to monitor them, the credit institution that intends to issue Belgian covered bonds must first submit to the Bank a file containing information on how it will supervise the planned operations. At least this information relates to:
1° a description of the financial situation of the establishment and in particular its credit prospects, demonstrating that its creditworthiness allows to safeguard the interests of creditors other than Belgian covered bond holders;
2° a description of the long-term strategy of the establishment, with particular attention to the liquidity and the place of Belgian covered bonds in this strategy;
3° a description of the tasks and responsibilities within the establishment in relation to the issue of Belgian covered bonds;
4° a description of the institution's risk management policy with respect to Belgian covered bonds, in particular the risk of interest rates, exchange risk, credit and counterparty risk, liquidity risk and operational risk;
5° a description of the involvement of the internal audit in the Belgian covered bonds emission process, including the applicable frequency and control procedures;
6° a description of the decision and reporting processes relating to the issue of Belgian covered bonds;
7° a description of the computer systems needed to issue Belgian covered bonds.
The general authorization referred to in paragraph 1^er concerning the ability to issue Belgian covered bonds is only given if the Bank is satisfied that:
(a) the issuing institution shall present the administrative and accounting organization allowing compliance with the provisions of or under this chapter and, in particular, segregation of the coverage assets; and
(b) that its financial situation, including solvency, saves the interests of creditors other than covered bond holders.
The Bank shall decide on the application within three months of the introduction of a complete file and, at the latest, within five months of receipt of the application.
The Bank's decision is notified to the credit facility within 10 days by registered letter or with acknowledgement of receipt.
§ 2. In order to obtain the Bank's authorization on a given program or program, the credit institution that intends to issue Belgian covered bonds must first submit to the Bank a file containing information relating to the planned operation. The Bank determines the information required as part of the introduction of the application. At least this information relates to:
1° the impact of the program or program on the liquidity situation of the facility;
2° the quality of the coverage assets, in particular with regard to the nature of the debtors of these assets and the security rights, guarantees or privileges associated with these assets, the diversification of these assets and their maturity;
3° the extent to which the maturity of the Belgian covered bonds corresponds to those of the cover assets;
4° the elements to demonstrate that it is always satisfied with the conditions referred to in § 1^erParagraph 2.
The Bank acknowledges receipt of the record referred to in paragraph 1^er and, within fifteen days of receipt of the file, tell the establishment whether the file is complete for examination or if it requires additional information.
§ 3. The particular authorization to conduct a program or program of Belgian covered bonds is only given if the Bank is satisfied that the following conditions are met:
1° the establishment has the general authorization referred to in § 1^er;
2° coverage assets consist of:
(a) mortgage debts;
(b) receivables on or guaranteed by (i) central, regional or local public authorities of OECD member States or (ii) central banks of those States or (iii) public sector entities of those States or (iv) multilateral development banks or international organizations;
(c) shares issued by securitization agencies that perform the securitization of exposures on assets predominantly composed of the elements referred to in (a) and/or (b);
(d) receivables on credit institutions including amounts held at such credit institutions and amounts held by the issuing credit institution; and/or
(e) positions resulting from one or more coverage instruments related to one or more coverage assets or covered Belgian bonds, as well as amounts paid under such positions.
§ 4. The King determines by a royal decree deliberated in the Council of Ministers:
1° the minimum requirements for coverage assets, including:
(a) the applicable law, the nature and geographical location of the debtor;
(b) the valuation criteria, if any, of which the portion of credit that must be covered by a mortgage, the rank of the required mortgage, the assessment conditions of the mortgage base, the location conditions of the mortgage base;
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 patrimony concerned, the requirements for the correspondence of the maturity of the cover assets and those of the Belgian covered bonds issued by the credit institution;
4° the limitations to one or more categories of coverage assets to which a Belgian cover bond issue must be met and, where applicable, the proportion to be respected between the different categories of coverage assets;
5° the necessary measures to be taken by the issuing establishment to cover the exchange and exchange risks associated with the issuance of Belgian covered bonds; and
6° the powers and criteria on which the Bank may determine, by issuing credit institution, the maximum percentage of Belgian covered bonds that may be issued by the institution concerned in relation to its total balance sheet. "
Art. 11. In the same section II, an article 64/4 is inserted as follows:
"Art. 64/4. Before giving permission under Article 64/3, § 1^er, the Bank requests the Approved Commissioner to report on the organizational quality of the credit institution in relation to its obligations under this chapter. "
Art. 12. In the same section II, an article 64/5 is inserted as follows:
"Art. 64/5. § 1^er. The Bank decides on the application for the issuance of Belgian covered bonds within two months of the introduction of a complete file and no later than three months of the receipt of the application.
§ 2. The Bank's decision is notified to the credit facility within 10 days by registered letter or with acknowledgement of receipt.
§ 3. The Bank establishes two lists:
1° a list of authorized credit institutions, in accordance with Article 64/3, § 1^erto emit Belgian covered bonds;
2° a list that further specifies, by establishment, the issued securities and the issuance programs for which the particular authorization referred to in Article 64/3, § 2, was given. This list is still subdivided depending on whether or not Belgian covered bonds are Belgian gage letters.
These lists are posted on the Bank's website. "
Art. 13. In the same section II, an article 64/6 is inserted as follows:
"Art. 64/6. The Bank shall communicate the lists referred to in Article 64/5, § 3, as well as any amendments made thereto, to the European Commission, for the purposes of Article 52, § 4, the Directive 2009/65/EC of the European Parliament and the Council of 13 July 2009 on the coordination of legislative, regulatory and administrative provisions concerning certain securities collective investment bodies, as amended. "
Art. 14. In title II, chapter VIII of the same law, inserted by section 5, a section III entitled:
"Section III. Characteristics, assignment and management of coverage assets" including sections 64/7 to 64/17.
Art. 15. In section III, inserted by article 14, an article 64/7 is inserted as follows:
"Art. 64/7. § 1^er. In the case of a Belgian letter of pledge, the composition and valuation of the coverage assets must ensure the conformity of the Belgian covered bond concerned with the specific conditions provided by the Belgian regulations in respect of the requirements in equity, adopted in the context of the transposition of the provisions of Directive 2006/48/EC of the European Parliament and the Council of 14 June 2006 concerning access to the activity of the credit institutions and its exercise, with a view to the benefit of a favourable weighting of the covered In the exercise of the authorization provided for in Article 64/3, § 4, the King is authorized to specify or clarify the criteria to consider that the Belgian covered bonds comply with this regulation.
§ 2. All of the coverage assets of which a special asset is made up must, during the life of the Belgian covered bond, provide sufficient coverage for the reimbursement of the principal and for the payment of interest relating to the Belgian covered bond, to ensure compliance with commitments made with respect to creditors who have been or may be determined in accordance with the conditions for the issuance of the relevant debt title, as well as to make payments related to the management and administration of the assets of the coverage.
To this end, the coverage assets that can be valued according to the valuation criteria determined under Article 64/3, § 4, must provide for a surplus, so that their value is greater than the main stock of the Belgian covered bonds they cover. The adequate coverage provided by the coverage assets, including the surplus, must be subject to a periodic assessment, with the issuer's credit establishment required to adapt the coverage asset portfolio to maintain adequate coverage, including the surplus, to the level.
§ 3. The King may set requirements for the minimum level of the surplus, the valuation and adaptation of the cover asset portfolio, as well as the periodic audit of the liquidity position of that portfolio and, where applicable, specify the requirements under § 2. The fact that, in the exercise of this authorization, the King predicts that for the fulfilment of the requirements set out in § 2 and for their valuation, certain coverage assets may only be taken into account in a prorata has no impact on the belonging of the assets concerned to the special heritage of which they belong. "
Art. 16. In the same section III, an article 64/8 is inserted as follows:
"Art. 64/8. § 1^er. The heritage of a credit institution that has emitted Belgian bonds is composed of full right of its general heritage on the one hand, and of one or more special heritages on the other.
§ 2. A special heritage includes:
1° all the movable goods that are registered, in accordance with Article 64/20, § 2, in the register of the cover assets that is held for one or more Belgian covered bonds or, if any, for all Belgian covered bonds issued in the context of an emission program;
2° the values, species or financial instruments, received as collateral in the framework of cover instruments that are registered as cover assets;
3° all security or personal security rights, guarantees or privileges that, in any form, have been provided in relation to the security assets, as well as the rights relating to insurance and other contracts in relation to the special assets or the management of the special heritage;
4° all amounts held by a credit institution following the recovery (refund, payment) of the assets or the exercise of the rights referred to in 1° or 3° on behalf of the special heritage created in that credit institution or otherwise held on behalf of that special heritage; and
5° the mandatory reserves with the Bank to the extent that they are related to the special heritage.
If amounts referred to in paragraph 1^er, 4° are held by the credit institution emitter of Belgian covered bonds on behalf of a special heritage and are not identifiable in the general heritage at the time when the surrender of these assets on behalf of the special heritage is requested, the property right on these amounts included in the special heritage is deferred to other free assets in the general heritage of the credit establishment for equal value. These assets are then identified in consultation between the Special Heritage Representative (the Portfolio Manager or, if not, the Portfolio Monitor) and the issuing credit institution or, where applicable, the liquidator or curator of the credit institution, on the basis of the criteria determined under the emission conditions. The credit institution or, respectively, its curator or liquidator, is required to make these substitute assets available to the portfolio manager at the first request of the portfolio manager. "
Art. 17. In the same section III, an article 64/9 is inserted as follows:
"Art. 64/9. Where an establishment of credit assigns assets referred to in Article 64/3, § 3, 2°, (a), (b), (c) or (d) for the transferring establishment to issue Belgian covered bonds, the special property constituted in this issuing credit institution shall include the amounts held by the establishment that is transferred as a result of the recovery of the transferred assets or the exercise of the rights referred to in Article 64/8,^er, 1° and 3° on behalf of the special heritage created in the establishment of a transferee credit or otherwise held by the establishment transferring on behalf of this special heritage. If these amounts held on behalf of a special heritage are not identifiable in the property of the transferring institution at the time that the surrender of these assets is requested on behalf of the special heritage, the right of ownership of these amounts included in the special heritage of the transferring establishment is deferred to other assets free of the credit establishment yielding for equal value. These assets are then identified in consultation between the Special Heritage Representative and the credit facility transferring or, where appropriate, the liquidator or curator of the credit facility transferring, on the basis of the criteria agreed between the assignor and the assignee under the conditions of issue. The transferor credit institution or, respectively, its curator or liquidator, is required to make these substitute assets available to the disposal of the transferee credit institution or, where appropriate, the special heritage portfolio manager of the assignee establishment at their first request for a claim. »
Art. 18. In the same section III, an article 64/10 is inserted as follows:
"Art. 64/10. In the event of a bankruptcy or opening of a liquidation procedure of the issuing credit institution of covered Belgian bonds or of the assigning credit institution referred to in section 64/9 all amounts and payments relating to the assets included in a special heritage that are collected by or on behalf of the said special heritage by the credit institution concerned, from the date of the opening of the bankruptcy or the beginning of the liquidation procedure The curator or, where appropriate, the liquidator shall be required to report these amounts and make them available to the assignee credit institution or, where appropriate, the portfolio manager at their first claim request. »
Art. 19. In the same section III, an article 64/11 is inserted as follows:
"Art. 64/11. Subject to paragraphs 5, 6 and 7, each special patrimony shall be assigned exclusively to the fulfilment of the commitments made in respect of (a) the holders of the Belgian covered leaps concerned or, if any, of the Belgian covered leaps issued under the relevant program, as well as in respect of (b) the creditors who have been or may be determined in accordance with the conditions of issue of the Belgian covered leap concerned or the programme concerned.
Subject to the provision provided for in paragraph 7, the exclusive assignment provided for in paragraph 1^er prevents the exercise of any right, including seizure, by any other creditor of the issuing credit facility on the special assets of coverage.
The values (species or financial instruments) awarded to the issuing credit institution as part of a coverage operation that constitutes a cover asset can only be used in order to fulfill the obligations related to the special heritage in the circumstances and to the extent that the conditions for the issuance of the relevant Belgian bonds and the agreements entered into in the framework of their program.
The rules of distribution between the commitments referred to in paragraph 1^er are determined under the conditions of issuance and contracts entered into as part of the issuance of the Belgian covered bond or the program in question.
Additional commitments may be made in relation to a special heritage to improve its liquidity. The conditions for issuing Belgian covered bonds determine whether these additional commitments are paid by priority or are subordinated to the commitments referred to in paragraph 1^er. In the absence of such precision, these additional commitments are paid to a level equal to the commitments referred to in paragraph 1^er.
If applicable by derogation from paragraph 1^er and subject to contractual provisions that are contrary, the portfolio manager may take his or her remuneration, that of his or her staff, and any other costs related to the exercise of his or her mission, including those generated by his or her subcontractors, to the extent that they have taken advantage of the liquidation of that heritage.
After the closure of a special heritage, a positive balance is in full right part of the general heritage of the issuing credit institution.
Neither the legal assignment provided for in paragraph 1^eror any other provision of this chapter shall not affect the general right of recourse available to creditors of the commitments referred to in paragraph 1^er on the general heritage of the issuing credit institution, so that these creditors, in order to make their claims honor, can pay on both the general heritage and the special heritage reserved to them. "
Art. 20. In the same section III, an article 64/12 is inserted as follows:
"Art. 64/12. Until the commencement of a liquidation procedure or, if it is earlier, until the designation of a portfolio manager, the issuer credit institution ensures the management of the special heritage.
The rights and obligations relating to the transactions between the issuing credit institution and the special heritage during the existence of the special heritage and the Belgian covered bonds related thereto are determined in writing as if the special heritage was a separate legal entity. "
Art. 21. In the same section III, an article 64/13 is inserted as follows:
"Art. 64/13. § 1^er. The Bank shall designate a portfolio manager for any special heritage:
1° at the time of the adoption of a measure referred to in section 57 against the issuing institution if this measure, at the Bank's view, is likely to have a negative impact on the Belgian covered bonds in question;
2° in the event of an open liquidation procedure against the issuing establishment;
3° in circumstances where the Bank considers that the assessment of the status of the issuer's credit institution is likely to seriously jeopardize the interests of the Belgian covered bond holders in question.
The Bank may also designate a portfolio manager for write-off in accordance with section 64/22.
§ 2. Upon designation, the portfolio manager shall ensure full management of the special heritage and shall have full right of all necessary or useful powers to ensure such management, including, without any restrictions, all acts of disposition. The portfolio manager exercises this management in order to continue to honour the commitments provided by the conditions for the issuance of Belgian covered bonds. Deeds relating to the special heritage that are laid, after the designation of the portfolio manager, by the issuing credit institution or, on behalf of the latter, by persons other than the portfolio manager, are null and void unless ratified by the portfolio manager.
§ 3. In relations with the issuer credit institution and relations with third parties, starting with the appointment, the portfolio manager:
(a) exercises on behalf of the special heritage real and personal rights and respects the obligations recognized to the special heritage with the same prerogatives as a full legal person;
b) may act on behalf of the special heritage to conclude additional commitments to improve its liquidity. "
Art. 22. In the same section III, an article 64/14 is inserted as follows:
"Art. 64/14. The King may set more precise rules concerning:
1° the requirements that a person must meet to be designated as a portfolio manager;
2° the specific tasks, competencies and reporting obligations of the portfolio manager, including the decisions for which the portfolio manager must obtain the agreement of the Bank and/or the representative of Belgian covered bond holders. "
Art. 23. In the same section III, an article 64/15 is inserted as follows:
"Art. 64/15. In case of assignment under Article 57bis, § 1^er, 1°, involving a special heritage, the rights of Belgian covered bond holders and other creditors referred to in article 64/11, paragraph 1^er are maintained and follow the special heritage cover assets. "
Art. 24. In the same section III, an article 64/16 is inserted as follows:
"Art. 64/16. In the case of a liquidation procedure relating to the establishment of a credit issuer:
1° the procedure in question is limited to the general heritage of the issuing credit institution; the special assets, as well as the commitments and debts covered by them not part of the mass of bankruptcy;
2° the curator shall assist the Bank and the Portfolio Manager to manage the special heritage in accordance with this legislation;
3° the procedure does not prevail over the obligations and debts covered by a special heritage;
4° creditors of commitments 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 interest of the holders of the Belgian covered bonds concerned, proceed, in consultation with the representative of the Belgian covered bonds holders and with the agreement of the Bank, to the assignment of the special heritage (assets and liabilities) and its management to an institution responsible for the continuation of the obligations with respect to Belgian covered bond holders in accordance with the initial emission conditions;
6° the portfolio manager may, in consultation with the representative of Belgian covered bonds and with the agreement of the Bank, proceed to the liquidation of a special heritage and to the anticipated reimbursement of the Belgian covered bonds concerned if the coverage assets are not or may not be sufficient to meet the obligations related to the Belgian covered bonds concerned;
7° the portfolio manager shall, in consultation with the Bank and the representative of the Belgian covered bond holders, proceed to the partial or total liquidation of the special heritage and to the advance refund if, at a general meeting of the Belgian covered bond holders concerned to which at least two thirds of the principal stock are represented, these holders shall approve, by a simple majority, the liquidation of the special heritage and the advance refund;
8° the curator has the right, in consultation with the Bank, to obtain from the portfolio manager the handover to the mass of the coverage assets that will no longer, with certainty, be necessary as cover assets. "
Art. 25. In the same section III, an article 64/17 is inserted as follows:
"Art. 64/17. § 1^er. Belgian credit institutions of covered bonds can subscribe, acquire and retain their own Belgian covered bonds. The Belgian covered bonds thus subscribed or acquired are deprived of the rights provided for in articles 568 to 580 of the Code of Societies and of the rights of a comparable nature provided for in the statutes of the issuing institution for the duration of their detention by the establishment of credit issuer of covered bonds Belgian, except to the extent that this is provided under the conditions of issue.
§ 2. Notwithstanding the opening of a liquidation procedure against it and section 56, the issuing credit institution is authorized to continue, outside of this liquidation procedure, activities that are necessary or useful to the management by the portfolio manager in order to preserve the interests of the holders of the Belgian covered bonds issued in connection with the special heritage no later than, until all special heritage obligations are fully executed or extinguished.
§ 3. To the extent permitted by the Bank, a credit institution may retain mandatory reserves by special assets to the Bank. "
Art. 26. In title II, chapter VIII of the same Act, inserted by section 5, a section IV, entitled "Section IV. Conditions of issuance" including sections 64/18 and 64/19.
Art. 27. In section IV, inserted by section 26, an article 64/18 is inserted as follows:
"Art. 64/18. The conditions of issuance, including the various contractual provisions relating to Belgian covered bonds, provide mechanisms that must ensure the reimbursement of the Belgian covered bond within the time limit provided under the conditions of issue. ÷ this end, the King may provide that these mechanisms include at least the periodic audit of the cash reserves (and other liquidities) that will be generated by the coverage assets for a certain period of time, in comparison with the payments to be made, in accordance with the emission conditions, for a certain period of time and the requirements that the issuer credit establishment must provide additional assets if this audit identifies liquidity problems. "
Art. 28. In the same section IV, an article 64/19 is inserted as follows:
"Art. 64/19. § 1^er. Sections 568 to 580 of the Code of Companies are applicable to Belgian covered bonds only to the extent that it is not derogated from the conditions of issue.
§ 2. For Belgian covered bond holders that are part of the same program or program, one or more representatives may be designated as long as the emission conditions provide rules for the organization of general assemblies for the Belgian covered bond holders in question. These representatives may, within the limits of the missions entrusted to them, engage all the holders of the Belgian covered bonds of this program or of this program of emission to third parties and they must only justify their competence by production of the act by which they were designated. They can act and represent the holders of the Belgian covered bonds in any bankruptcy or similar procedure, without revealing the identity of the holders of the Belgian covered bonds.
Representatives of the holders of a Belgian covered bond are designated either before the issuance, by the issuing credit institution, or after the issuance, by the general assembly of the holders of the Belgian covered bonds in question. Their skills are determined under the emission conditions or, if not, by the general assembly of the holders of the Belgian covered bond in question.
The general assembly of the Belgian covered bonds in question may at any time revoke the designation of the representative(s), provided that the designation of one or more other representatives is done simultaneously. The general assembly decides by a simple majority of the Belgian covered bonds represented.
Representatives of the holders of a Belgian covered bond may also be designated for the purpose of acting for other creditors holding debts covered by the cover assets, with the agreement of these creditors and as long as the conditions for issuing the Belgian covered bond concerned provide adequate rules regarding possible conflicts of interest.
Representatives exercise their skills in the exclusive interest of the Belgian covered bond holders and, where appropriate, other creditors they represent, and are required to report to them in accordance with the terms defined in the terms and conditions of issue or, where appropriate, in the designation decision. "
Art. 29. In title II, chapter VIII of the same law, inserted by section 5, it is inserted a section V entitled: "Section V. Special obligations to the Belgian covered bond issuer" including section 64/20.
Art. 30. In section V, inserted by section 29, an article 64/20 is inserted as follows:
"Art. 64/20. § 1^er. Any credit institution that has issued Belgian covered bonds must, concerning these Belgian covered bonds:
1° to hold a special administration by special heritage concerning:
(a) securities issued in that category; and
(b) Coverage assets that cover these receivables;
2° comply with specific reporting obligations, which the Bank is authorized to specify content and form;
3° provide to its auditor-revisor, each portfolio supervisor and each portfolio manager all the necessary collaboration to enable them to carry out the missions that have been devolved to them under this Act, the conditions of issuance and the contracts related to the issuance;
4° periodically demonstrate to the Bank that the category of receivables still meets the conditions imposed by the provisions of this chapter, in particular:
(a) reporting on the special administration that it holds in accordance with paragraph 1 above;
(b) providing, in this report, information on coverage assets and their valuation;
(c) if an application, reporting on the outcome of the audit under or under section 64/18 and, where applicable, additional assets provided;
5° be able to demonstrate to the Bank, whenever significant changes are proposed with respect to a Belgian covered leap, the programme of issuance and the legal documentation concerning the Belgian covered leap or the programme of issuance, that the Belgian covered leaps of the category in question always meet the conditions specified in article 64/3 § 3;
6° where applicable, take measures to limit exchange and interest rate risks.
§ 2. The special administration includes the holding of a cover asset register for one or more Belgian covered bonds determined or, where applicable, for all Belgian covered bonds issued as part of an emission program, a register in which all inmate coverage assets are registered.
§ 3. The King may set more precise rules regarding how the special administration referred to in §§ 1^er and 2 must be held, both in terms of its form and content and in terms of data integrity. "
Art. 31. In title II, chapter VIII of the same Act, inserted by section 5, a section VI is inserted entitled "Section VI. Specific control » including articles 64/21 and 64/22.
Art. 32. In section VI, inserted by section 31, an article 64/21 is inserted as follows:
"Art. 64/21. § 1^er. In accordance with the Bank's notice, the issuing credit institution shall, upon issuance of Belgian covered bonds, designate a portfolio supervisor to report to the Bank on compliance by the issuing credit institution with the legal and regulatory requirements relating to Belgian covered bonds. The costs and remuneration to be paid to the portfolio supervisor are borne by the issuing credit facility.
§ 2. The Portfolio Monitor periodically provides information on:
1° the categories of coverage assets held;
2° verifications of obligations under Article 64/20, § 1^er;
3° the permanent maintenance of the surplus to be respected; and
4° if applicable, additional assets.
§ 3. The King may set more precise rules concerning:
1° the requirements that a person must meet to be designated as a portfolio supervisor;
2° the specific tasks and reporting obligations of the portfolio supervisor. "
Art. 33. In the same section VI, an article 64/22 is inserted as follows:
"Art. 64/22. § 1^er. If the Bank finds that a category of receivables no longer meets the conditions imposed by the provisions of this chapter or that the issuer credit institution concerned no longer complies with the specific obligations that are applicable to it as a credit institution issuer of covered Belgian bonds, it sets the time limit for it to be corrected to the situation noted. If, at the end of this period, the Bank has not been remedied to the situation, without prejudice to the other measures referred to in Article 57, the Bank may de-list the credit institution from the list referred to in Article 64/5, § 3.
In the event of an extreme emergency, the Bank may proceed to the delisting of credit from the list referred to in Article 64/5, § 3 without prior adjustment period.
§ 2. If the Bank conducts such a delisting, it shall promptly communicate it to the European Commission and shall report it immediately on its website. This radiation does not affect the rights of the holders of the Belgian covered bonds emitted by the establishment thus removed. After the delisting, any new issue of Belgian covered bonds requires that it be resatisfied with all the conditions provided for this purpose, including those to which the registration is subordinated on the list of issuer credit institutions. "
Art. 34. Article 104, § 1^er of the same law, last amended by the Act of 4 March 2012, it is added a 15° written as follows:
"15° people who contravene articles 64/1 and 64/2. "
CHAPTER 3. - Transitional provisions
Art. 35. § 1^er. A credit institution may, until December 31, 2018, designate the 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^erand 64/11, paragraph 1^er, of the Act of 22 March 1993 relating to the status and control of credit institutions whose claims are covered, equal to the Belgian covered bonds, by the assets included in the special heritage, provided that the conditions provided for in § 2 of this article are met.
§ 2. The designation referred to in § 1^er must meet the following conditions:
(a) the designation is requested by the issuing credit institution at the same time as the application for authorizations referred to in sections 64/2 and 64/3 of the above-mentioned Act of 22 March 1993;
(b) the conditions of issuance indicate that the designation of creditors referred to in § 1^er whose claims are covered, in the same rank as the Belgian covered bonds, by the assets included in the special patrimony, does not preclude that the Belgian covered bonds, for which the authorizations referred to in (a) are requested, meet all the conditions required under Chapter VIII of Title II of the aforementioned Law of 22 March 1993;
(c) the coverage assets referred to in Article 64/7, § 2, of the above-mentioned Act of 22 March 1993 shall have a surplus in accordance with the assessment criteria established on the basis of Article 64/3, § 4, of the same Act, so that their value is greater than the sum of the amount owing principally under the Belgian covered bonds/7 and under the debt securities held by the holders designated as creditors referred to in Article 64^erand 64/11, paragraph 1^erof the aforementioned Act of 22 March 1993, in accordance with § 1^er of this article;
(d) the conditions of issuance contain the information necessary to identify the debt securities of the creditors designated in accordance with § 1^er and are covered at a level equal to that of Belgian covered bonds by the assets included in the special heritage;
(e) the conditions of issuance expressly determine whether and to what extent other provisions of Chapter VIII of Title II of the above-mentioned Act of 22 March 1993 that this section also apply to debt securities or their holders, as designated in accordance with § 1^er.
§ 3. The King sets out the requirements set out in sections 64/3, § 4, and 64/7, § 3, of the above-mentioned Act of 22 March 1993, so that they can be properly applied if the holders of debt securities are designated under sections 64/7, § 2, paragraph 1^erand 64/11, paragraph 1^erin accordance with § 1^er of this article.
§ 4. The National Bank of Belgium establishes a specific list for the debt securities referred to in § 1^erin which these debt titles are grouped according to the program or program of Belgian covered bonds in the context of which the designation took 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 aforementioned Law of 22 March 1993.
§ 5. The provisions of Chapter VIII of Title II of the above-mentioned Act of 22 March 1993, designated in accordance with § 2, e), apply in the manner provided for in the conditions of issuance to the securities of receivables or their holders as designated in accordance with § 1^er.
Promulgate this law, order that it be clothed with the seal of the State and published by the Belgian Monitor.
Given at Châteauneuf-de-Grasse, August 3, 2012.
ALBERT
By the King:
Minister of Finance,
S. VANACKERE
The Minster of the Economy,
J. VANDE LANOTTE
The Minister of Justice,
Ms. A. TURTELBOOM
Seal of the state seal:
The Minister of Justice,
Ms. A. TURTELBOOM
____
Note
(1) References to parliamentary work:
Documents of the House of Representatives:
53 2342/(2011/2012):
001: Bill.
002: Amendments.
004: Text adopted by the commission.
005: Text adopted in plenary and transmitted to the Senate.
Annales de la Chambre des représentants : 18 juillet 2012
Documents of the Senate:
5-1764 - 2011/2012:
001: Project referred to by the Senate.
003: Decision not to amend.
Annales of the Senate: July 19, 2012.