20 June 2005. - An Act to amend the Act of 9 July 1975 on the Control of Insurance Businesses, the Act of 22 March 1993 on the Status and Control of Credit Institutions, the Act of 6 April 1995 on the Status of Investment Businesses and their Control, Intermediaries and Investment Advisors and the Act of 20 July 2004 on Certain Forms of Collective Management of Investment Portfolios, and to make other provisions

ALBERT II, King of the Belgians,
To all, present and to come, Hi.
The Chambers adopted and We sanction the following:
CHAPTER I^er. - Objective - Definitions
Article 1^er. This Act regulates a matter referred to in Article 78 of the Constitution.
Art. 2. This Act provides for, inter alia, the transfer of Directive 2002/87/EC of the European Parliament and of the Council of 16 December 2002 on the supplementary monitoring of credit institutions, insurance companies and investment enterprises belonging to a financial conglomerate, and amending Directives 73/239/EEC, 79/267/EEC, 92/49/EEC, 92/96/EEC, 93/6/EEC and 93/22/EEC of the Council and Directives 98/EC and 2000/12/EC and 2000/12/EC.
Art. 3. For the purposes of this Act, it shall be understood by:
1° the "Insurance Act": the Act of 9 July 1975 on the control of insurance companies;
2° the "bank law": the Act of 22 March 1993 relating to the status and control of credit institutions;
3° the "Investment Companies Act": the Act of 6 April 1995 on the status of investment companies and their control, intermediaries and investment advisors;
4° the "Law on Certain Forms of Collective Investment Portfolio Management": the Act of 20 July 2004 on Certain Forms of Collective Investment Portfolio Management.
CHAPTER II
Supplementary monitoring of financial service groups
Art. 4. It is included in the Insurance Act a chapter VIlter, which reads as follows:
“Chapter VIIter. Special provisions relating to the supplementary supervision of Belgian insurance companies forming part of a group of financial services
Article 91octies decies. § 1^er. For the purposes of this article, it is necessary to hear by:
1° "group": a set of companies made up of a parent company, its subsidiaries, companies in which the parent company or its affiliates directly or indirectly hold an interest, as well as companies with which a consortium is formed and companies that are controlled by the parent company or in which the latter hold an interest;
2° "financial services group": a group that meets the following conditions:
(a) the group includes at least one regulated company with the quality of credit establishment, insurance or investment company, either at the head of the group or as a subsidiary;
(b) if the company at the head of the group is a regulated company, it is either the parent company of a business owned by the financial sector or a company that holds directly or indirectly a participation in a business owned by the financial sector, or still a company that forms a consortium with a company owned by the financial sector;
(c) if the company at the head of the group is not a regulated company, the group's activities are mainly carried out in the financial sector; the King determines what to hear by "mainly";
(d) the group operates both in the insurance sector and in the banking and/or investment services sector;
(e) the group's activities in the insurance sector and the group's activities in the banking and investment services sector are important; the King determines what to hear by "important";
3° "regulated business": a corporation that is either an insurance company as defined in section 91bis, 1° and 2° of this Act, or a credit institution as defined in section 1^er, paragraph 2, of the Act of 22 March 1993 relating to the status and control of credit institutions, that is, an investment undertaking as defined in section 44 of the Act of 6 April 1995 relating to the status of investment enterprises and their control, to intermediaries and investment advisers, that is, a management company of collective investment organizations as defined in section 138 of the Act of 20 July 2004 relating to certain forms of collective investment of portfolio
4° "financial sector": one sector composed of one or more of the following companies:
(a) a regulated company with the quality of credit establishment, a financial institution within the meaning of Article 3, § 1^er5°, of the Act of 22 March 1993, an auxiliary banking company within the meaning of Article 1^er, points 5 and 23, of Directive 2000/12/EC of 20 March 2000 concerning access to the activity of credit institutions and its exercise; these companies are part of the same financial sector, called "bank sector";
(b) a regulated company with the quality of an insurance company, a reinsurance company within the meaning of section 91 bis, 3°, of this Act, an insurance company within the meaning of section 91 bis, 9°, of this Act; these companies are part of the same financial sector, known as the insurance industry;
(c) a regulated company with the quality of an investment enterprise, a company that provides auxiliary services within the meaning of section 46, 2°, of the Act of 6 April 1995, a financial institution within the meaning of section 46, 7°, of the same Act; these companies are part of the same financial sector, called "investment services sector";
(d) a mixed financial company;
5° "mixed financial company": a parent company, other than a regulated company, which is at the head of a group of financial services;
6° "mother company", "filial", "control", "consortium", "participation" : the concepts within the meaning of the definition given in chapter VII of this Act, article 49 of the Act of 22 March 1993 or article 95 of the Act of 6 April 1995.
§ 2. Belgian legal insurance companies that are part of a financial services group headed by a regulated company are subject to additional monitoring at the group level in accordance with the provisions of this paragraph.
When a regulated Belgian company is at the head of a financial services group, the complementary monitoring of the group is exercised by the CBFA.
Complementary monitoring focuses on the financial situation of the financial services group in general and on the solvency of the group in particular, on risk corcentration, intra-group operations, as well as on internal controls and risk management procedures for the group as a whole.
The King shall determine the standards applicable in accordance with paragraphs 2 and 3.
All companies in the financial services group that belong to the financial sector are included in the complementary monitoring of the group, as determined by the King.
The King may extend the additional monitoring of the group to other areas as well as companies of the group not part of the financial sector, in accordance with European regulations.
The CBFA may prescribe that regulated and unregulated companies that are included in the complementary monitoring of the group, provide any information that is relevant to the exercise of the complementary monitoring of the group. For the purpose of this monitoring, the CBFA may, at the expense of the regulated company concerned, carry out or, where appropriate, by foreign experts authorized by it for that purpose, carry out on-site verification in all enterprises included in the complementary monitoring of the group of information it has received. CBFA does or does not conduct an audit with a company established in another Member State of the European Economic Area only after having notified the competent control authority of that other State and unless the latter itself conducts the audit or permits a reviewer or expert to conduct it. If the CBFA does not carry out the audit itself, it may nevertheless be associated with it, if it deems it desirable.
Complementary monitoring of the group does not lead to individual monitoring by CBFA of the companies included in this monitoring. Complementary supervision of the group does not further prejudice social control and supplementary monitoring in accordance with the other provisions of this Act.
The King may determine the conditions under which Belgian companies that are part of a financial services group and are included in the complementary monitoring of the group carried out by a foreign control authority, may be required to provide information to that control authority for the exercise of the complementary monitoring of the group and may be subject to the on-site verification, by that authority or by revisers or experts mandated by it, of the information transmitted.
§ 3. Belgian legal insurance companies that are part of a group of financial services headed by a mixed financial company are subject to additional monitoring at the group level.
Complementary supervision of the group is exercised by analogous application of the provisions of § 2. Complementary monitoring also includes, in this case, the control, in the context of the need to ensure sound and prudent management, of the shareholding of the mixed financial company and of the appropriateness of the effective management of the mixed financial company.
The King may define and supplement the terms and conditions of the additional supervision of the group, including specifying which other provisions of this Act apply to mixed financial companies.
§ 4. The King determines the rules of the complementary monitoring of the group in accordance with the provisions of Directive 2002/87/EC of 16 December 2002 on the supplementary monitoring of credit institutions, insurance companies and investment enterprises owned by a financial conglomerate, and amends Directives 73/239/EEC, 79/267/EEC, 92/49/EEC, 92/96/EEC, 93/6/EEC and 93/22/EEC of the Council and Directives 98/EC and 2000/12/
§ 5. In special cases, CBFA may authorize, for the purposes of this section, exemptions to orders and regulations made under this section, provided that such exemptions are applicable to all regulated companies in similar circumstances. The use of this faculty cannot be contrary to the provisions of European law. »
Art. 5. It is inserted in the title Il, chapter III, section 1 of the banking law an article 49bis, written as follows:
"Article 49bis. § 1^er. For the purposes of this article, it is necessary to hear by:
1° "group": a set of companies made up of a parent company, its subsidiaries, companies in which the parent company or its affiliates directly or indirectly hold an interest, as well as companies with which a consortium is formed and companies that are controlled by the parent company or in which the latter hold an interest;
2° "financial services group": a group that meets the following conditions:
(a) the group includes at least one regulated company with the quality of credit establishment, insurance or investment company, either at the head of the group or as a subsidiary;
(b) if the company at the head of the group is a regulated company, it is either the parent company of a business owned by the financial sector, or a company that holds directly or indirectly a participation in a business owned by the financial sector, or a company that forms a consortium with a company owned by the financial sector;
(c) if the company at the head of the group is not a regulated company, the group's activities are mainly carried out in the financial sector;
(d) the group operates both in the insurance sector and in the banking and/or investment services sector;
(e) the group's activities in the insurance sector and the group's activities in the banking and investment services sector are important;
The King determines what to hear by "mainly" and "important";
3° "regulated business": a corporation that is either a credit institution as defined in section ter, paragraph 2, of this Act, or an insurance company as defined in section 91bis, 1. and 2°, of the law of 9 July 1975 relating to the control of insurance companies, or an investment company as defined in section 44 of the law of 6 April 1995 relating to the status of enterprises
4° "financial sector": one sector composed of one or more of the following companies:
(a) a regulated company with the quality of credit establishment, a financial institution within the meaning of Article 3, § 1^er5°, of this Act, an auxiliary banking company within the meaning of section 1^er, points 5 and 23, of Directive 2000/12/EC of 20 March 2000 concerning access to the activity of credit institutions and its exercise; these companies are part of the same financial sector, called "bank sector";
(b) a regulated company with the quality of an insurance company, a reinsurance company within the meaning of section 91bis, 3°, of the law of 9 July 1975, an insurance company within the meaning of section 91bis, 9°, of the same law; these companies are part of the same financial sector, known as the insurance industry;
(c) a regulated company with the quality of an investment enterprise, a company that provides auxiliary services within the meaning of section 46, 2°, of the Act of 6 April 1995, a financial institution within the meaning of section 46, 7°, of the same Act; these companies are part of the same financial sector, called "investment services sector";
(d) a mixed financial company;
5° "mixed financial company": a parent company, other than a regulated company, which is at the head of a group of financial services;
6° "mother company", "filial", "control", "consortium", "participation" : the concepts within the meaning of the definition given in section 49 of this Act, chapter Vllbis of the law of 9 July 1975 or in section 95 of the law of 6 April 1995.
§ 2. Benefit credit institutions that are part of a financial services group headed by a regulated company are subject to additional monitoring at the group level in accordance with the provisions of this paragraph.
When a regulated Belgian company is at the head of a financial services group, the complementary monitoring of the group is exercised by the CBFA.
Complementary monitoring focuses on the financial situation of the financial services group in general and on the solvency of the group in particular, on the concentration of risks, intra-group operations, as well as on internal controls and risk management procedures for the group as a whole.
The King shall determine the standards applicable in accordance with paragraphs 2 and 3.
All companies in the financial services group that belong to the financial sector are included in the complementary monitoring of the group, as determined by the King.
The King may extend the additional monitoring of the group to other areas as well as companies of the group not part of the financial sector, in accordance with European regulations.
The CBFA may prescribe that regulated and unregulated companies that are included in the complementary monitoring of the group, provide any information that is relevant to the exercise of the complementary monitoring of the group. For the purpose of this monitoring, the CBFA may, at the expense of the regulated company concerned, carry out or, where appropriate, by foreign experts authorized by it for that purpose, carry out on-site verification in all enterprises included in the complementary monitoring of the group of information it has received. CBFA does or does not conduct an audit with a company established in another Member State of the European Economic Area only after having notified the competent control authority of that other State and unless the latter itself conducts the audit or permits a reviewer or expert to conduct it. If the CBFA does not carry out the audit itself, it may nevertheless be associated with it, if it deems it desirable.
Complementary monitoring of the group does not lead to individual monitoring by CBFA of the companies included in this monitoring. Complementary supervision of the group does not further prejudice social control and consolidated control in accordance with the other provisions of this Act.
The King may determine the conditions under which Belgian companies that are part of a financial services group and are included in the complementary monitoring of the group carried out by a foreign control authority, may be required to provide information to that control authority for the exercise of the complementary monitoring of the group and may be subject to the on-site verification, by that authority or by revisers or experts mandated by it, of the information transmitted.
§ 3. Belgian credit institutions that are part of a group of financial services headed by a mixed financial company are subject to additional monitoring at the group level.
Complementary supervision of the group is exercised by analogous application of the provisions of § 2. Complementary monitoring also includes, in this case, the control, in the context of the need to ensure sound and prudent management, of the shareholding of the mixed financial company and of the appropriateness of the effective management of the mixed financial company.
The King may define and supplement the terms and conditions of the additional supervision of the group, including specifying which other provisions of this Act apply to mixed financial companies.
§ 4. The King shall determine the rules of the supplementary monitoring of the group in accordance with the provisions of Directive 2002/87/EC of 16 December 2002 on the supplementary supervision of credit institutions, insurance companies and investment enterprises owned by a financial conglomerate, and amend the guidelines 73/239/EEC, 79/267/EEC, 92/49/EEC, 92/96/EEC, 93/6/EEC and 93/EEC and Directives 98/78/EC and 2000/12/EC and 2000/12/EC
§ 5. In special cases, CBFA may authorize, for the purposes of this section, exemptions to orders and regulations made under this section, provided that such exemptions are applicable to all regulated companies in similar circumstances. The use of this faculty cannot be contrary to the provisions of European law. »
Art. 6. An article 95bis, as follows, is included in the Investment Companies Act:
"Art. 95bis. § 1^er. For the purposes of this article, it is necessary to hear by:
1° "group": a set of companies made up of a parent company, its subsidiaries, companies in which the parent company or its affiliates directly or indirectly hold an interest, as well as companies with which a consortium is formed and companies that are controlled by the parent company or in which the latter hold an interest;
2° "financial services group": a group that meets the following conditions:
(a) the group includes at least one regulated company with the quality of credit establishment, insurance or investment company, either at the head of the group or as a subsidiary;
(b) if the company at the head of the group is a regulated company, it is either the parent company of a business owned by the financial sector, or a company that holds directly or indirectly a participation in a business owned by the financial sector, or a company that forms a consortium with a company owned by the financial sector;
(c) if the company at the head of the group is not a regulated company, the group's activities are mainly carried out in the financial sector;
(d) the group operates both in the insurance sector and in the banking and/or investment services sector;
(e) the group's activities in the insurance sector and the group's activities in the banking and investment services sector are important;
The King determines what to hear by "mainly" and "important";
3° "regulated business": a corporation that is either an investment undertaking as defined in section 44 of this Act or a credit institution as defined in section 1^er, paragraph 2, of the Act of 22 March 1993 relating to the status and control of the institutions of the credit, i.e. an insurance company as defined in section 91 bis, 1° and 2°, of the Act of 9 July 1975 relating to the control of the enterprises of insurance, or a company of management of collective investment organizations as defined in section 138 of the Act of 20 July 2004 relating to certain forms of collective management of portfolios
4° "financial sector": one sector composed of one or more of the following companies:
(a) a regulated company with the quality of credit establishment, a financial institution within the meaning of Article 3, § 1^er5°, of the Act of 22 March 1993, an auxiliary banking company within the meaning of Article 1^er, points 5 and 23, of Directive 2000/12/EC of 20 March 2000 concerning access to the activity of credit institutions and its exercise; these companies are part of the same financial sector, called "bank sector";
(b) a regulated company with the quality of an insurance company, a reinsurance company within the meaning of section 91bis, 3°, of the law of 9 July 1975, an insurance company within the meaning of section 91bis, 9°, of the same law; these companies are part of the same financial sector, known as the insurance industry;
(c) a regulated company with the quality of an investment enterprise, a company that provides auxiliary services within the meaning of section 46, 2°, of this Act, a financial institution within the meaning of section 46, 7°, of this Act; these companies are part of the same financial sector, called "investment services sector":
(d) a mixed financial company;
5° "mixed financial company": a parent company, other than a regulated company, which is at the head of a group of financial services;
6° "mother company", "filial", "control", "consortium", "participation": the notions within the meaning of the definition given in section 95 of this Act, section 49 of the Act of 22 March 1993 or chapter VIIbis of the Act of 9 July 1975.
§ 2. Belgian investment companies that are part of a group of financial services headed by a regulated company are subject to additional monitoring at the group level in accordance with the provisions of this paragraph.
When a regulated Belgian company is at the head of a financial services group, the complementary monitoring of the group is exercised by the CBFA.
Complementary monitoring focuses on the financial situation of the financial services group in general and on the solvency of the group in particular, on the concentration of risks, intra-group operations, as well as on internal controls and risk management procedures for the group as a whole.
The King shall determine the standards applicable in accordance with paragraphs 2 and 3.
All companies in the financial services group that belong to the financial sector are included in the complementary monitoring of the group, as determined by the King.
The King may extend the additional monitoring of the group to other areas as well as companies of the group not part of the financial sector, in accordance with European regulations.
The CBFA may prescribe that regulated and unregulated companies that are included in the complementary monitoring of the group, provide any information that is relevant to the exercise of the complementary monitoring of the group. For the purpose of this monitoring, the CBFA may, at the expense of the regulated company concerned, carry out or, where appropriate, by foreign experts authorized by it for that purpose, carry out on-site verification in all enterprises included in the complementary monitoring of the group of information it has received. CBFA does or does not conduct an audit with a company established in another Member State of the European Economic Area only after having notified the competent control authority of that other State and unless the latter itself conducts the audit or permits a reviewer or expert to conduct it. If the CBFA does not carry out the audit itself, it may nevertheless be associated with it, if it deems it desirable.
Complementary monitoring of the group does not lead to individual monitoring by CBFA of the companies included in this monitoring. Complementary supervision of the group does not further prejudice social control and consolidated control in accordance with the other provisions of this Act.
The King may determine the conditions under which Belgian companies that are part of a financial services group and are included in the complementary monitoring of the group carried out by a foreign control authority, may be required to provide information to that control authority for the exercise of the complementary monitoring of the group and may be subject to the on-site verification, by that authority or by revisers or experts mandated by it, of the information transmitted.
§ 3. Belgian investment companies that are part of a group of financial services headed by a mixed financial company are subject to additional monitoring at the group level.
Complementary supervision of the group is exercised by analogous application of the provisions of § 2. Complementary monitoring also includes, in this case, the control, in the context of the need to ensure sound and prudent management, of the shareholding of the mixed financial company and of the appropriateness of the effective management of the mixed financial company.
The King may define and supplement the terms and conditions of the additional supervision of the group, including specifying which other provisions of this Act are applicable to mixed financial companies.
§ 4. The King determines the rules of the complementary monitoring of the group in accordance with the provisions of Directive 2002/87/EC of 16 December 2002 on the supplementary monitoring of credit institutions, insurance companies and investment enterprises owned by a financial conglomerate, and amends Directives 73/239/EEC, 79/267/EEC, 92/49/EEC, 92/96/EEC, 93/6/EEC and 93/22/EEC of the Council and Directives 98/EC and 2000/12/
§ 5. In special cases, CBFA may authorize, for the purposes of this section, exemptions to orders and regulations made under this section, provided that such exemptions are applicable to all regulated companies in similar circumstances. The use of this faculty cannot be contrary to the provisions of European law. »
CHAPTER III. - Other amendments to the Insurance Act, the Banking Act, the Investment Business Act and the Act respecting certain forms of collective investment portfolio management
Section 1^re. - Amendments to the Insurance Act
Art. 7. An article 6bis, as follows, is included in the Insurance Act:
"Art. 6bis. when the credit is sought by an insurance company that is either the subsidiary of another insurance company, a credit institution, an investment company or a management company of a collective investment organization, approved in another Member State of the European Economic Area, or the subsidiary of the parent company of another insurance company, of a credit institution
Similarly, CBFA consults with the supervisory authorities referred to in paragraph ter for the purpose of assessing the required qualities of shareholders and leaders in accordance with Articles 8 and 90, § 1^er, where the shareholder is a business referred to in paragraph le, and the person participating in the direction of the insurance company shall also take part in the direction of one of the undertakings referred to in paragraph le, These authorities shall provide each other with any information relevant to the assessment of the qualifications required of the shareholders and persons participating in the management referred to in this paragraph. »
Art. 8. Article 15bis, § 4, inserted by the Royal Decree of 12 August 1994 and replaced by the Royal Decree of 26 May 2004, the same law shall be replaced by the following provision:
Ҥ4. The available credit margin is calculated after deduction of the following:
1° the own actions and the elements referred to in § 1^er, 5°, 6° and 7°, issued by the insurance company and held directly by the insurance company;
2° participation in other insurance companies, reinsurance companies and insurance holding companies;
3° Participation in a credit institution or financial institution within the meaning of the Act of 22 March 1993 relating to the status and control of credit institutions, in an investment company or a financial institution within the meaning of the Act of 6 April 1995 relating to the status of investment enterprises and their control, to intermediaries and investment advisers, or in a collective investment management company within the meaning of the Act of 20 July 2004 on certain investments
4° subordinate loans, instruments and claims referred to in § 1^er, 5°, 6° and 7°, issued by the companies mentioned in the 2° in which the insurance company holds an interest;
5° subordinate borrowings, instruments and receivables issued by the companies mentioned in the 3° in which the insurance company holds an interest, these positions constituting, in the said companies, elements of equity taken into account in the control of the compliance with the solvency requirements applicable to the latter;
6° participation in mixed financial companies and the elements referred to in 4° and 5° issued by mixed financial companies in which the insurance company holds an interest.
Insurance companies subject to supplementary monitoring as defined in Chapter VIIbis or Chapter VIIter are exempted, for the calculation of the social credit margin, from making the deductions referred to in paragraph 1^er, 2° to 6°, if these deductions relate to elements of corporate equity that are included in the calculation of the group's situation for the purposes of chapters VIIbis and VIIter.
The CBFA may exempt the undertaking from the deduction obligation referred to in paragraph 1^er, 2° to 6°, where the detention of the elements in question is within the framework of a remediation or rescue operation of the companies concerned.
The CBFA may permit or impose on the insurance company, instead of the deductions referred to in paragraph 1^er, 3°, 5° and 6°, one of the methods of solvency authorized by the King pursuant to article 91 octies decies of the law. The use of the accounting consolidation method is conditional on the existence of an integrated management of the group and an integrated internal control of the institutions that would be included in the consolidated control. Any change in method requires prior approval by the CBFA. »
Art. 9. In article 23bis of the same law, inserted by the law of 19 July 1991 and amended by the royal decrees of 12 August 1994 and 25 March 2003, it is inserted a § 1^erbis, as follows:
« § 1^erbis. If the purchaser is an insurance company, a credit institution, an investment company or a management company of a collective investment organization, approved in another member state of the European Economic Area, or a parent company of such an insurance company, a credit institution, an investment company or a corporation »
Art. 10. In section 81 of the Act, renumbered by the Royal Decree of 12 August 1994 and amended by the Royal Decree of 25 March 2003, the words ", an insurance holding company, a joint insurance holding company or a mixed financial company" are inserted between the words "an insurance company" and "don't follow".
Art. 11. Section 82 of the Act, replaced by the Act of 19 July 1991, renumbered by the Royal Decree of 12 August 1994 and amended by the Acts of 26 June 2000 and 2 August 2002 and the Royal Decree of 25 March 2003, are amended as follows:
1° to § 1^erParagraph 1^er, the words "to a company" are replaced by the words "to an insurance company, to an insurance company, to a joint insurance company, or to a mixed financial company, of Belgian or foreign law established in Belgium,"
2° § 2 is replaced by the following provision:
“§2. Administrative fines may only be imposed after the enterprises referred to in § 1^er were heard in their defence, at the least duly convened. »
Art. 12. Section 90 of the Act, replaced by the Act of 19 July 1991, renumbered by the Royal Decree of 12 August 1994 and amended by the Royal Decree of 25 March 2003, is supplemented by the following paragraphs:
“§3. The statutes of insurance companies may authorize the board of directors to delegate all or part of the powers referred to in section 522, § 1^erParagraph 1^er, from the Code of Societies to a steering committee established within it, of which it appoints and revokes the members and whose remuneration it determines.
However, this delegation may not focus on the determination of general policy or on acts reserved for the board of directors by the other provisions of the same Code of Companies.
§ 4. Without prejudice to Article 14bis, directors or directors of an insurance company and any person who, under any name and in any capacity, take part in the administration or management of the enterprise may, in representation or non-representation of the insurance company, exercise the terms of office of a Belgian administrator or manager or take part in the administration or management of a foreign business or in the form of a foreign business
External functions referred to in paragraph 1^er are governed by internal rules that the insurance company must adopt and enforce in order to pursue the following objectives:
1° to ensure that the performance of these duties by persons participating in the effective management of the insurance company does not affect the availability required for the performance of that direction;
2° to prevent in the head of the insurance company the occurrence of conflicts of interest as well as the risks associated with the exercise of these functions, including in the case of initiation operations;
3° ensure adequate advertising of these functions.
The CBFA sets out the terms and conditions of these obligations by regulation submitted to the King for approval pursuant to section 64 of the Financial Sector Supervision and Financial Services Act of 2 August 2002.
If the CBFA remains in default of establishing the regulation referred to in paragraph 3 or amending it in the future, the King is entitled to take or amend the regulation himself.
Social agents appointed upon presentation of the insurance company must be persons who participate in the effective management of the insurance company or the persons it designates.
Directors who do not participate in the effective management of the insurance company may not be a director of a corporation in which the company holds an interest only if they do not participate in the current management of that corporation. However, this prohibition is not applicable, for a limited period of six years, to directors appointed as a result of the acquisition of participation or resumption of the activities of the corporation in which the same persons participate in the effective management.
persons who participate in the effective management of the insurance company may only exercise a mandate that includes participation in the current management if it is a corporation referred to in section 32, paragraph 4, of the Act of March 22, 1993 relating to the status and control of the credit institutions, with which the insurance company has close ties, a collective investment organization in a statutory form or a corporation
Insurance companies shall promptly notify the CBFA of the duties performed outside the insurance company by the persons referred to in paragraph 1^erfor the purpose of monitoring compliance with the provisions of this article.
§ 5. In the event of a bankruptcy of an insurance company, there is no and no effect on the mass, the payments made by that company, either in cash or otherwise, to its directors or managers, as an aunt or other profit-sharing, in the two years preceding the time determined by the court as the termination of its payments.
Paragraph 1^er does not apply if the court recognizes that no serious and characterized fault of these persons has contributed to bankruptcy. »
Art. 13. In section 91bis of the Act, inserted by the Royal Decree of 14 March 2001 and amended by the Royal Decree of 25 March 2003 and by the Act of 19 November 2004, the following amendments are made:
1° 7° is replaced by the following provision:
"7° participating company: a company that is either a parent company or another company that holds an interest, as well as any company with which a consortium, as defined in Article 10 of the Code of Companies, is formed;"
2° 8° is replaced by the following provision:
"8° related company: a company that is either a subsidiary or another company in which an interest is held, as well as any company with which a consortium, as defined in Article 10 of the Corporate Code, is formed; »;
3° 9° is replaced by the following provision:
"9° insurance holding company: a parent company whose main activity is to acquire and hold stakes in affiliate companies when these subsidiary companies are exclusively or principally insurance companies, reinsurance companies or third-country insurance companies, at least one of these subsidiary companies being an insurance company, and that is not a mixed financial company within the meaning of section 91octies; »;
4° 10° is replaced by the following provision:
"10° joint holding company of insurance: a parent company, other than an insurance company, than an insurance company of a third country, a reinsurance company, an insurance company, or a joint financial company, which has at least one insurance company, "
Art. 14. It is inserted, in chapter Vllbis of the same law, an Ibis section, as follows:
“Section I^rebis - Belgian legal insurance companies
Article 91st 1. Notwithstanding the provisions of Article 91ter, § 2:
1° the CBFA shall be informed of the identity of natural or legal persons who intend to hold, directly or indirectly, qualified participation in a company holding Belgian legal insurance, as well as their intention to increase or reduce such participation; the provisions of section 23bis of the Act apply by analogy;
2° the effective direction of a Belgian legal insurance company shall be entrusted to at least two persons;
effective management, managers and general agents must have the necessary professional honesty and adequate experience to perform these functions;
the provisions of Article 90, §§ 2 to 5, apply by analogy. »
Art. 15. Section 91 quater of the Act, inserted by the Royal Decree of 14 March 2001 and amended by the Royal Decree of 25 March 2003, is replaced by the following provision:
"Art. 91quater. CBFA ensures that any insurance company subject to supplementary monitoring has appropriate risk management procedures and internal controls, including adequate information and accounting systems, in order to be able to provide the data and information relevant to the exercise of complementary monitoring. These procedures and systems shall enable the proper identification, measurement and monitoring of the operations referred to in section 91octies. »
Art. 16. Article 91septics, § 2, paragraph 1^er, of the same law, inserted by the Royal Decree of 14 March 2001 and amended by the Royal Decree of 25 March 2003, is supplemented as follows:
"If the CBFA does not carry out the audit itself, it may nevertheless be associated with it if it considers it necessary. »
Art. 17. Section 91 octies, paragraph 3, of the Act, inserted by the Royal Decree of March 14, 2001 and amended by the Royal Decree of March 25, 2003, is replaced by the following paragraph:
"Belgian insurance companies communicate to the CBFA, according to the frequency it determines and at least once a year, all major operations carried out within the group. »
Art. 18. In section 91 of the Act, inserted by the Royal Decree of 14 March 2001 and amended by the Royal Decree of 25 March 2003, the following amendments are made:
1° § 1^er is completed by the following paragraph:
"When a participating Belgian insurance company is a company related to another insurance company, a reinsurance company or an insurance company whose head office is established in another Member State of the European Economic Area, the CBFA may exempt the Belgian insurance company from the obligation to calculate a adjusted creditworthiness if the CBFA and the competent authority of the other State agree that the latter is appropriate for this purpose. »;
2° it is inserted a § 2bis, written as follows:
Ҥ 2bis. Credit institutions and financial institutions within the meaning of the Act of 22 March 1993 relating to the status and control of credit institutions, investment companies and financial institutions within the meaning of the Act of 6 April 1995 relating to the status of investment enterprises and their control, to intermediaries and investment advisors, and to management companies of collective investment organizations within the meaning of the Act of 20 July 2004 relating to certain forms of collective management of investment portfolios
(a) if the parent company or the company that holds the participation is an insurance company or an insurance company that is at the head of a financial services group that is subject to additional monitoring in accordance with the provisions of Chapter VIIter, the companies covered are exempt from the supplementary monitoring for the calculation of adjusted creditworthiness;
(b) if the parent or business that holds the participation is not at the head of a financial services group within the meaning of Chapter VIIter, the companies involved are included in the supplementary monitoring for the calculation of adjusted creditworthiness; the CBFA may permit or impose the use of any of the calculation methods provided for in the Vil ter for financial service groups, or the application of the deduction rule referred to in Article 15bis, § 4. »
Art. 19. In section 91 decies of the same Act, inserted by the Royal Decree of 14 March 2001 and amended by the Royal Decree of 25 March 2003, the following amendments are made:
1° to § 2, the words "Article 8 § 1^er, of the Royal Decree of 6 March 1990 on the Consolidated Accounts of Businesses as rendered applicable to insurance and reinsurance companies by the Royal Decree of 13 February 1996" are replaced by the words "Article 113 of the Code of Companies";
2° to § 4, paragraph 1^erthe words "at articles 13, 14 and 15 of the royal decree of 6 March 1990 referred to above, as made applicable to insurance and reinsurance companies by the royal decree of 13 February 1996" are replaced by the words "at articles 107, 108 and 109 of the royal decree of 30 January 2001 carrying out the Code of Societies";
3° to § 4, paragraph 2, the words "Article 13, paragraph 1^er, 1° of the royal decree of 6 March 1990 referred to above" are replaced by the words "Article 107, paragraph 1^er10, of the royal decree of 30 January 2001 referred to above."
Art. 20. In section 91 of the same law, inserted by the Royal Decree of 14 March 2001, the words "Article 73 of the Royal Decree of 6 March 1990 referred to above, as made applicable to insurance and reinsurance companies by the Royal Decree of 13 February 1996" are replaced by the words "Article 146 of the Code of Companies".
Art. 21. Section 91terdecies, § 2, of the same Act, inserted by the Royal Decree of March 14, 2001, is supplemented by the following paragraph:
"In the case of successive participations, the CBFA can allow the Belgian insurance company to be subject to the complementary monitoring method only at the level of the last parent company of the said Belgian company which is an insurance company, a reinsurance company, an insurance company or an insurance company of a third country in respect of which the CBFA carries out additional monitoring. »
Art. 22. In article 91 quinquies decies, inserted by the Royal Decree of March 14, 2001 and amended by the Royal Decree of March 25, 2003, the words "Article 73 of the Royal Decree of March 6, 1990, as made applicable to insurance and reinsurance companies by the Royal Decree of February 13, 1996" are replaced by the words "Article 146 of the Code of Companies".
Section 2. - Changes in banking law
Art. 23. Article 3, § 1^er, 5°, paragraph 2, of the Banking Act, as amended by the Act of 15 December 2004, is replaced by the following paragraph:
"for the purposes of sections 49 and 49 bis, are considered to be financial institutions, collective investment management companies, liquidation organizations referred to in section 2, 17°, the Act of August 2, 2002 on financial sector oversight and financial services, as well as organizations whose activity is to ensure, in whole or in part, the operational management of services provided by such liquidation agencies".
Art. 24. Section 9 of the Act, as amended by the Act of November 19, 2004, is amended as follows:
1° the current text, which will form paragraph 1^er, is replaced by the following text:
"When the credit is sought by a credit institution that is either the subsidiary of another credit institution, an insurance company, an investment company or a management company of a collective investment organization, approved in another Member State of the European Economic Area, or the subsidiary of the parent company of another credit institution, an insurance company, »;
2° the article is supplemented by the following paragraph:
" Similarly, the CBFA shall consult with the supervisory authorities referred to in paragraph 1 for the purpose of assessing the required qualities of the shareholders and directors pursuant to sections 17 and 18, when the shareholder is a business referred to in paragraph 1el and the person participating in the direction of the credit institution shall also take part in the direction of one of the companies referred to in paragraph ter. These authorities shall provide each other with any information relevant to the assessment of the qualifications required of the shareholders and persons participating in the management referred to in this paragraph. »
Art. 25. Section 24, § 2, of the Act, as amended by the Act of 19 November 2004, is replaced by the following provision:
"If the purchaser is a credit institution, an insurance company, an investment company or a management company of a collective investment organization, approved in another Member State of the European Economic Area, or the parent company of such a credit institution, such an insurance company, an investment company or an investment corporation »
Art. 26. The following amendments are made to section 49 of the Act:
1° § 1^er, 2°, is replaced by the following text:
"2° is to be heard by a financial affiliate of a financial institution whose subsidiaries are exclusively or principally one or more credit institutions or financial institutions, at least one of these subsidiaries being a credit institution, and which is not a mixed financial company within the meaning of section 49bis. »;
2° § 5, paragraph 1^er is replaced by the following paragraph:
"Companies that control, exclusively or jointly with others, a credit institution, as well as the subsidiaries of these companies, are required, if these companies and subsidiaries do not fall within the scope of §§ 2, 3 and 4 concerning the consolidated control or in the scope of Article 49bis concerning the complementary supervision of the group, to communicate to the CBFA and to the competent foreign authorities the information and information relevant to these companies »
Art. 27. In section 102 of the Act, the words ", a financial company, a mixed company within the meaning of section 1^er, point 22, of Directive 2000/12/EC of 20 March 2000 or a mixed financial company are inserted between the words "a Belgian or foreign credit institution" and "not complied with".
Art. 28. In section 103 of the Act, as amended by the Acts of 2 August 2002 and 19 November 2004, the following amendments are made:
1° to § 1^erParagraph 1^er, the words ", to a financial company, to a mixed company referred to in section 102 or to a mixed financial company," are inserted between the words "to a credit institution" and "from Belgian or foreign law established in Belgium", and at points (a) and (b), the word "he" is replaced by the words "he or she";
2° to § 1^er, paragraph 3, the words "the establishment" are replaced by the words "the company";
3° to § 2, the words, to a financial company, to a mixed company as referred to in Article 102 or to a mixed financial company, are inserted between the words "to a credit institution" and "Belgian or foreign law established in Belgium".
Art. 29. The following amendments are made to section 104 of the Act:
1° to § 1^er5°, the words ", 49bis, § 2, paragraph 7," are inserted between the words "paragraphs ter and 2" and "or articles 85 to 88";
2° to § 1^er7°, the words "49bis, § 2, paragraph 4 and last paragraph, § 3, paragraph 3, and § 4," are inserted between the words "and § 6," and "72, 89 or 90".
Section 3 Amendments to the Investment Business Act
Art. 30. The following amendments are made to section 46, 7° of the Investment Companies Act:
1° to paragraph 1^erthe words "Article 3, § 1^er, 5°" are replaced by the words "Article 3, § 1^er, 5°, paragraph 1^er";
2° Paragraph 2 is replaced by the following paragraph: "for the purposes of sections 95 and 95 bis, are assimilated to financial institutions, management companies of collective investment organizations, liquidation organizations referred to in section 2, 17°, of the Act of August 2, 2002 on the supervision of the financial sector and financial services, as well as organizations whose activity consists in ensuring, in whole or in part, the liquidation services".
Art. 31. The following amendments are made to section 49 of the Act:
1° the current text, which will form the paragraph, is replaced by the following text:
"When the credit is sought by an investment company that is either the subsidiary of another investment company, a credit institution, an insurance company or a management company of other collective investment organizations, approved in another Member State of the European Economic Area, »;
2° the article is supplemented by the following paragraph:
" Similarly, the CBFA shall consult with the supervisory authorities referred to in paragraph 18 for the purpose of assessing the required qualities of shareholders and directors pursuant to sections 59 and 60, where the shareholder is a business referred to in paragraph 18, and that the person participating in the management of the investment undertaking shall also take part in the direction of one of the undertakings referred to in paragraph 1st. These authorities shall provide each other with any information relevant to the assessment of the qualifications required of the shareholders and persons participating in the management referred to in this paragraph. »
Art. 32. Article 67, § 2, of the Act is replaced by the following provision:
“§2. if the purchaser is an investment company, a credit institution, an insurance company, or a management company of a collective investment organization, approved in another member state of the European Economic Area, or a parent company of such an investment company, a credit institution, an insurance company or a corporation of such an investment »
Art. 33. The following amendments are made to section 95 of the Act:
1° § 1^erParagraph 1^er, 2°, is replaced by the following text:
"2° must be understood by "financial accounting" a financial institution whose subsidiaries are exclusively or principally one or more credit institutions, investment companies or financial institutions, at least one of these subsidiaries being a credit institution or an investment company, and which is not a mixed financial company within the meaning of section 95bis. »;
2° to § 2, paragraphs 7 and 11 are repealed;
3° § 5, paragraph 1^er, is replaced by the following paragraph:
"Companies that control, exclusively or jointly with others, an investment company, as well as the subsidiaries of these companies, are required, if these companies and subsidiaries do not fall within the scope of paragraphs 2, 3 and 4 concerning the control on a consolidated basis or in the scope of section 95bis concerning the complementary monitoring of the group, to communicate to the CBFA and to the competent foreign authorities the information and information that is useful to the »
Art. 34. In section 108 of the Act, as amended by the Act of 22 December 1995, the following amendments are made:
1° in the first sentence, the words ", a financial company, a mixed company within the meaning of the article ier, point 22, of Directive 2000/12/EC of 20 March 2000 or a mixed financial company" are inserted between the words "an investment company" and "not conformed";
2° in the second sentence, the words "investment company" are replaced by the words "business".
Art. 35. In section 109 of the Act, as amended by the Act of 2 August 2002, the following amendments are made:
1° to § 1^er, paragraph one, the words ", to a financial company, to a joint company referred to in section 108 or to a mixed financial company," are inserted between the words "to an investment company" and "a delay";
2° to § 1^er, paragraph 2, the words "the investment company" are replaced by the words "the enterprise concerned";
3° in § 2, the words ", to a financial company, to a mixed company referred to in Article 108 or to a mixed financial company," are inserted between the words "to an investment company" and "belge or foreign company established in Belgium".
Art. 36. Section 148 of the Act, as amended by the Act of 10 August 1998, the Royal Decree of 13 July 2001 and the Act of 3 August 2002, are amended as follows:
1° in § 4, the 4° is completed as follows: ", and 95bis, § 2, paragraph 7";
2° in § 4, 6°, the words "95bis, § 2, paragraph 4 and last paragraph, § 3, paragraph 3, and § 4," are inserted between the words "and § 6," and "and 139".
Section 4. - Amendments to the Law on Certain Forms of Collective Management of Investment Portfolios
Art. 37. Section 142 of the Act respecting certain forms of collective investment portfolio management is supplemented by the following paragraph:
" Similarly, CBFA consults with the supervisory authorities referred to in paragraph 1^er for the purpose of assessing the required qualities of shareholders and directors in accordance with sections 150 and 151, where the shareholder is a business referred to in paragraph 1^er and that the person participating in the management of the collective investment organization corporation shall also take part in the direction of one of the undertakings referred to in paragraph 1^er. These authorities shall provide each other with any information relevant to the assessment of the qualifications required of the shareholders and persons participating in the management referred to in this paragraph. »
Art. 38. In Article 159, § 2, of the same law, the words ", an insurance company" are inserted between the words "an investment company" and "or a credit institution".
Art. 39. The following amendments are made to section 189 of the Act:
1° § 1^erParagraph 1^er, 2°, is replaced by the following provision:
"2° it is necessary to hear by "financial company" a financial institution whose subsidiaries are exclusively or principally one or more credit institutions, investment companies, management companies of collective investment bodies or financial institutions, at least one of these subsidiaries being a credit institution, an investment company or a management company of collective investment organizations, and which is not a mixed financial company within the meaning of section 49bis »;
2° § 1^erParagraphs 2 and 3 shall be replaced by the following paragraphs:
"Groups of businesses including a credit institution, an investment company or an insurance company are subject to the provisions of section 49 of the Act of 22 March 1993, section 95 of the Act of 6 April 1995 or chapter VIIbis of the Act of 9 July 1975 referred to above.
Groups of companies that include a collective investment organization management corporation and do not include a credit, investment or insurance business establishment, are subject to the provisions of this section. »;
3° in § 2, paragraphs 7 and 11 are repealed;
4° § 5, paragraph 1^er, is replaced by the following paragraph:
"Companies that control, exclusively or jointly with others, a management company of collective investment bodies, as well as the subsidiaries of these companies are held, if these companies and subsidiaries do not fall within the scope of the above-mentioned §§ 2, 3 and 4 concerning the control on a consolidated basis or in the scope of Article 49 of the Act of 22 March 1993, of Article 95 bis of the law »
Art. 40. The following amendments are made to section 201 of the Act:
1° in the first sentence, words", a financial company, a mixed company within the meaning of Article 1^er, point 22, of Directive 2000/12/EC of 20 March 2000 or a mixed financial company are inserted between the words "a collective investment management company" and "not complied";
2° in the second sentence, the words "the collective investment management company" are replaced by the words "the company".
Art. 41. The following amendments are made to section 202 of the Act:
1° to § 1^erParagraph 1^er, the words ", to a financial company, to a joint company as referred to in section 201 or to a mixed financial company," are inserted between the words "to a collective investment organization management company" and "a time limit";
2° to § 1^er, paragraph 2, the words "the collective investment management company" are replaced by the words "the enterprise concerned";
3° to § 2, the words ", to a financial company, to a mixed company referred to in section 201 or to a mixed financial company," are inserted between the words "to a collective investment management company" and the words "of Belgian law or foreign law established in Belgium".
CHAPTER IV. - Miscellaneous provisions
Art. 42. Section 4 of the Act respecting certain forms of collective investment portfolio management is supplemented by the following paragraphs:
"They are not subject to the provisions of this Act or to those of the decrees and regulations made for its execution:
1° companies whose securities are or have been the subject of a public offer in Belgium and whose activity consists principally in exercising joint control or control over other companies within the meaning of Articles 5 to 9 of the Code of Companies, or in holding as soon as participations within the meaning of Article 13 of the Code of Companies;
2° companies
(a) the securities of which are or have been the subject of a public offer in Belgium, where such securities are, up to 90% of their nominal value or their accounting pair and the price to which they are offered, or to a different percentage to be determined by the King, unconditionally and irrevocably guaranteed by a Member State of the European Economic Area or by one of its regional or local authorities; and
(b) that are subject to specific legislation to promote investments in non-listed companies and that are required under the legislation or their statutes to comply with information obligations equivalent to those applicable in accordance with Article 10, § 181, 1° to 3°, of the Act of 2 August 2002.
A corporation referred to in paragraph 1 may nevertheless request or retain the registration as a fixed number public collective investment organization that invests in the assets referred to in section 7, paragraph 1^er5°, 6°, O° and 9°. »
Art. 43. In Article 8, § 2, 2°, of the same Law, the words "or which differ according to other criteria determined by the King" are inserted between the words "or different commissions" and the words "with the exclusion of any differentiation in terms of participation in the results of the portfolio of the investment company or the compartment;".
Art. 44. Article 8, § 3, of the same law is replaced by the following provision:
“§3. The statutes of a debt-investment corporation or the management regulation of a common debt-investment fund stipulate that the benefit of the corporation or fund is distributed or reserved for subsequent distribution or for coverage of risks of default of payment of receivables. »
Art. 45. Section 11 of the Act is supplemented as follows:
“Paragraph 5.Any contribution is made in cash. This provision does not apply in the event of the contribution of the assets of a collective investment organization listed in section 31 or in the event of the contribution of the basket of securities comprising an index, where the mutual fund management regulation provides that the investment policy of the mutual fund is intended to reproduce a specified securities index.
§ 6. In the event of the dissolution, liquidation or restructuring of a joint investment fund, the provisions of Book IV, Title IX or Book XI of the Corporate Code are applicable by analogy. »
Art. 46. In article 13, § 3, of the same law, the words "as well as the provision" are replaced by the words "as well as the mode of provision".
Art. 47. In Article 15, § 4, of the same Law, the words "to the list" are replaced by the words "to the list referred to in Article 31".
Art. 48. In Article 17, 1 °, of the same Law, the words "seen to Article 7, paragraph 1^er, 2° to 6° and 9°, are replaced by the words "seen to article 7, paragraph 1^er2° to 9°, "
Art. 49. Article 30, paragraph 1^er, first sentence, of the same law, the words "and which are actually marketed. are inserted after the words "by the decrees and regulations made for its execution".
Art. 50. In section 31 of the Act, the following amendments are made:
1° to paragraph 1^er, the word "annually" is inserted between the words "published" and the words "to the Beige Monitor";
2° paragraph 1^er is supplemented by the following provision:
"The changes to the list between two annual publications to the Moniteurbeige are made public at regular intervals on the CBFA website."
Art. 51. In section 60 of the Act, the words "In the 15 working days following receipt of a complete record, the CBFA shall decide" shall be replaced by the words "Without prejudice to section 33, paragraph 2, the CBFA shall decide, within fifteen working days after receipt of a complete record".
Art. 52. Article 62, § 2, of the same law is repealed. § 1^er, becomes the single paragraph of section 62.
Art. 53. In section 64 of the Act, the words "seen under section 7, paragraph 1^er, 3° to 7° and 9°, are replaced by the words "seen to article 7, paragraph 1^er3° to 9°, "
Art. 54. In Article 65, 3°, of the same Law, the words "seen to Article 7, paragraph 1^er, 3° to 5° and 7°," are replaced by the words "seen to article 7, paragraph 1^er3° to 9°, "
Art. 55. In Article 67, § 3, of the same Law, the words "Article 7, paragraph 1^er, 5°, 6° and 9°, are replaced by the words "Article 7, paragraph 1^er, 5°, 6°, 8° and 9°,".
Art. 56. In section 68 of the same law, the words "with the holders of securities of the investment company" are replaced by the words "with the holders of securities of the collective investment agency.".
Art. 57. In section 72 of the same law, the words "investment society" are replaced twice by the words "the collective investment agency".
Art. 58. In article 73, § 2, of the same law, the words "a Belgian credit institution" are replaced by the words "a credit institution".
Art. 59. Section 74, 3°, of the same Act, is replaced by the following provision:
"3° the nature of the fees as well as the method of charging fees and commissions".
Art. 60. Article 76, § 1^er, paragraph 2, of the same law, the words "of its assets and liabilities and its results" are deleted.
Art. 61. Article 88, § 1^er, 2°, of the same law, the words "on a periodicity determined by the CBFA by regulation" are inserted between the words "in respect of the CBFA," and the words "that the annual reports,".
Art. 62. Article 98, § 1^erof the same law, the words "Articles 11, §§ 1^er, 2 and 4," are replaced by the words "Articles 11, §§ 1^er2, 4 and 5."
Art. 63. Article 109, paragraph 1^er, from the same law, the word "conform" is deleted.
Art. 64. In article 114, § ier, of the same law, the words "Articles 11, §§ 1^er, 2 and 4," are replaced by the words "Articles 11, §§ 1^er2, 4 and 5."
Art. 65. In section 128 of the same law, the words "and which are actually marketed. are inserted after the words "by the decrees and regulations made for its execution. »
Art. 66. In section 129 of the Act, the following amendments are made:
1° to paragraph 1^er, the word "annually" is inserted between the words "published" and the words "to the Beige Monitor";
2° paragraph 1^er is completed as follows:
"The changes to the list between two annual publications to the Belgian Monitor are made public at regular intervals on the CBFA website. »
Art. 67. The following amendments are made to section 130 of the Act:
1° to paragraph 1^er, 3°, the words "and its simplified prospectus" are inserted after the words "its prospectus";
2° in paragraph 2, the words "a Belgian credit institution" are replaced by the words "a credit institution" and the words ", in French, Dutch or German" are deleted;
3° in paragraph 3, the words "to the legislative and regulatory provisions in this matter" are replaced by the words "to the legislative provisions in this matter or to the regulatory provisions that the King may decide on";
4° the article is supplemented by the following paragraph:
"The King may determine additional rules with respect to the documents that are submitted to the CBFA in accordance with paragraph ter, as well as with respect to the language and mode of publication in Belgium of the information that must be disseminated in the Member State where the collective placement organization is located. »
Art. 68. Article 135 of the same law, the current text of which shall form § 1^er, it is added a § 2, which reads as follows:
“§2. When titles of a collective investment agency subject to a public offer referred to in Article 3, 1°, (a) or (b), have been made at a close date or are simultaneously subject to another Member State of the European Economic Area of an offer for sale or public sale or of an admission to the official quota of a stock exchange, for which a prospectus has been established and published in accordance with the national provisions taken
The prospectus approved by the competent authority of the other Member State is, however, for its distribution in Belgium, supplemented with respect to the information specific to the Belgian market, in particular with respect to the tax status of revenues, to the financial institutions that provide the financial service in Belgium and to the mode of publication of the notices to the public.
The prospectus referred to in paragraph 1^er, completed if applicable in accordance with paragraph 2, is submitted to the FAA at least fifteen days before the commencement of the offer for the control of the items referred to in paragraph 2.
The King shall determine the terms and procedure for the application of this paragraph. "
Art. 69. Article 176, § 1^erthe following amendments are made:
1° to paragraph 1^erpoint 3 is repealed;
2° Paragraph 2 is repealed.
Art. 70. In section 181 of the Act, paragraphs 1^er and 2 are replaced by the following paragraph:
"In the case referred to in section 180, the benefit of the mutual recognition organized by section 6ter of Directive 85/611/EEC is only open to the management companies of collective investment organizations that are management companies designated by Belgian collective investment organizations that invest in the class of authorized investments referred to in Article 7, paragraph 1^er, 12. »
Art. 71. The following amendments are made to section 207 of the Act:
1° 1°, is replaced by the following provision:
"Those who publicly offer titles of a Belgian collective investment organization referred to in Article 4, paragraph 1^er, 1°, a), while the latter is not registered in accordance with section 28 or while the registration as a Belgian public investment organization or the approval as a public investment company has been terminated or revoked, or in breach of a suspension measure referred to in Articles 90, paragraph 1^er, 91, paragraph 2, first sentence, or 92, § 1^er, paragraph 2, 3°;"
2° in the Dutch text of the 3°, of the same law, the words "collectief beleggingsfonds" are replaced by the words "gemeenschappelijk beleggingsfonds".
Art. 72. In Article 234, § 2, of the Act, the following amendments are made:
1° to paragraph 2, the words ", until they are registered in the list referred to in section 31 of this Act," are replaced by the words ", until December 31, 2005 or until a later date to be determined by the King,"
2° in paragraph 3, first sentence, the number "77" is inserted between the number "76" and the words "80".
Art. 73. In Article 235, § 2, paragraph 2, of the same law, the number "77" is inserted between the number "72" and the words "and 80".
Art. 74. In Article 236, § 2, paragraph 4, first sentence, of the same law, the number "77" is inserted between the number "76" and the words "and 80".
Art. 75. Section 239 of the Act is supplemented by the following paragraph:
"By derogation from paragraph 2, foreign collective investment agencies, and, where applicable, their compartments, which on the date of July 20, 2004 are listed under section 137 of the Act of December 4, 1990 referred to above and which, under paragraph 2, are subject to the application of section 236 of this Act, are authorized to maintain, even after February 13, the rules relating to their policy of Any amendments that collective investment organizations, which make use of this option, wish to make to the rules relating to their investment policy or to the investment policy of the above-mentioned compartments, shall aim to ensure greater conformity of these rules with the provisions of Part II of this Act and the orders and regulations made for their implementation. Collective placement organizations that make use of this option may not use the possibility referred to in Article 236, § 2, paragraph 3, of this Act. They shall be registered on the list referred to in section 129 of this Act as soon as they meet, with the exception of the rules relating to investment policy, the provisions of section 236, § 3, of this Act. »
Art. 76. In article 242, paragraph 2, of the same law, the number "106" is inserted between the words "articles" and the number "115, § 6".
Art. 77. Article 242, paragraph 2, of the same law, in that it repeals, on the date of entry into force of this law, articles 137 and 141, § 1^erthe Financial Operations and Financial Markets Act of 4 December 1990 is reported.
Art. 78. Article 96, § 1^er, of the Insurance Act, amended by the Act of 30 November 1935, renumbered by the Royal Decree of 12 August 1994 and amended by the Royal Decree of 25 March 2003, is supplemented by the following paragraph:
"The consultation of the Insurance Commission is not required with respect to the rules to be determined by the King pursuant to section 36. »
Art. 79. Section 62 of the Mortgage Credit Act of 4 August 1992, as amended by the Royal Order of 25 March 2003, is supplemented by the following paragraph:
"The consultation of the Insurance Commission is not required with respect to the rules to be determined by the King pursuant to section 41. »
Art. 80. Section 14 of the Act of 27 March 1995 on intermediation in insurance and the distribution of insurance, is supplemented by the following paragraph:
"The consultation of the Insurance Commission is not required with respect to the rules to be determined by the King pursuant to section 10, 7°. »
Art. 81. Section 39 of the Investment Business Act, repealed by the Act of 2 August 2002, is reinstated in the following wording:
"CBFA is responsible for monitoring compliance with sections 36 to 38. For the performance of this mission, it has the skills assigned to it by sections 34 to 37 of the Financial Sector Supervision Act of 2 August 2002 is to the financial services. »
CHAPTER V. - Enforcement and entry into force
Art. 82. The King shall exercise the powers to Him entrusted by the provisions of Chapter II of this Law, on the joint proposal of the Ministers who have Finance and Economy in their powers.
Art. 83. With the exception of sections 42 to 81, the provisions of this Act are applicable from social exercises beginning on 1^er January 2005 or after that date.
Articles 78 to 80 produce their effects on 1^er January 2004.
Article 81 comes into force on the day of its publication in the Belgian Monitor.
Promulgation of this law, let us order that it be clothed with the seal of the State and published by the Belgian Monitor.
Given in Brussels on 20 June 2005.
ALBERT
By the King:
Deputy Prime Minister and Minister of Finance,
D. REYNDERS
Minister of Economy,
Mr. VERWILGHEN
Seal of the state seal:
The Minister of Justice,
Ms. L. ONKELINX
____
Note
(1) Session 2004-2005
House of Representatives:
Parliamentary documents: Bill No. 51-1713/1. - Amemdements (n^bones 51-1713/2. - Report of the Commission, No. 51-1713/3. - Text adopted by the Commission, No. 51-1713/4.
Text adopted in plenary and transmitted to the Senate, No. 51-1713/5.
Annales parliamentarians. - Discussion and adoption. Session of May 26, 2005.
Senate:
Parliamentary documents. - Project transmitted by the House of Representatives, No. 3-1208/1. - Project not referred to by the Senate.