Key Benefits:
President of the Republic,
On the report of the Prime Minister, the Minister of Finance and Public Accounts and the Minister of Social Affairs, Health and Women's Rights,
Having regard to the Constitution, including article 38;
Having regard to Regulation (EU) No 1094/2010 of the European Parliament and of the Council of 24 November 2010 establishing a European Supervisory Authority (European Insurance and Professional Pension Authority), amending Decision No. 716/2009/EC and repealing Commission Decision 2009/79/EC;
Having regard to the Commission's Delegated Regulation (EU) 2015/35 of 10 October 2014 supplementing Directive 2009/138/EC of the European Parliament and the Council on access to insurance and reinsurance activities and their exercise (Solvability II);
Having regard to Directive 2003/41/EC of the European Parliament and the Council of 3 June 2003 on the activities and supervision of professional pension institutions;
Considering Directive 2009/138/EC of the European Parliament and of the Council of 25 November 2009 on access to insurance and reinsurance activities and their exercise (Solvability II), last modified by Directive 2014/51/EU of the European Parliament and the Council of 16 April 2014 amending the directives 2003/71/EC and 2009/138/EC and the regulations (EC) no 1060/2009, (EU) no 1094/2010 and (EU)
Vu le insurance code ;
Vu le Trade code ;
Vu le Administrative Justice Codeincluding its article R. 123-20;
Vu le monetary and financial code ;
Vu le code of mutuality ;
Vu le Rural Code and Maritime Fishing ;
Vu le Internal Security Code ;
Vu le Social Security Code ;
Vu le Labour code ;
Vu la Act No. 2014-1662 of 30 December 2014 bringing various provisions to adapt legislation to European Union economic and financial law, including Articles 4 and 6;
Considering the opinion of the Autorité des normes comptables dated 4 December 2014;
Having regard to the advisory committee on financial legislation and regulations dated 11 December 2014;
Having regard to the opinion of the Conseil supérieur de la mutualité dated 7 January 2015;
Considering the referral of Mayotte's General Council dated 13 January 2015;
The State Council (Finance Section) heard;
The Council of Ministers heard,
Order:
Section L. 112-7 of the Insurance Code is replaced by the following provisions:
"Art. L. 112-7.-Where an insurance contract is proposed in the free provision of services within the meaning of Article L. 362-2 or by a branch pursuant to Article L. 362-1, the subscriber shall, before the conclusion of any undertaking, be informed of the name of the Member State of the European Union where the company's head office is located or, where applicable, the branch with which the contract will be concluded.
"The information referred to in the previous paragraph must appear on any documents submitted to the subscriber or the insured.
"The contract or cover note shall indicate the address of the head office of the insurance company that grants the coverage, or if any, that of the branch, and the name and address of the representative referred to in section L. 362-3. »
The single chapter of title I of book III of the same code is thus modified:
1° The fifth paragraph of Article L. 310-1 is replaced by the following provisions:
" Mutuals and unions governed by the code mutuality, institutions of foresight and unions governed by title 3 of Book 9 of the Social Security Code and by the II of Article L. 727-2 of the Rural and Maritime Fisheries Code shall not be subject to the provisions of this Code, subject to the provisions of the Code to which the Code refers code of mutuality and Social Security Code » ;
2° In the first paragraph of Article L. 310-1-1, after the words: "the provisions of title 3 of Book 9 of the Social Security Code" are inserted the words: "either by any member of the association of subscribers called " Lloyd's";
3° At 2° of the I of Article L. 310-1-2, the words: "the European Community" are replaced by the words: "the European Union" and the words: "at Article 46 of Directive 2005/68/ CE of 16 November 2005 on reinsurance" are replaced by the words: "at Article 211 of Directive 2009/138/EU of 25 November 2009 on the exercise and reinsurance activities"
4° Section L. 310-2 is amended to read:
(a) At 1° and 2°, the words "European Communities" are replaced by the words "European Union";
(b) At 4°, the reference: "L. 321-9" is replaced by the reference: "L. 329-1";
(c) The 5th is repealed;
5° Section L. 310-3 is replaced by the following provisions:
"Art. L. 310-3.-In this code:
« 1° The expression: “Member State of origin” means:
“(a) In the case of non-life insurance, the Member State of the European Union in which is located the head office of the insurance company that covers the risk;
“(b) In terms of life insurance, the Member State of the European Union in which is located the head office of the insurance company that takes the commitment;
"(c) In terms of reinsurance, the Member State of the European Union in which is located the head office of the reinsurance company;
« 2° The term "Reception Member State" means the Member State of the European Union, other than the Member State of origin, in which a company referred to in Article L. 310-1 or 1° III of Article L. 310-1-1 has a branch or provides services. For life insurance and for non-life insurance, the member State in which services are provided, respectively, the Member State of the European Union of Commitment or the Member State of the European Union where the risk is located, when this undertaking or risk is covered by a company referred to in Article L. 310-1 or a branch located in another Member State of the European Union;
« 3° The expression: “State of the branch” means a State in which is located the branch of an insurance company;
« 4° The term: “establishment plan” means the plan under which an insurance company covers a risk or makes a commitment located in a Member State from a branch established in that State;
« 5° The term "free service provision" means the operation by which a company of a Member State covers or takes from its head office, or from a branch located in a Member State, a risk or undertaking located in another of these States, itself designated as " State of free service delivery ”;
« 6° The expression: “foreign business” means a company whose head office is not located in the territory of the French Republic;
« 7° The expression: “section” means any agency or branch of an insurance or reinsurance company located in the territory of a Member State other than the Member State of origin;
« 8° The term: “institution” of an insurance or reinsurance company means its head office or branch office;
« 9° The expression: “close links” means a situation in which two or more natural or legal persons are linked by a control link or participation, or a situation in which two or more natural or legal persons are permanently linked to the same person by a control link;
« 10° The term "participation" means holding, directly or through a control link, at least 20% of the voting rights or capital of a business. Is also considered to be a participation by the Authority of prudential and resolution control by holding, directly or indirectly, voting rights or capital in a company on which a significant influence is actually exercised;
« 11° The term “regulated market” means one of the following markets:
“(a) In the case of a market located in a Member State, a regulated market as defined in theArticle L. 421-1 of the monetary and financial code ;
“(b) In the case of a market located in a third country, a financial market that meets the following two conditions:
“(i) It is recognized by the original member state of the insurance company and meets requirements comparable to those provided for in chapter I of title II of book IV of the monetary and financial code;
“ii) The financial instruments negotiated therein are of a quality comparable to that of traded instruments on the market or regulated markets of the Member State of origin;
« 12° The term “financial enterprise” means one of the following entities:
“(a) Credit institutions referred to in 1° of Article L. 511-1 of the Monetary and Financial Codethe financial institutions mentioned in 4° of Article L. 511-21 of the monetary and financial code or an auxiliary service company within the meaning of Article 4, item 18 of Regulation 575/2013 of the European Parliament and of the Council of 26 June 2013;
“(b) Insurance and reinsurance companies mentioned in the articles L. 310-1 and L. 310-1-1 the Code of Insurance, the mutual and unions governed by Book II of the Code of Mutuality, the institutions of foresight and unions governed by Title 3 of Book 9 of the Code of Social Security;
"(c) Investment companies referred to inArticle L. 531-4 of the Monetary and Financial Code ;
"(d) The joint holding companies mentioned in theArticle L. 517-4 of the Monetary and Financial Code ;
« 13° The term: “outsourcing” means an agreement, whatever its form, concluded between a company and a service provider, subject to or not a control, under which the service provider carries out, either directly or by resorting to outsourcing, procedure, service or activity, which would otherwise be carried out by the company itself. » ;
6° After L. 310-3, two articles L. 310-3-1 and L. 310-3-2 are inserted as follows:
"Art. L. 310-3-1.-Companies under the so-called Solvability II scheme are:
« 1° The undertakings referred to in section L. 310-1 and which have an approval for the exercise of their activities, as well as those referred to in the first paragraph of section L. 321-10-3, which have completed, as of January 1, 2012 and for three consecutive annual exercises, one of the following conditions:
“(a) The annual receipt of premiums or gross contributions issued by the company exceeds 5 million euros;
“(b) The total of the company's technical provisions, as defined in Book III, Title IV of this Code, gross reinsurance transfers or securitization vehicles, exceeds 25 million euros;
"(c) When the company belongs to a group defined in Article L. 356-1;
"(d) The business of the company includes reinsurance operations that:
"-expend 500 000 euros in receipt of premiums or gross contributions emitted or 2.5 million euros in technical provisions, in the sense defined in Book III of this Code, gross transfers of reinsurance or securitization vehicles;
"or account for more than 10 per cent of the gross premiums or premiums issued or its technical provisions, as defined in Book III of this Code, gross reinsurance transfers or securitization vehicles;
« 2° The undertakings referred to in Article L. 310-1 that, although not meeting the conditions set out in 1°, have the approval referred to in Article L. 321-1 for civil liability, credit or bond transactions;
« 3° Companies referred to in 1° of III of Article L. 310-1-1 or in the second paragraph of Article L. 321-10-3;
« 4° Branches of registered companies in accordance with Article L. 329-1;
« 5° Companies seeking an approval referred to in Article L. 321-1 for the purpose of carrying out insurance or reinsurance activities, including the annual payment of premiums or gross contributions emitted or the gross amount of technical provisions, as defined in Book III of this Code, gross transfers of reinsurance or securitization vehicles, shall exceed, as forecast, one of the amounts set out in 1° in the course of the following year;
« 6° Companies that, although not meeting any of the conditions set out in 1°, 2°, 3°, 4° and 5° carry out the activities provided for in Article L. 321-11;
« 7° The unions referred to in Article L. 322-26-3.
"Art. L. 310-3-2.-Companies that do not fall under the so-called Solvability II scheme are:
« 1° The undertakings referred to in Article L. 310-1 or the first paragraph of Article L. 321-10-3 that are not enterprises under the so-called Solvency II regime within the meaning of Article L. 310-3-1;
« 2° Companies that cease to rise from the so-called Solvency II regime after the Autorité de contrôle prudentiel et de résolution has verified that:
“(a) None of the conditions set out in 1° of Article L. 310-3-1 have been met during the last three consecutive annual exercises;
“(b) None of the conditions set out in the 1st of section L. 310-3-1 will, as forecast, be met during the following five annual years. » ;
7° After L. 310-12-2, three articles are inserted L. 310-12-3, L. 310-12-4 and L. 310-12-5 as follows:
"Art. L. 310-12-3.-In periods of extreme instability in financial markets, the Autorité de contrôle prudentiel et de résolution takes into account the possible pro-cyclical effects of its actions.
"Art. L. 310-12-4.-The Autorité de contrôle prudentiel et de résolution examines and evaluates the strategies, processes and procedures for the communication of information established by the companies referred to in Article L. 310-3-1 to comply with the provisions of title V of this book.
"This review and evaluation include assessing the qualitative requirements of the governance system, assessing the risks to which the companies concerned are exposed or could be exposed and assessing their ability to measure these risks in the context of the environment in which they operate.
"The Authority examines and assesses whether the companies concerned meet the requirements of title V of this book, including the governance system, technical provisions, capital requirements, investment rules, the quantity and quality of the equity funds and, where applicable, internal, integral or partial models.
"The Autorité assesses the adequacy of the methods and practices implemented by the companies concerned in order to detect possible hazards or changes in the economic situation that could have an adverse impact on the overall financial situation of the company concerned. It assesses the ability of these companies to overcome these potential hazards or changes in the economic environment.
"The Authority defines the minimum frequency and scope of the reviews, evaluations and evaluations referred to in the preceding paragraphs, taking into account the nature, scope and complexity of the activities of the companies concerned.
"Art. L. 310-12-5.-After informing the authorities of the host Member State, the Autorité de contrôle prudentiel et de résolution may, on its own or through persons mandated for this purpose, carry out on-site audits of the information necessary for the financial control of the branches of the French insurance and reinsurance companies.
"If, after being informed by the Authority of prudential control and resolution of its intention to carry out the audits referred to in the preceding paragraph, the authorities of control of the host Member State indicate that they are not in a position to participate in these audits or prohibit it from exercising its right to carry out these audits, the Authority may refer to the European Insurance and Pensions Authority in accordance with Article 194/2010. » ;
8° Article L. 310-25 is supplemented by the following paragraphs:
"When a judicial liquidation procedure is opened in respect of a company referred to in Article L. 310-1, the Autorité de contrôle prudentiel et de résolution informs without delay the competent authorities of the other Member States of the European Union.
"When a judicial liquidation procedure is initiated against a company referred to in Article L. 310-1, the approval of that undertaking shall be withdrawn by the company in accordance with the terms and conditions set out in Article L. 325-1. In this case, the provisions of articles L. 326-4, L. 326-9 and L. 326-14 shall apply. The undertaking remains subject to the control of the Authority of prudential control and resolution until all of the commitments resulting from the contracts entered into by the undertaking have been fully and definitively settled to the insured and third-party beneficiaries or have been subject to a transfer authorized under the conditions laid down in Article L. 324-1.
"The liquidator may, with the agreement of the Autorité de contrôle prudentiel et de résolution, continue certain activities of the insurance company concerned to the extent necessary and appropriate for the needs of the liquidation. » ;
9° After Article L. 310-25-1, an article L. 310-25-2 is inserted as follows:
"Art. L. 310-25-2.-For insurance companies whose head office is located in the territory of another Member State of the European Union, the Autorité de contrôle prudentiel et de résolution may request the supervisory authorities of the Member State of origin information on the course of the liquidation procedure. »
I.-Chapter I of title II of book III of the same code is amended as follows:
1° In Article L. 321-2, the first paragraph shall be replaced by the following provisions:
"The Autorité de contrôle prudentiel et de résolution informs the European Commission, the European Insurance and Professional Pension Authority and the supervisory authorities of other Member States of any decision to approve an insurance or reinsurance company controlled by a parent company within the meaning of Article L. 356-1, whose head office is established in a State not party to the agreement on the European Economic Area. This information specifies the structure of the group. » ;
2° Section III is repealed;
3° The title of section IV is replaced by the following title: "Section IV.-Agreements";
4° Section L. 321-10 is replaced by the following provisions:
"Art. L. 321-10.-To grant or refuse the administrative approvals provided for in sections L. 321-1, L. 321-7 and L. 329-1, the Authority shall verify that the following conditions are met:
"the technical and financial means that the company proposes to implement are sufficient and adequate for its program of activity;
"the persons responsible for directing or administering it as well as, for the companies mentioned in the 4th of section L. 310-2, the agent general, have the honourability, competence and experience necessary for their functions, which are valued according to the conditions defined in section L. 322-2;
"the distribution of its capital and the quality of the shareholders or, for the companies mentioned in section L. 322-26-1, the mutuals and unions mentioned in thearticle L. 211-8 of the mutuality code and the institutions of foresight or unions mentioned in theArticle L. 931-4 of the Social Security Code, the terms and conditions for the establishment fund guarantee sound and prudent management.
"For companies referred to in Article L. 310-3-1, the Autorité de contrôle prudentiel et de résolution also requires:
"that they hold the eligible base funds necessary to reach the absolute floor threshold of the minimum capital required under Article L. 352-5;
"that they demonstrate that they are in a position to hold the eligible base funds necessary to maintain the minimum of capital required under Article L. 352-5 at all times;
"that they demonstrate that they are in a position to hold the eligible funds necessary to permanently hold the credit capital required under Article L. 352-1;
"that their governance system conforms to the provisions of articles L. 354-1 to L. 354-3.
"The grant of the licence may be subject to compliance with commitments undertaken by the requesting company.
"The Autorité de contrôle prudentiel et de résolution refuses approval when the proper exercise of its monitoring mission of the undertaking is likely to be hampered by the existence of close links between the requesting company and other natural or legal persons. It also denies accreditation when the existence of legislative, regulatory or administrative provisions of a State that is not a party to the Agreement on the European Economic Area, of which one or more of these persons belong, or difficulties in the application of these provisions, hinder the proper exercise of its monitoring mission.
"The list of documents to be produced in support of an application for approval submitted in accordance with the provisions of Articles L. 321-1, L. 321-7 and L. 329-1 is, for each type of approval, defined by the Autorité de contrôle prudentiel et de résolution. » ;
5° Article L. 321-10-1:
(a) The 4th is replaced by the following:
"The distribution of the company's capital and the quality of its shareholders or, for the companies referred to in Article L. 322-26-1, the mutual funds and unions referred to in Article L. 211-8-1 of the code of mutuality and the institutions of foresight or unions mentioned inArticle L. 931-4-1 of the Social Security Code, the terms and conditions for the establishment fund guarantee sound and prudent management. » ;
(b) After the 4°, the following 5°, 6°, 7° and 8° are inserted:
« 5° The governance system complies with the provisions of articles L. 354-1 to L. 354-3;
« 6° The company holds eligible base funds to reach the absolute floor threshold of the minimum capital required under section L. 352-5;
« 7° The company demonstrates that it is in a position to hold the eligible base funds necessary to maintain the minimum capital required under section L. 352-5 at all times;
« 8° The company demonstrates that it is in a position to hold the eligible funds required to hold the required solvency capital under section L. 352-1 on an ongoing basis. » ;
(c) The sixth paragraph is replaced by the following paragraph:
"The grant of the licence may be subject to compliance with commitments undertaken by the requesting company. » ;
(d) In the last paragraph, the words: "An order by the Minister responsible for the economy" are replaced by the words: "The Authority for prudential control and resolution";
6° After L. 321-10-1, the following articles are inserted: L. 321-10-2 and L. 321-10-3:
"Art. L. 321-10-2.-Where the insurance or reinsurance undertaking expressly waives one or more approvals by undertaking to no longer subscribe to new contracts, does not make use of one or more approvals within one year of the date of publication in the Official Journal of the French Republic of the decision of approval or has ceased to exercise the activity corresponding to one or more consecutive periods of control immediately, informs the Authority of two approvals The Autorité notes without delay the caducity of the approval(s), which is published in the Official Journal of the French Republic.
"In the event of the transfer by the insurance or reinsurance company of all of its portfolio of contracts belonging to a specified branch or sub-branch, the Autorité de contrôle prudentiel et de résolution immediately notes the caducity of the corresponding approval(s), which is published in the Official Journal of the French Republic.
"The terms and conditions of application of this article are specified by decree in the Council of State.
"Art. L. 321-10-3.-An insurance company that has been found to be subject to the control of the Autorité de contrôle prudentiel et de résolution until all of the commitments resulting from the contracts entered into by the undertaking have been fully and definitively paid to the insured and third-party beneficiaries or that all of its portfolio of contracts has been the subject of a transfer authorized under the conditions set out in section 24-1.
"A reinsurance company that has been recognized after January 1, 2016 shall remain subject to the control of the Authority of prudential control and resolution until all of the commitments resulting from the risks accepted by the company have been fully and definitively settled to the reinsured undertakings or that all of its portfolio of contracts has been subject to an authorized transfer under the conditions set out in section L-2. » ;
7° After section IV, a section V is created as follows:
“Section V
" Provisions relating to the opening of a branch and the exercise of the free provision of services
"Art. L. 321-11.-The Autorité de contrôle prudentiel et de résolution ensures that any insurance company referred to in Article L. 310-3-1 and planning to open a branch, to carry out for the first time activities in the free provision of services in the territory of another Member State of the European Union or to modify the nature or conditions of the exercise of these activities has an adequate system of governance and of financial activity. The Authority also ensures that, in the case of branches, the branches have a general agent with the honourability, competence and experience necessary for its functions, which are appreciated under the conditions defined in Article L. 322-2.
"If the Authority considers that the conditions mentioned in the preceding paragraph are met, the Authority shall communicate to the supervisory authority of that other Member State the documents permitting the exercise of the activity envisaged.
"A decree in the Council of State defines the modalities for the application of this article, including the notification of the application by the requesting company and the communication procedures of the Authority for prudential control and resolution with the other supervisory authorities.
"Art. L. 321-1.-When the Autorité de contrôle prudentiel et de résolution is informed by the supervisory authority of a host Member State, where an insurance or reinsurance company having its head office in France operates in the free provision of services or in the freedom of establishment, that this undertaking does not comply with the legal provisions of that Member State and has not obtemperated to the injunction of the authority to comply with it It informs the supervisory authority of this other Member State of these measures.
"In the event of disagreement with the supervisory authority of the host Member State, the Supervisory and Resolution Authority may refer to the European Insurance and Pension Authority in accordance with Article 19 of Regulation (EU) No 1094/2010 of 24 November 2010.
"Art. L. 321-12.-Any insurance company with its head office in France, which participates in the coverage of a large risk as defined in Article L. 111-6 and located in the European Union in the framework of a co-insurance operation carried out in the free provision of services and of which at least one of the participants is not established in the same Member State of the European Union that the aperitor is exempted, if it is not
"The terms and conditions of application of this article are defined by decree in the Council of State. »
II.-Chapter II of Book III II of the same Code is amended as follows:
1° Section L. 322-1-1 is replaced by the following provisions:
"Art. L. 322-1-1.-The statutory seat of insurance and reinsurance companies having their head office in France must be located in the territory of the Republic.
"The statutory seat of foreign insurance companies approved under sections L. 321-7 or L. 329-1 shall be located in the same territory as their head office. » ;
2° Article L. 322-1-2:
(a) At 1°, after the words: "businesses", are inserted the words: "mothers within the meaning of Article L. 356-1", the words: "significant and sustainable financial solidarity links" are replaced by the words: "strong and sustainable financial relations" and the words: "of the European Community" are replaced by the words: "of the European Union";
(b) The 2° is replaced by the following:
« 2° The term: " joint insurance companies" means the parent companies within the meaning of 1st of Article L. 356-1 of at least one enterprise referred to in Article L. 310-1 or to Article L. 310-1-1, or a mutual or union governed by Book II of the code of mutuality or an institution of foreseeance or union governed by Title 3 of Book 9 of the code of social securityarticle L. 111-4-2 of the mutuality code and social insurance group companies defined in Article L. 931-2 of the Social Security Code and the joint holding financial companies defined in theArticle L. 517-4 of the Monetary and Financial Code.
3° Article L. 322-2:
(a) I:
(i) In the first paragraph, the words: "in any capacity, to direct, manage or administer" are replaced by the words: "directly or indirectly to administer or direct" and after the words: "power to sign for their account", are inserted the words: ", or to be responsible for one of the key functions referred to in Article L. 354-1";
(ii) The m is replaced by the following:
“m) One of the offences of the law on games of chance, casinos and lotteries, planned by the provisions of articles L. 324-1 to L. 324-10 of the Internal Security Code » ;
(iii) The r is replaced by the following:
"(r) One of the offences set out in the articles L. 8221-1, L. 8221-3, L. 8221-5 and L. 8224-1 the Labour Code; »
(iv) The t is replaced by the following:
"(t) One of the offences against the legislation or regulations applicable to enterprises governed by the insurance code, to welfare institutions governed by title 3 of Book 9 of the Social Security Code, their unions, social welfare group societies and the mutuals, unions and federations governed by the code of mutuality » ;
(b) The VII is replaced by the following:
"VI.-People who are required to lead a business, company or company referred to in the first paragraph of the I, or to perform one of the key functions referred to in section L. 354-1, shall have the honourability, competence and experience necessary for their functions.
"The members of the Board of Directors or the Supervisory Board of the persons referred to in 1° and 2° of the B of Article I of Article L. 612-2 of the Monetary and Financial Code shall be entitled to the properness, competence and experience required.
"To assess the competence of the interested parties, the Autorité de contrôle prudentiel et de résolution takes into account their training and experience in a manner commensurate with their responsibilities, including the experience gained as chair of a council or committee. The authority also takes into account, in the assessment of each person, the competence, experience and powers of the other members of the body to which it belongs. When warrants have been previously exercised, jurisdiction is presumed due to experience gained. For new members, the authority takes into account the trainings they will be able to benefit throughout their mandate. » ;
(c) VIII is replaced by the following:
" VIII.-When the Autorité de contrôle prudentiel et de résolution is obliged to decide on the quality of the shareholders as well as on the honesty, competence and experience of the persons who actually run the business or who are responsible for key functions within the meaning of Article L. 322-3-2 and when such persons exercise such functions with another entity of the same group within the meaning of Article L. 356-1, It provides these authorities with information relevant to the exercise of their missions. » ;
4° After Article L. 322-3-1, an article L. 322-3-2 is inserted as follows:
"Art. L. 322-3-2.-The effective direction of the enterprises referred to in Article L. 310-3-1 shall be provided by at least two persons who shall meet the requirements of Article L. 322-2.
"These companies designate within them, or if applicable within the group within the meaning of section L. 356-1, the person responsible for each of the key functions referred to in section L. 354-1. Placed under the authority of the Director General or the Director General, as the case may be, these officials perform their duties under the conditions defined by the company.
"The Director General or the Director General shall submit to the approval of the Board of Directors or Supervisory Board the procedures that define the conditions under which officials of these functions may inform, directly and on their own initiative, the Board of Directors or the Supervisory Board, when the events in question arise that warrant it.
"The Board of Directors or the Supervisory Board shall hear, directly and on its own initiative, whenever it considers it necessary and at least once a year, those responsible for key functions. This hearing may take place outside the presence of the Director General or the Director General if the members of the Board or Supervisory Board feel it necessary. The Board of Directors or the Supervisory Board may refer this hearing to a specialized committee from that Board.
"The appointment and renewal of the persons mentioned in the first two paragraphs shall be notified to the Authority of prudential control and resolution in accordance with theArticle L. 612-23-1 of the Monetary and Financial Code.
"A decree in the Council of State specifies the conditions for the application of this article. » ;
5° In the last sentence of the first paragraph of Article L. 322-4, the words: "as well as in mixed holding financial companies whose head office is located in France and owned by a financial conglomerate whose supervision is coordinated by the Autorité de contrôle under the conditions provided for in theArticle L. 633-2 of the Monetary and Financial Code » are deleted;
6° In Article L. 322-4-1, the words: "and the competent authorities mentioned in the 11th of Article L. 334-2" are replaced by the words: "the European Insurance and Professional Pension Authority and the supervisory authorities of other Member States".
III.-The title of chapter III of title II of book III of the same code is replaced by the following title: "Chapter III.-Safety and Sanitation Measures".
IV.-Chapter IV of title II of Book III of the same Code is amended as follows:
1° Article L. 324-1:
(a) In the first paragraph, the words: "European Communities" are replaced by the words: "of the European Union" and the words: "whose State is a member of the European Communities" are replaced by the words: "whose Member State is a member of the European Union";
(b) The third, fourth, fifth and sixth preambular paragraphs are replaced by the following:
"The Autorité de contrôle prudentiel et de résolution n'aprouve le transfert que si les autorités de contrôle de l'État d'établissement de l'entreprise cessionnaire attestent que celle-ci possess, compte tenu du transfert, la margin de solvabilité pour les entreprises figurant à l'article L. 310-3-2 ou, pour les entreprises figurant à l'article L. 310-3-1, les fonds propre éligibles pour couvert le capital de solvabilité However, where the original member State of the transferring undertaking is a member of the European Union, the certificate referred to in this paragraph is given by the control authorities of that State.
"When the assignor is a branch located in a Member State of the European Union, the Autorité de contrôle prudentiel et de résolution collects the agreement of the control authority of the State where the branch is located.
"When the risks or commitments transferred are located in a Member State of the European Union, the Autorité de contrôle prudentiel et de résolution collects beforehand the agreement of the control authority of the State of risk or commitment.
"The silence kept by this supervisory authority, at the expiry of a period of three months following the receipt of the above-mentioned requests for consultation, is, for the Autorité de contrôle prudentiel et de résolution, tacite agreement.
"For transfers to life insurance or capitalization companies, this approval is, in addition, based on the quota data provided for in Article L. 344-1. » ;
2° In Article L. 324-1-1, the words: "the mutuals governed by the code of mutuality and the institutions of foresight referred to in theArticle L. 922-12 of the Social Security Code and to theArticle L. 727-2 of the Rural and Maritime Fisheries Code are replaced by the words: "the mutuals and unions mentioned in thearticle L. 211-8 of the mutuality code and the institutions of foresight or unions mentioned in theArticle L. 931-4 of the Social Security Code » ;
3° Section L. 324-1-2 is replaced by the following provisions:
"Art. L. 324-1-2.-Reinsurance companies referred to in 1° of III of Article L. 310-1-1, or their branches, may be authorized, under the conditions defined in the second paragraph, to transfer all or part of their portfolio of contracts or claims to be paid to one or more reinsurance or insurance companies having their head office in France or to another Member State of the European Union, to one or more reinsurance institutions This transfer is authorized only if the State control authorities where the assignee has its head office attest that the assignee has, in the light of the transfer, the eligible funds necessary to cover the solvency capital required under Article L. 352-1. The Autorité de contrôle prudentiel et de résolution informs the company that transfers the portfolio from the receipt of this certificate.
"The transfer referred to in the first paragraph is enforceable to reassigned companies that have not demonstrated their opposition within three months of the notification by the company or branch transferring all or part of its portfolio of contracts or claims to be paid, of this transfer by registered letter with acknowledgement of receipt. »
V.-In chapter V of title II of book III of the same code, in article L. 325-1:
(a) In the first paragraph, the reference: "L. 321-9" is replaced by the reference: "L. 329-1";
(b) It is added a paragraph to read:
"The Autorité de contrôle prudentiel et de résolution withdraws, under conditions specified by a decree in the Conseil d'Etat, the approval or approvals granted to a company referred to in Article L. 310-3-1 when the latter no longer has the minimum of capital required mentioned in Article L. 352-5, if the Autorité considers that the financing plan submitted in accordance with Article L. 352-8 is manifestly insufficient or if, in the case »
VI.-Chapter VI of Book III title II is amended as follows:
1° Section III is replaced by the following title: "Section III: Effects of procedures for liquidation of enterprises whose headquarters is located in the territory of a Member State of the European Union other than France";
2° Article L. 326-20:
(a) In the first paragraph, the words "European Community" are replaced by the words "European Union";
(b) The last paragraph is replaced by the following:
"The remediation measures defined in Article L. 323-8 and the decisions opening a liquidation procedure taken by the competent French public authority in respect of a company that has received the approval referred to in Articles L. 321-1, L. 321-7 and L. 329-1 shall have all their effect on the territory of the other Member States of the European Union subject to the provisions of Articles L. 326-21 to L. 326-30. » ;
3° In sections L. 326-21, L. 326-22, L. 326-23 and L. 326-24, the words: "community insurance company" are replaced by the words: "an insurance company whose head office is located in the territory of a Member State of the European Union other than France";
4° In sections L. 326-23 and L. 326-25, the words "European Community" are replaced by the words "European Union".
VII.-Chapter VII of Book III II of the same Code is amended as follows:
1° In article L. 327-1, after the words: "Mathematic provisions" are inserted the words "in the meaning of title IV of book III";
2° In the last paragraph of Article L. 327-2, after the words: "technical provisions" are inserted the words "in the sense of title IV of Book III";
3° In Article L. 327-4, the words: "to the contract and the reduced mathematical provision" are replaced by the words: "to the contract and the mathematical provision referred to in Article L. 343-1 and reduced."
VIII.-The title II of Book III of the same Code is supplemented by a chapter IX as follows:
“Chapter IX
"Succursales of insurance companies whose headquarters is located in a State not party to the agreement on the European Economic Area
"Art. L. 329-1.-The undertakings referred to in 4° of the I of Article L. 310-2 shall not practise in the territory of the French Republic any operation subject to the control of the State, pursuant to Article L. 310-1, except after having obtained an administrative approval issued in accordance with the provisions of Article L. 321-1 and Article L. 321-10 and a special approval having accepted a general representative. These approvals are granted by the Autorité de contrôle prudentiel et de résolution. In addition, these companies may be obliged to form bail or guarantees if their country has taken or taken similar measures with respect to French companies.
"According to specific terms specified by decree in the Council of State, the companies referred to in 4° of I of Article L. 310-2 comply with the provisions of Articles L. 322-3-2, L. 351-1, L. 351-2, L. 351-6, L. 352-5, L. 353-1, L. 354-1 to L. 345-3, L. 355-1 to L. 355-4, as well as those mentioned in L.
"The Autorité de contrôle prudentiel et de résolution may apply to the companies referred to in 4° of I of Article L. 310-2, the provisions provided for in Article L. 352-3, L. 351-3, L. 352-7 and L. 352-8.
"Art. L. 329-2.-Where a business referred to in 4° of the I of Article L. 310-2 has branches established in more than one Member State, each branch is subject to independent treatment for the application of the provisions relating to sanitation and liquidation measures.
"Art. L. 329-3.-The branches of foreign companies established in the territory of the French Republic referred to in 4° I of Article L. 310-2 shall appoint one or more auditors. The latter certify the annual accounts of branches under the conditions provided for in the first paragraph of Article L. 823-9 of the Commercial Code.
"Art. L. 329-3-1.-A decree in the Council of State specifies the conditions for the application of this chapter. »
Title V of Book III of the same code is replaced by the following:
« Title V
« PRUDENTIAL RULES APPLICABLE TO ENTREPRESENTATIVES OF THE DIT ERPME “ SOLVABILITY II”
"Art. L. 350-1.-Unless otherwise stated, all of the provisions of this Title apply only to insurance and reinsurance companies referred to in section L. 310-3-1.
"Art. L. 350-2.-In this title:
« 1° The term "captive insurance company" means a business referred to in Article L. 310-1 that is owned by either a financial enterprise, other than a business referred to in Article L. 310-1 or the 1st of Article L. 310-1-1 or that a participating company within the meaning of Article L. 356-1, or by a non-financial enterprise, and that has for
« 2° The expression: “ third country insurance company” means a company that has its head office outside the European Union and, if its head office was located in France, would be required to obtain an approval as a company referred to in Article L. 310-1, in accordance with Article L. 321-1;
« 3° The term "captive reinsurance company" means a company referred to in 1° of the III of Article L. 310-1-1 that is owned by either a financial enterprise, other than a company referred to in Article L. 310-1 or 1° of Article L. 310-1-1 or that a participating company within the meaning of 3° of Article L. 356-1, or by a non-financial enterprise
« 4° The expression: “a third country reinsurance company” means a company that has its head office outside the European Union and that, if its head office was located in France, would be required to obtain an approval as an undertaking referred to in 1° of III of Article L. 310-1-1, in accordance with Article L. 321-1-1.
“Chapter I
“Valorisation of prudential balance
“Section I
“General provisions on the valuation of prudential balance sheet
"Art. L. 351-1.- Insurance and reinsurance companies value their assets and prudential liabilities as follows:
« 1° Prudential assets are valued to the amount for which they may be exchanged as part of a transaction concluded, under normal competition conditions, between informed and consenting parties;
« 2° Prudential liabilities are valued to the amount for which they may be transferred or paid in the course of a transaction entered into, under normal competition conditions, between informed and consenting parties. During the valuation of these prudential liabilities, no adjustment to take into account the quality of credit specific to the company is made.
"A decree in the Council of State specifies the methods and assumptions of valuation to be used for the application of this article.
“Section II
“Guideial technical provisions
"Subsection 1
“General provisions on the valuation of prudential technical provisions
"Art. L. 351-2.- Insurance and reinsurance companies establish prudential technical provisions for all their commitments to insured persons, contract recipients and reinsured companies.
"The value of prudential technical provisions, assessed in accordance with section L. 351-1, is the current amount that companies should pay if they immediately transfer their commitments to another registered entity to carry out insurance or reinsurance transactions.
"The calculation of prudential technical provisions uses information provided by financial markets and data generally available on subscription risks, consistent with this information and data.
"The prudential technical provisions are calculated in a prudent, reliable and objective manner. This calculation may include an equalizer adjustment or a volatility correction.
"Art. L. 351-3.-Inasmuch as the calculation of prudential technical provisions of insurance and reinsurance companies does not meet the requirements of section L. 351-1, the Authority may require these undertakings to pay the amount to the level determined under these provisions.
"Art. L. 351-3-1.-A decree in the Council of State specifies the conditions for the application of this subsection.
"Subsection 2
“Transitional measures
"Art. L. 351-4.-Insurance and reinsurance companies may, subject to the prior approval of the prudential and resolution control authority, apply a transitional measure to the curve of interest rates that are irrelevant to eligible insurance and reinsurance commitments.
"Art. L. 351-5.- Insurance and reinsurance companies may, subject to the prior approval of the prudential and resolution control authority, apply a transitional deduction to technical provisions. This deduction can be applied to homogeneous risk groups.
"Art. L. 351-5-1.-A decree in the Council of State specifies the conditions for the application of this subsection.
“Section III
« Clean funds
"Art. L. 351-6.-The prudential equity funds correspond to the sum of the base funds and the auxiliary equity funds.
"Art. L. 351-7.-Where insurance and reinsurance companies, or parent companies referred to in 3° of Article L. 356-15, no longer hold sufficient eligible equity to cover their required solvency capital or their minimum required capital, distributions relating to certain elements of equity are subject to limitations. These limitations are, depending on the specific fund element concerned, either a prohibition or a postponement of these distributions. They also apply if the non-covering of the required solvency capital or the minimum capital required would be caused by these distributions.
"It is deemed to be non-written any stipulation that the non-payment of distributions, including the application of the limitations mentioned in the first paragraph, is considered a default event.
"Art. L. 351-7-1.-A decree in the Council of State specifies the conditions for the application of this section.
“Chapter II
" Regulatory capital requirements
“Section I
"Required credit capital
"Art. L. 352-1.-I.- Insurance and reinsurance companies own eligible funds covering the required credit capital. The required solvency capital is calculated either using the standard formula or using an integral or partial internal model approved by the Autorité de contrôle prudentiel et de résolution.
"II.-The board of directors or the board of directors of the company agrees to the application for approval of the internal model referred to in I and to the request for approval of any major modification subsequently made to this model, prior to their transmission to the Autorité de contrôle prudentiel et de résolution.
"The Director General or the Director General puts in place systems that ensure continuous operation of the internal model.
"III.-The Autorité de contrôle prudentiel et de résolution shall decide on any application for approval of an integral or partial internal model within six months of receipt of the full application. It provides this approval only if it has the assurance that the systems for identifying, measuring, controlling, managing and reporting the risks of the insurance or reinsurance undertaking are adequate and, in particular, that the internal model meets the rules set out in this chapter. This approval may be accompanied by conditions, where the Authority considers it necessary.
"The rejection of an application for approval of an internal model is the subject of a reasoned decision of the Autorité de contrôle prudentiel et de résolution.
"After having approved their internal model, the Autorité de contrôle prudentiel et de résolution may require insurance and reinsurance companies, by reason of decision, to provide an estimate of their solvency capital required under the standard formula.
"Art. L. 352-2.-Where the application of the standard formula is inappropriate to calculate the solvency capital required of an insurance or reinsurance company whose risk profile significantly deviates from the assumptions that underpin the calculation in accordance with this formula, the Autorité de contrôle prudentiel et de résolution may, by reasoned decision, require the enterprise concerned to use an internal risk model to calculate its capital requirement
"Art. L. 352-3.-I.-The Autorité de contrôle prudentiel et de résolution may, by reason of decision, impose on insurance and reinsurance companies an additional capital requirement in one of the following exceptional circumstances, when it concludes its control process that:
« 1° The company's risk profile differs significantly from the assumptions underlying the calculation of solvency capital required under the standard formula referred to in section L. 352-1 and that the requirement to use an internal model under section L. 352-2 is inappropriate or proved ineffective or until such a partial or integral internal model is developed;
« 2° The company's risk profile differs significantly from the assumptions that underlie the calculation of the solvency capital required under an integral internal model or a partial internal model referred to in Article L. 352-1, because certain quantifiable risks are insufficiently considered and the model has not been adapted within a time limit to better reflect the risk profile;
« 3° The company's governance system significantly deviating from the standards set out in Chapter IV of this title, therefore the company is not in a position to properly identify, measure, control, manage and report the risks to which it is or could be exposed and that the application of other measures is not likely, to quickly and sufficiently address the deficiencies identified;
« 4° The risk profile of an insurance or reinsurance company applying the equalizer adjustment or the volatility correction referred to in section L. 351-2, or the transitional measures referred to in sections L. 351-4 and L. 351-5, is significantly different from the assumptions underlying these transitional adjustments, corrections and measures.
"The required solvency capital, plus the additional capital requirement imposed, replaces the required solvency capital that has become inadequate.
"II.-The decisions taken by the Autorité de contrôle prudentiel et de résolution en vertu du I are the subject of the contradictory procedure provided for in theArticle L. 612-35 of the monetary and financial code.
"Art. L. 352-4.-For insurance companies carrying on the transactions referred to in Articles L. 143-1 and L. 310-14, the assessment of their creditworthiness shall be carried out, until 31 December 2019, in accordance with the terms fixed by a decree in the Council of State.
"Art. L. 352-4-1.-A decree in the Council of State specifies the conditions for the application of this section.
“Section II
" Minimum capital required
"Art. L. 352-5.- Insurance and reinsurance companies hold eligible base funds covering the minimum required capital, which cannot be less than an absolute floor threshold.
"Art. L. 352-5-1.-A decree in the Council of State specifies the conditions for the application of this section.
“Section III
“Undocumented companies
"Art. L. 352-6.- Insurance and reinsurance companies establish procedures for detecting a deterioration in their financial situation and immediately informing the Authority of prudential control and resolution.
"Art. L. 352-7.-Insurance or reinsurance companies shall immediately inform the Authority of prudential control and resolution when they find that the required solvency capital is no longer in accordance with the provisions of section L. 352-1 or that it may not be in the next three months.
"They submit a realistic recovery plan to the Authority's approval for prudential control and resolution, within two months of the finding of the lack of coverage of the solvency capital required.
"When a recovery plan has been submitted to the Authority for prudential and resolution control, the Authority refrains from issuing the attestation referred to in the third paragraph of Article L. 324-1 or in the first paragraph of Article L. 324-1-2, as long as it considers that the rights of insured persons and beneficiaries of insurance contracts or the contractual obligations of reinsurance companies are threatened.
"The Autorité de contrôle prudentiel et de résolution requires the company concerned to take the necessary steps to restore, within six months after the finding of the lack of coverage of the required solvency capital, the level of eligible equity covering the required solvency capital or to reduce its risk profile in order to guarantee the coverage of the required solvency capital. The authority may, if applicable, extend this additional three-month period.
"The Autorité de contrôle prudentiel et de résolution may request the European Insurance and Pension Authority to declare the existence of an exceptional unfavourable situation affecting insurance or reinsurance companies representing a significant share of the market or the activities concerned. The Authority may then extend the period referred to in the fourth paragraph.
"When the period has been extended pursuant to the fifth paragraph, the company concerned submits every three months to the Autorité de contrôle prudentiel et de résolution a progress report outlining the measures taken and the progress made to restore the level of eligible equity corresponding to the solvency capital required or to reduce its risk profile in order to guarantee the coverage of the solvency capital required. If it considers, in view of this report, that no significant progress has been made, the authority interrupts the extension of the deadline.
"Art. L. 352-8.-As soon as they find that the minimum of capital required under section L. 352-5 is no longer covered or may not be covered in the next three months, insurance or reinsurance companies immediately inform the Autorité de contrôle prudentiel et de résolution.
"In a period of one month following the finding of the lack of coverage of the minimum of solvency capital required, the companies concerned submit to the Authority's approval a realistic short-term financing plan to reduce, within three months after this finding, the base funds eligible for at least the minimum of capital required or to reduce its risk profile to ensure the coverage of the minimum capital required.
"When a short-term financing plan has been submitted to the Authority for prudential and resolution control, the Authority refrains from issuing the attestation referred to in the third paragraph of Article L. 324-1 or in the first paragraph of Article L. 324-1-2, as long as it considers that the rights of insured persons and beneficiaries of contracts of insurance companies or contractual obligations of the companies under threat are considered.
"Art. L. 352-9.- Insurance and reinsurance companies that apply the transitional measures set out in section L. 351-4 or section L. 351-5 shall immediately inform the Authority of prudential control and resolution as soon as they find that they would not be able to cover, without the application of these transitional measures, the required solvency capital referred to in section L. 352-1.
"The Autorité de contrôle prudentiel et de résolution then requires the insurance or reinsurance company concerned to take the necessary measures to ensure compliance with the solvency capital requirement at the end of the transitional period.
" Within two months of the finding referred to in the first paragraph, the insurance or reinsurance company concerned shall submit to the Autorité de contrôle prudentiel et de résolution a plan setting out the measures implemented progressively in order to restore the level of eligible equity corresponding to the solvency capital required or to reduce its risk profile, so that the required solvency capital requirement is guaranteed at the end of the transition period. The company concerned can update this progressive implementation plan during the transition period.
"The insurance and reinsurance companies concerned present annually to the Autorité de contrôle prudentiel et de résolution a report outlining the measures taken and the progress made to ensure compliance with the solvency capital requirement at the end of the transition period.
"If the Autorité de contrôle prudentiel et de résolution considers, in view of this progress report, that the prospect, for the company, of meeting the solvency capital requirement required at the end of the transition period is not realistic, it withdraws the authorization to apply the transitional measure.
"Art. L. 352-10.-A decree in the Council of State specifies the conditions for the application of this section.
“Chapter III
“Investments
"Art. L. 353-1.- Insurance and reinsurance companies invest all of their assets in accordance with the principle of the “custodial person” under conditions defined by a decree in the Council of State.
“Chapter IV
“ Governance system
"Art. L. 354-1.- Insurance and reinsurance companies set up a governance system that ensures sound and prudent management of their business and is subject to regular internal review. This governance system is based on a clear separation of responsibilities and includes an effective reporting mechanism. It is proportionate to the nature, extent and complexity of the company's operations.
"This governance system includes the following key functions: the risk management function, the compliance audit function, the internal audit function and the actuarial function.
"Companies develop written policies relating, at least, to risk management, internal control, internal audit and, where applicable, to the externalization referred to in Article L. 310-3. They ensure that these policies are implemented.
"Companies make arrangements to ensure continuity and consistency in the exercise of their activities, including the development of contingency plans. To this end, they implement appropriate and proportionate mechanisms, resources and procedures.
"A decree in the Council of State specifies the conditions for the application of this article.
"Art. L. 354-2.- Insurance and reinsurance companies are implementing a risk management system.
"They conduct an internal risk and solvency assessment.
"They have an internal control system.
"A decree in the Council of State specifies the conditions for the application of this article.
"Art. L. 354-3.- Insurance and reinsurance companies retain full responsibility for the fulfilment of their obligations when they use the outsourcing of insurance or reinsurance functions or activities.
"They refrain from outsourcing important or critical operational activities or functions, where this outsourcing would be likely to seriously compromise the quality of the corporate governance system, unduly increase the operational risk, jeopardize the ability of the supervisory authorities to verify that the company in question is in compliance with its obligations or to adversely affect the continued delivery of a level of service that is satisfactory to the insured, welded and
"Insurance and reinsurance companies shall inform, in advance, and in due course, the Authority of prudential control and resolution of their intention to outsource important or critical activities or functions as well as any subsequent significant developments in these functions or activities.
"Insurance and reinsurance companies that outsource an insurance or reinsurance function or activity, make arrangements to ensure that the service provider cooperates with the Autorité de contrôle prudentiel et de résolution, in the exercise of the function or the outsourced activity, and that the company, the persons responsible for the control of its accounts, as well as the Autorité de contrôle prudentiel et de résolution may effectively have access to data relating to external functions or activities.
"A decree in the Council of State specifies the conditions for the application of this article.
“Chapter V
"Information to be provided to the Autorité de contrôle prudentiel et de résolution and to the public
“Section I
"Information to be provided to the Autorité de contrôle prudentiel et de résolution
"Art. L. 355-1.-Without prejudice to information transmitted under theArticle L. 612-24 of the Monetary and Financial Code, insurance and reinsurance companies regularly transmit to the Autorité de contrôle prudentiel et de résolution the information necessary to exercise its control, including:
"-the report on solvency and financial situation referred to in Article L. 355-5;
"the regular report to the controller;
"the annual and quarterly quantitative statements;
"the report to the supervisory authority on the internal risk and solvency assessment referred to in the second paragraph of Article L. 354-2.
"The Autorité de contrôle prudentiel et de résolution may limit the regular communication of this information or dispense it to enterprises, depending on their periodicity or nature, under conditions defined by decree in the Council of State.
"This same decree specifies the nature of the information transmitted, the terms of their approval and the deadlines for their transmission to the Authority until January 1, 2020.
"Art. L. 355-2.- Without prejudice to the powers conferred upon it by theArticle L. 612-24 of the Monetary and Financial Code, the Secretary General of the Supervisory and Resolution Authority may request insurance and reinsurance companies and companies referred to in Article I of Article L. 356-21 to provide him with any information relating to contracts held by intermediaries or contracts concluded with third parties. It may also require information from outside experts.
"Art. L. 355-3.-The Prudential and Resolution Authority determines the nature, scope and format of the information it requires to be communicated by the insurance and reinsurance companies and the enterprises referred to in Article L. 356-21 when predefined events occur, under the conditions provided for by an order of the Minister responsible for the economy.
"Art. L. 355-4.- Insurance and reinsurance companies establish the appropriate structures and systems to meet the requirements set out in sections L. 355-1, L. 355-2 and L. 355-3. Pursuant to the provisions of Article L. 354-1, they develop written policies that ensure the permanent adequacy of the requirements of this title of the information that they communicate to the Authority for prudential control and resolution.
“Section II
« Information to the public
"Art. L. 355-5.-Without prejudice to other information obligations, insurance and reinsurance companies publish an annual report on their creditworthiness and financial situation. In the event of a major event that significantly affects the relevance of the information contained in this report, insurance and reinsurance companies publish information on the nature and effects of this event.
"Art. L. 355-6.- Insurance and reinsurance companies establish appropriate structures and systems to meet the requirements set out in section L. 355-5. Pursuant to the provisions of Article L. 354-1, they develop written policies that ensure the permanent adequacy of the requirements of this title of information published in accordance with Article L. 355-5.
"Art. L. 355-7.-A decree in the Council of State specifies the conditions for the application of this section.
“Section III
"Information to be provided to the European Authority for professional insurance and pensions
"Art. L. 355-8.-The Supervisory and Resolution Authority shall annually transmit the following information to the European Insurance and Professional Pension Authority concerning insurance and reinsurance companies subject to its control:
“(a) The average amount of additional capital requirements per company and the distribution of additional capital requirements imposed by the Authority for prudential and resolution control during the previous year, as a percentage of the solvency capital required and according to the following breakdown:
“(i) For all companies referred to in Article L. 310-1 or 1° of Article L. 310-1-1;
“ii) For companies mentioned in the 1st of Article L. 310-1;
“(iii) For companies mentioned in 2° and 3° of Article L. 310-1;
“(iv) For companies practicing both the operations mentioned in 1° and 2° of Article L. 310-1;
“(v) For companies mentioned in the 1st of Article L. 310-1-1;
“(b) For each of the publications set out in a, the proportion of additional capital requirements imposed under section L. 352-3 respectively;
"(c) The number of insurance and reinsurance companies that benefit from the limitation set out in the second paragraph of section L. 355-1 and all of their requirements in terms of capital, premiums, technical provisions and assets, respectively expressed as a percentage of the total volume of capital requirements, premiums, technical provisions and assets of insurance and reinsurance companies;
"(d) The number of groups that benefit from the limitation provided for in the second paragraph of Article L. 356-21, as well as all of their requirements in terms of capital, premiums, technical and active provisions, respectively expressed as a percentage of the total volume of capital requirements, premiums, technical provisions and assets of all groups.
“Chapter VI
« Group-specific requirements
“Section I
“General provisions
"Art. L. 356-1.-For the purposes of this chapter:
« 1° The expression: “mother company” means a company that exclusively controls a company within the meaning of II of Article L. 233-16 of the Commercial Code. This second company is called “a subsidiary company”. A subsidiary company of a subsidiary company is considered a subsidiary of the parent company. The Autorité de contrôle prudentiel et de résolution also considers a parent company, for the purposes of this chapter, any company that, in its opinion, actually exerts a dominant influence on another company. This other company is a subsidiary company;
« 2° The term: “Mother company above EU level” means a parent company that is not a subsidiary of another company with its head office in the European Union and the term “Mother company in France” means a parent company that is not a subsidiary of another company with its head office in France;
« 3° The term: “participating undertaking” means a parent company within the meaning of 1° or another company that holds an interest within the meaning of Article L. 310-3 or an entity related to another entity because their organs of administration, direction or supervision are composed by a majority of the same persons or are placed under a single direction under a contract or statutory clauses;
« 4° The term “related enterprise” means a subsidiary enterprise within the meaning of 1° or another company in which an interest is held within the meaning of Article L. 310-3 or an entity related to another entity as a result of the fact that their organs of administration, management or supervision are composed by a majority of the same persons or are placed under a single direction under a contract or statutory clauses;
« 5° The expression “group” means:
“(a) Either a set of companies composed of a participating company, its subsidiaries and entities in which the participating company or its affiliates hold participations as well as entities related to the fact that their organs of administration, management or supervision are composed by the majority of the same persons or that they are placed under a single direction under a contract or statutory clauses;
“(b) A set of companies based on the establishment of strong and sustainable financial relations between these companies, provided that:
"-that one of these companies effectively exerts, through centralized coordination, a dominant influence on decisions, including financial decisions, of other companies that are part of the group;
"-and that the establishment and deletion of these relationships be subject to the prior approval of the group controller.
"The company that has centralized coordination in the case of b is considered to be the parent company and other companies as subsidiaries;
« 6° The term “group controller” means the single control authority designated among the control authorities of the Member States concerned, when it is responsible for the coordination and exercise of the control of the group in accordance with Article L. 356-6;
« 7° The term “college of controllers” means a permanent, but flexible structure of cooperation and coordination to facilitate decision-making on the control of a group;
« 8° The term “intragroup transaction” means any transaction by which a company directly or indirectly resorts to other companies of the same group or to any natural or legal person related to the companies of that group by close links, for the performance of an obligation, whether contractual or not, in a costly way or not.
“Section II
“Group control provisions
"Subsection 1
“General provisions
"Art. L. 356-2.-Companies with their head office in France and part of a group within the meaning of Article L. 356-1 are subject to group control.
"This group control applies to insurance or reinsurance companies that are participating companies in at least one insurance company, one reinsurance company, one third-country insurance company or one third-country reinsurance company, in accordance with the provisions of sections II, III, IV, V and VI of this chapter.
"Group control applies to insurance or reinsurance companies whose parent company is an insurance group corporation defined in section L. 322-1-2 or a group mutualist union defined in thearticle L. 111-4-2 of the mutuality code or a social welfare group corporation defined in Article L. 931-2 of the Social Security Code or a joint holding financial company referred to in theArticle L. 517-4 of the Monetary and Financial Code having its head office in the European Union, in accordance with the provisions of sections II, III, IV, V and VI of this chapter.
"Group control applies to insurance or reinsurance companies whose parent company is an insurance group corporation or a joint holding company, having its head office outside the European Union or an insurance or reinsurance company of a third country, in accordance with the provisions of subsection 2 of section II of this chapter.
"Group control applies to insurance or reinsurance companies whose parent company is a joint insurance group corporation referred to in 2° of Article L. 322-1-2 of the Insurance Code.
"The Autorité de contrôle prudentiel et de résolution, as a group controller, may decide, on a case-by-case basis, not to include a company in the group control referred to in the first paragraph, in the following cases:
« 1° When the company is located in a State that is not a member of the European Union where legal obstacles prevent the transfer of the necessary information;
« 2° When the company has only a negligible interest in terms of the group control objectives. When, however, several companies in the same group, individually taken, may be excluded as such, they are included in the group control as long as, collectively, they have a significant interest;
« 3° When the company's inclusion is inappropriate or could be a source of confusion, with respect to the group control objectives.
"When, under 2° or 3°, the Autorité de contrôle prudentiel et de résolution, as a group controller, considers that an insurance or reinsurance company should not be included in the control of the group, it consults the other authorities concerned before deciding.
"When, under 2° or 3°, the Autorité de contrôle prudentiel et de résolution, as a group controller, excludes from group control an insurance or reinsurance company located in another Member State, the participating company shall provide to the supervisory authority of that Member State any information that this authority may require in order to facilitate the control of the enterprise excluded from group control.
"When, under 2° or 3°, the group controller excludes an insurance or reinsurance company whose head office is located in France from the control of the group, the Autorité de contrôle prudentiel et de résolution may require the participating company to provide it with any information that would facilitate the control of the excluded business.
"Art. 356-3.-When the participating insurance company or reinsurance company, the insurance company, the group mutualist union of group, the insurance group company of social protection or the joint holding company referred to in Article L. 356-2 is itself a subsidiary enterprise of another insurance or reinsurance company, of another insurance group company, of another company of insurance group, of another company
"Art. L. 356-4.-I.-In the case provided for in Article L. 356-3, the Autorité de contrôle prudentiel et de résolution may decide, after consultation with the controller of the group and the parent company superior to the Union level, to apply also a group control at the level of the upper parent company in France. In this case, the prudential and resolution control authority shall notify the group controller and the parent company superior to the Union level.
"When, as a group controller, the Supervisory Control and Resolution Authority is notified, by another control authority, of the latter's decision to also apply a group control at the level of the higher parent insurance or reinsurance enterprise in its state, the authority shall inform the college of controllers.
"II.-The provisions of sections II, III, IV, V and VI of this chapter apply to the upper parent company in France, subject to the following provisions:
“(a) The Supervisory and Resolution Authority may limit the group control of the upper parent company in France to all or part of the provisions of sections III, IV and V of this chapter;
“(b) When the Autorité de contrôle prudentiel et de résolution decides to apply the provisions of section III of this chapter to the upper parent company in France, it applies to the latter the method of calculating the solvency retained at the group level by the controller of the group with respect to the parent company superior to the Union level;
"(c) When the Autorité de contrôle prudentiel et de résolution decides to apply to the upper parent company in France the provisions of section II of this chapter and that the parent company superior to the level of the Union has obtained the authorization to calculate, on the basis of an internal model, the solvency capital required of the group and the solvency capital required of insurance and reinsurance enterprises forming part of the group, the Autorité de contrôle prudentiel et
"(d) In the case provided in c, where the Autorité de contrôle prudentiel et de résolution considers that the risk profile of the upper parent company in France significantly departs from the approved internal model, it may decide to impose to that undertaking, as a result of the application of this model and as long as that undertaking fails to meet the demands of the Autorité de contrôle prudentiel et de résolution, an additional capital requirement in respect of the required capital The Autorité de contrôle prudentiel et de résolution notifies these decisions to the superior parent company in France and the controller of the group.
"When, as a group controller, the Autorité de contrôle prudentiel et de résolution is notified, by a control authority, of the decision of the latter to impose an additional capital requirement with respect to the solvency capital required of the group at the level of the parent company superior to the national level or to require that the company calculate the solvency capital required of the group at its level resulting from the application of the Authority of the standard formulae
"Art. L. 356-5.-The Autorité de contrôle prudentiel et de résolution may decide to conclude an agreement with other control authorities Member States where a parent company is located above the national level, which is a related company or a participating company of a higher parent company in France, to exercise control of the group at the level of a subgroup covering several Member States.
"The agreement mentioned in the previous paragraph must specify which company is the parent enterprise at the subgroup level covering several Member States. When this company has its head office in France, the Autorité de contrôle prudentiel et de résolution applies the provisions of Article L. 356-4.
"The Autorité de contrôle prudentiel et de résolution and the other supervisory authorities who decide to conclude the agreement referred to in the first paragraph shall notify the group controller and the parent company superior to the Union level.
"When the Autorité de contrôle prudentiel et de résolution has concluded the agreement referred to in the first paragraph and when the parent company at the subgroup level does not have its head office in France, no group control may be carried out at the level of the upper parent company in France pursuant to Article L. 356-4.
"When, as a group controller, the Autorité de contrôle prudentiel et de résolution is notified by other control authorities Member States the agreement they have reached between them to exercise control of the group at the level of a subgroup covering several Member States, the Authority shall inform the college of controllers.
"Art. L. 356-6.-I.-The Autorité de contrôle prudentiel et de résolution exercises the function of group controller within the meaning of 6° of Article L. 356-1:
« 1° When it is the competent control authority for all insurance and reinsurance companies of the group;
« 2° Subject to the application of the provisions of II:
“(a) Where, in the case referred to in the second paragraph of Article L. 356-2, the participating undertaking is an insurance or reinsurance company that it has approved;
“(b) When, in the case referred to in the third paragraph of Article L. 356-2, one of the following conditions is met:
“(i) The insurance or reinsurance company is approved by the Autorité de contrôle prudentiel de résolution;
“ii) The parent company has its head office in France and an insurance or reinsurance company is approved by the Autorité de contrôle prudentiel et de résolution;
“(iii) There are several insurance group companies with their headquarters in different Member States and an insurance or reinsurance company in at least two of these Member States, and an insurance or reinsurance company approved by the Autorité de contrôle prudentiel et de résolution has the balance of which the total is the highest;
“(iv) The parent company does not have its head office in France, none of the insurance or reinsurance companies is approved in the same Member State as that where the parent company has its head office, and an insurance or reinsurance company approved by the Autorité de contrôle prudentiel et de résolution has the balance of which the total is the highest;
"(c) In other cases, where the group has no parent company and an insurance or reinsurance company approved by the Autorité de contrôle prudentiel et de résolution has the balance sheet of which the total is the highest.
"II.-In special cases, the Autorité de contrôle prudentiel et de résolution may, together with the other control authorities concerned, decide to waive the criteria referred to in I, when their application appears inappropriate given the structure of the group and the relative importance of the activities of insurance and reinsurance companies in the different Member States, and designate another control authority than that designated as the controller of the group in accordance with the criteria referred to in I. To this end, any control authority concerned may require a discussion on whether the criteria mentioned in I are appropriate. This discussion takes place at most once a year.
"The Autorité de contrôle prudentiel et de résolution is working with the other control authorities concerned to jointly reach a decision on the choice of the group controller no later than three months after the request for the opening of the discussion. Before making their decision, the supervisory authorities give the group the opportunity to express their opinion.
"During the three-month period referred to in the preceding paragraph and before a joint decision is taken, the Autorité de contrôle prudentiel et de résolution may refer to the European Insurance and Professional Pension Authority in accordance with Article 19 of Regulation (EU) No 1094/2010 of the European Parliament and the Council of 24 November 2010. In this case, the Autorité de contrôle prudentiel et de résolution, in consultation with the other supervisory authorities concerned, differs the joint decision pending a possible decision of the European Insurance and Professional Pension Authority. The joint decision is consistent with the decision of the European Insurance and Pension Authority. It is necessary for the Autorité de contrôle prudentiel et de résolution.
"The Autorité de contrôle prudentiel et de résolution, if designated as the controller of the group, shall notify the group and the college of controllers of the joint decision with its full motivation.
"If no joint decision has been taken, the group controller function is performed by the control authority defined in accordance with the criteria referred to in I.
"Art. L. 356-7.-When it is a group controller, the Autorité de contrôle prudentiel et de résolution :
"-coordinates the collection and dissemination of useful or essential information, both in current and emergency situations, including the dissemination of important information for the control exercised by a control authority;
"-ensure prudential control and assessment of the group's financial situation;
“Assess the group’s compliance with solvency, risk concentration and intragroup transactions in accordance with the provisions of section III of this chapter;
"Assess the group's governance system, in accordance with the provisions of section IV of this chapter, as well as the compliance by participating companies and mothers, respectively referred to in the second and third paragraphs of section L. 356-2 with the requirements of honesty, competence and experience applicable to persons referred to in section II of Article L. 356-18;
"plans and coordinates, by regular meetings held at least once a year or by any other appropriate means, the control activities, in the current operation as well as in emergency situations, in cooperation with the control authorities concerned, taking into account the nature, extent and complexity of the risks inherent in the activity of all companies that are part of the group;
"does the other tasks and takes the other measures and decisions involving the group controller, including the validation of any internal model at the group level.
"Art. L. 356-7-1.-I.-In order to facilitate the exercise of the control tasks of the group referred to in Article L. 356-7, the Autorité de contrôle prudentiel et de résolution, as a group controller, constitutes and presides the college of the controllers mentioned in Article L. 356-1.
"II.-The Autorité de contrôle prudentiel et de résolution participates, when it is concerned, in the colleges of controllers chaired by another supervisory authority.
"III.-The Autorité de contrôle prudentiel et de résolution concludes with the other relevant control authorities a coordination agreement on the creation and operation of the college of controllers.
"IV.-The Autorité de contrôle prudentiel et de résolution ensures that cooperation, exchange of information and consultations between the control authorities members of the College of Controllers are conducted in accordance with the rules set out in this chapter.
"When the Comptroller of the Group fails to perform the tasks referred to in Article L. 356-7 or the members of the Comptroller's College do not cooperate according to the rules mentioned in the previous paragraph, the Supervisory and Resolution Authority may refer to the European Insurance and Professional Pension Authority in accordance with Article 19 of Regulation (EU) No 1094/2010 of the European Parliament and the Council of 24 November 2010.
"Art. L. 356-8.-The Supervisory and Resolution Authority cooperates closely with the control authorities of insurance or reinsurance companies owned by a group of others Member States of the European Union in particular in cases where an insurance or reinsurance company owned by a group is experiencing financial difficulties.
"Art. 356-9.-Where companies subject to group control pursuant to section L. 356-2 do not comply with the requirements set out in section L. 356-15, or where these requirements are met but that solvency may nevertheless be compromised, or where intra-group transactions or controlling risk concentrations threaten the financial situation of these undertakings, the Authority of prudential control and resolution takes the necessary measuresArticle L. 517-4 of the Monetary and Financial Code.
"When the Autorité de contrôle prudentiel et de résolution is the controller of a group whose parent company has its head office in France, it informs the supervisory authorities of the insurance and reinsurance companies of the group of measures they have taken under the first paragraph.
"When the Autorité de contrôle prudentiel et de résolution is a controller of a group whose parent company has its head office in another Member State, it shall inform the supervisory authorities of that State of the conclusions it draws from the analysis of the cases referred to in the first paragraph, with a view to allowing these authorities to take the necessary measures.
"When the Autorité de contrôle prudentiel et de résolution is informed by the group controller of the conclusions that it draws from the analysis of the cases referred to in the first paragraph of this article concerning a group whose parent company has its head office in France or concerning the insurance and reinsurance companies of the group having their head office in France, the Autorité shall take the measures it considers necessary.
"The Autorité de contrôle prudentiel et de résolution coordinates, as appropriate, the measures it envisages taking with those adopted by the other control authorities concerned.
"Art. L. 356-10.-The Autorité de contrôle prudentiel et de résolution cooperates closely with other supervisory authorities to ensure that the measures and sanctions taken with respect to parent companies are effective.
"Art. L. 356-10-1.-A decree in the Council of State specifies the conditions for the application of this subsection.
"Subsection 2
"Specific arrangements for groups with a parent company with its head office outside the European Union
"Art. L. 356-11.-In the case referred to in the fourth paragraph of Article L. 356-2, the Autorité de contrôle prudentiel et de résolution verifies whether insurance and reinsurance companies are submitted by the supervisory supervisory authority whose head office is outside the European Union to a control equivalent to that to which these companies are subject at the group level pursuant to the provisions of sections II, VI III, IV,
"If this is the case, the Autorité de contrôle prudentiel et de résolution may exercise subgroup control under the same conditions as those provided for in articles L. 356-4 and L. 356-5 for groups whose upper mother is located in the European Union.
"Art. L. 356-12.-In the case mentioned in the fourth paragraph of Article L. 356-2, when it considers that the group control carried out by the supervisory authority of the parent company whose head office is outside the European Union is not equivalent to that provided by the provisions of sections II, III, IV, V and VI of this chapter, the Autorité de contrôle prudentiel et de résolution exercises a control of group on the European level. It may require for this purpose, in accordance with the other relevant supervisory authorities of the European Union, the establishment of an insurance company or a joint holding financial company with its head office in the European Union.
"Art. L. 356-13.-By derogation from the provisions of Article L. 356-11, when the prudential regime of a third country has been temporarily recognized equivalent by a delegated act of the European Commission, the Autorité de contrôle prudentiel et de résolution nevertheless exercises the function of a group controller in case a subsidiary of an insurance or reinsurance company having its head office in France has a total balance superior to the total balance of its parent company.
"Art. L. 356-14.-A decree in the Council of State specifies the conditions for the application of this subsection.
“Section III
“Requirement of regulatory capital of groups
"Art. L. 356-15.-1° The control of the solvency of the group shall be exercised in accordance with the provisions of this section and sections II, IV, V and VI of this chapter;
« 2° In the case of the group control referred to in the second paragraph of Article L. 356-2, the participating insurance or reinsurance company shall ensure that the group has at all times an amount of eligible equity at least equal to the solvency capital required of the group;
« 3° In the case of group control referred to in the third paragraph of Article L. 356-2, insurance or reinsurance companies and the parent company with its head office in France shall ensure that the group has permanently an amount of eligible equity at least equal to the solvency capital required of the group;
« 4° The requirements mentioned in 2° and 3° are subject to the prudential control of the group controller;
« 5° When the Supervisory and Resolution Authority exercises the function of group controller pursuant to Article L. 356-6 without the parent company being located in France, it designates, after consultation with the group or control authorities concerned, an insurance or reinsurance company of the group having its head office in France that it considers as the parent company mentioned in the 3rd of this article;
« 6° For the purposes of the application of this section, articles L. 352-6 and L. 352-7 apply, at the group level, to the companies mentioned in 2° and 3° and to the Autorité de contrôle prudentiel et de résolution as a group controller;
« 7° As soon as the participating company mentioned in the 2° or the parent company mentioned in the 3° has found and informed the Autorité de contrôle prudentiel et de résolution as a group controller that the solvency capital required of the group is no longer reached or that it may no longer be reached in the next three months, the authority shall inform the other control authorities within the college of the controllers, which shall analyse the situation of the group.
"Art. L. 356-16.-The Prudential Control and Resolution Authority as a group controller may impose an additional capital requirement in addition to the Group's required solvency capital, where it considers that the group's risk profile is not sufficiently taken into account in this capital. The authority imposes this requirement under the conditions set out in section L. 352-3.
"Art. L. 356-17.-The Autorité de contrôle prudentiel et de résolution exercises control over the concentration of risks and intragroup transactions at the group level in accordance with the provisions of sections II, IV, V and VI of this chapter.
"Art. L. 356-17-1.-A decree in the Council of State specifies the conditions for the application of this section.
“Section IV
“Group governance system
"Art. L. 356-18.-I.-The participating companies and mothers referred to in the second and third paragraphs of Article L. 356-2 set up a governance system that ensures sound and prudent management of activity at the group level and is subject to regular internal review. This governance system is based on a clear separation of responsibilities at the group level and includes an effective reporting mechanism. It is proportionate to the nature, extent and complexity of the group's operations.
"This governance system includes the following key functions: the risk management function, the compliance audit function, the internal audit function and the actuarial function.
"The undertakings referred to in the preceding paragraph shall develop written policies relating, at least, to risk management, internal control, internal audit and, where applicable, to the externalization referred to in Article L. 310-3, at the group level. They ensure that these policies are implemented.
"Companies make arrangements to ensure continuity and consistency in the exercise of their activities, including the development of emergency plans at the group level. To this end, they implement appropriate and proportionate mechanisms, resources and procedures.
"II.-The effective management of the companies mentioned in I is ensured by at least two people.
"These companies also designate within the group, as defined in section L. 356-1, the person responsible for each of the key functions referred to in I.
"The persons referred to in the preceding two paragraphs shall operate at the group level under the conditions provided for in Article L. 322-3-2 for enterprises governed by the insurance codein Article L. 211-13 of the Mutual Code for Mutuals and Unions governed by the code of mutuality and Article L. 931-7-1 of the Social Security Code for Social Security Institutions, Unions and Insurance Group Societies governed by Title 3 of Book 9 of the Social Security Code.
"The appointment and renewal of these persons shall be notified to the Authority of prudential control and resolution under the conditions provided for in theArticle L. 612-23-1 of the Monetary and Financial Code.
"Art. L. 356-19.-The participating companies and mothers mentioned respectively in the second and third paragraphs of Article L. 356-2:
« 1° Establish a risk management system at the group level. This system is applied in a homogeneous manner in all companies subject to group control under Article L. 356-2, so that it can be controlled at the group level;
« 2° Provide an internal risk and solvency assessment at the group level.
"When the solvency calculation is performed at the group level on the basis of the consolidated data, the companies mentioned in the first paragraph provide the Autorité de contrôle prudentiel et de résolution as the controller of the group with an appropriate analysis of the difference between the sum of the solvency capital required for all insurance or reinsurance companies belonging to the group and the solvency capital required for the group on a consolidated basis.
"The companies referred to in the first paragraph may, subject to the agreement of the prudential and resolution control authority as a group controller, proceed simultaneously, at the group level and at the level of any subsidiary of the group, to the internal assessment referred to in the second paragraph of Article L. 354-2. They can write a single document that encompasses all these assessments.
"Before giving the agreement set out in the previous paragraph, the Autorité de contrôle prudentiel et de résolution as the controller of the group consults with the members of the Comptroller's College and takes into account their opinions and reservations.
"If the companies mentioned in the first paragraph opt for the evaluation at the level of the group referred to in the sixth paragraph, they submit the single document simultaneously to all the control authorities concerned. In this case, companies subject to group control, pursuant to Article L. 356-2, which are included in this document, are exempted from the transmission of information provided in Article L. 355-1. The exercise of this option, however, does not exempt the relevant subsidiaries from the requirement to ensure compliance with the requirements of the second paragraph of section L. 354-2 as part of the above-mentioned assessment;
« 3° Have an internal control system at the group level. This system is implemented in a homogeneous manner in all companies subject to group control under Article L. 356-2, so that it can be controlled at the group level;
« 4° Use the outsourcing of functions managed at the group level, under the conditions defined in Article L. 354-3.
"Art. L. 356-20.-As a group controller, the Prudential and Resolution Authority exercises control over the systems, procedures and internal assessment of the risk and solvency of the group referred to in Articles L. 356-18 and L. 356-19 in accordance with the provisions of section II of this chapter.
"Art. L. 356-20-1.-A decree in the Council of State specifies the conditions for the application of this section.
“Section V
“Information to be provided to the control authorities by the groups
"Art. L. 356-21.-I.-The secretary general of the Autorité de contrôle prudentiel et de résolution may apply to companies subject to group control pursuant to Article L. 356-2 as well as to companies linked or participating with their headquarters in France and to individuals with close links with these companies any data or information that may be of interest to the purposes of group control.
"The secretary general of the Autorité de contrôle prudentiel et de résolution cannot address directly to the companies of the group within the meaning of Article L. 356-1 having their head office in France to obtain the necessary information only if such information has been previously requested from the companies subject to the control of the authority and if the latter have not communicated this information within a reasonable time.
"The companies and persons mentioned in the first paragraph may exchange between themselves and with the companies and persons of the same group having their headquarters in a Member State of the European Union any information that may be of interest for the purpose of controlling the groups. The provisions of this paragraph do not preclude the application of Act No. 78-17 of 6 January 1978 on computers, files and freedoms.
"II.-Without prejudice to the information transmitted under the provisions of Article L. 612-24 of the monetary and financial code, the participating companies and mothers mentioned respectively in the second and third paragraph of Article L. 356-2 shall regularly transmit to the Autorité de contrôle prudentiel et de résolution as controller of the group a set of information at the group level, including:
"-the report on solvency and financial situation referred to in Article L. 356-23;
"the regular report to the controller;
"the annual and quarterly quantitative statements;
"-the report to the supervisory authority on the internal risk and solvency assessment referred to in 2° of Article L. 356-19.
"The Autorité de contrôle prudentiel et de résolution as a group controller may limit the regular communication of this information or dispense it with enterprises, depending on their periodicity or nature, under conditions defined by decree in the Council of State.
"This same decree specifies the nature of the information transmitted, the terms of their approval and the deadlines for their transmission to the authority until January 1, 2020.
"Art. L. 356-22.-The participating companies and mothers referred to in the second and third paragraphs of section L. 356-2 shall establish appropriate structures and systems at the group level to meet the requirements set out in sections L. 355-2, L. 355-3 and L. 356-21 as well as in Article L. 612-24 of the monetary and financial code. Pursuant to the provisions of Article L. 356-18, they develop written policies that ensure the continued adequacy of the information provided to the requirements of this title.
“Section VI
“Information to be provided to the public by groups
"Art. L. 356-23.-Without prejudice to other reporting obligations, participating companies and mothers referred to in the second and third paragraphs of Article L. 356-2 publish annually a report on solvency and financial situation at the group level.
"They are subject to the reporting obligations under Article L. 355-5 at the group level.
"Art. L. 356-24.-The participating companies and mothers referred to in the second and third paragraphs of section L. 356-2 shall establish appropriate structures and systems at the group level to meet the requirements set out in section L. 356-23. Pursuant to the provisions of Article L. 356-18, they develop written policies that ensure the permanent adequacy of the requirements of this title of information published under Article L. 356-23.
"Art. L. 356-25.-The participating companies and mothers mentioned respectively in the second and third paragraph of Article L. 356-2, who wish to publish a single report on solvency and financial situation containing information at the group level and for any subsidiary of the group, request the prior agreement of the Autorité de contrôle prudentiel et de résolution as controller of the group.
"In the event of publication of this single report, companies subject to group control pursuant to Article L. 356-2 and included in this report are exempted from the publication of the report on their creditworthiness and financial situation under Article L. 355-5.
"Art. L. 356-25-1.-A decree in the Council of State specifies the conditions for the application of this section.
“Section VII
" Provisions relating to the supplementary monitoring of regulated entities belonging to a financial conglomerate
"Art. L. 356-26.-The companies referred to in Article L. 310-1 and 1° III of Article L. 310-1-1 owned by a financial conglomerate within the meaning of Article L. 517-3 of the monetary and financial code are subject to additional supervision under the conditions provided by Chapter VII of Title I of Book V of the monetary and financial code and by Chapter III of title III of Book VI-2 »
Title VI of the same book III is amended as follows:
1° Section L. 361-1 is repealed;
2° Article L. 362-1:
(a) The word "community" is replaced by the words "whose head office is located in the territory of a Member State of the European Union";
(b) A sub-item is inserted:
"The companies mentioned in the previous paragraph are represented in French territory by a general representative, whose obligations are determined by decree in the Council of State";
3° In sections L. 362-2, L. 362-3, L. 363-1, L. 363-2 and L. 363-3, the words "community" and "community" are replaced by the words: "whose head office is located in the territory of a Member State of the European Union other than France";
4° In the first paragraph of Article L. 363-2, after the words: "French Republic", the words are inserted: "and which were designated by the control authority of the Member State of origin as to be the subject of these measures. » ;
5° Section L. 363-4 is replaced by the following provisions:
"Art. L. 363-4. - When an insurance or reinsurance company operating in the territory of the French Republic in the free provision of services or in the freedom of establishment does not comply with the rules that apply to it, the Autorité de contrôle prudentiel and de résolution enjoined the company concerned to put an end to this irregular situation.
"If the company does not comply with the injunction addressed to it, the Autorité de contrôle prudentiel et de résolution informs the supervisory authority of the member State of origin of the company and asks it to take all appropriate measures to ensure that the company ends this irregular situation.
"The Autorité de contrôle prudentiel et de résolution may, moreover, refer to the European Insurance and Pension Authority in accordance with Article 19 of Regulation (EU) No 1094/2010 of the European Parliament and of the Council of 24 November 2010.
"If the company continues to violate the rules that apply to it, the Autorité de contrôle prudentiel et de résolution may, if the circumstances so require and after informing the supervisory authority of the Member State of origin, take the appropriate measures to stop this irregular situation. It may thus, under the conditions set out in the IV of Article L. 612-16, issue L. 612-38 and the tenth and thirteenth paragraphs of Article L. 612-39 of the monetary and financial code, impose the penalties provided for in 1° to 3° and in the ninth paragraph of Article L. 612-39. The authority may also, under the same conditions, suspend the agent general and prohibit the company from entering into insurance or reinsurance contracts in the territory of the French Republic.
"In the event of an emergency, the measures provided for in the previous paragraph may be taken without prior implementation of the procedure defined in the first two paragraphs of this article.
"A decree in the Council of State specifies, as necessary, the conditions for the application of this article. » ;
6° After the article L. 363-4, an article L. 363-5 is inserted as follows:
"Art. L. 363-5. - If, in the event that France is the host Member State, the Autorité de contrôle prudentiel et de résolution considers that the activities of an insurance or reinsurance company may affect its financial solidity, it informs the supervisory authority of the member State of origin of the company. » ;
7° The first paragraph of Article L. 364-1 is replaced by the following provisions:
"The transfer of all or part of a portfolio of insurance contracts entered into on the territory of the French Republic in a plan of establishment or in a free provision of services of an insurance company of the European Union to a assignee established in a Member State of the European Union or to an authorized assignee in accordance with the provisions of Articles L. 321-7 and L. 329-1 is enforceable to the insurers, subscribers, beneficiaries of contracts and » ;
8° After the article L. 364-1, an article L. 364-2 is inserted as follows:
"Art. L. 364-2. - When, for the transfer of risks or commitments located in France by an insurance company whose head office is located in another Member State of the European Union, the Autorité de contrôle prudentiel et de résolution is consulted by the supervisory authority of the transferring company, it discloses its opinion or agreement within three months after the receipt of the application. » ;
9° It is inserted, after chapter IV, a chapter V as follows:
“Chapter V
“Co-insurance provisions
"Art. L. 365-1. - Any insurance company whose head office is located in the territory of a Member State of the European Union, which participates in the coverage of a great risk as defined in Article L. 111-6 located in France, as part of a co-insurance operation carried out in the free service provision of which at least one of the participants is not established in the same Member State of the European Union as the aperitor is exempted, 62-2
"A decree in the Council of State determines the modalities for the application of this article. »
Chapter II of title III of book I of the same code is amended as follows:
1° In Article L. 132-18 and in the second paragraph of Article L. 132-24, the words: "mathematic provision" are replaced by the words: "purchase or transfer value, where it exists, or in the absence of the mathematical provision determined on the basis of the parameters provided in the tariff conditions";
2° In the first paragraph of Article L. 132-21, after the words: "mathematic provision" are inserted the words: "determined on the basis of the parameters provided under the tariff conditions";
3° Section L. 132-21-1 is replaced by the following provisions:
"Art. L. 132-21-1. - For any life insurance contract with a redemption or transfer value and for any capitalization contract, the redemption value or, if any, the transfer value, when it exists, is equal to the difference between the current value of the commitments made by the insurer and by the insured, within the limit, for the purchase value of life insurance contracts, of the amount insured in the event of death.
"The value of redemption or transfer of the commitments referred to in Article L. 134-1 includes the amount of conversion of the rights expressed in shares of the provision of diversification referred to in that same article, according to specific provisions specified by a decree in the Council of State.
"The value of redemption or transfer of insurance contracts on life or capitalization shall be calculated taking into account, in determining the commitment of the insured or the subscriber, the portion of the premiums to be paid by the interested party, representative of the acquisition costs of the contract, when these costs have been borne deductible by the undertaking before the end of the fiscal year at which the value of redemption is calculated. However, for each life insurance or capitalization contract, the redemption or transfer value may not be less than 5% than the redemption or transfer value that would be calculated without taking into account the portion of the premiums mentioned in this paragraph. The amount of costs at the entrance and on payment paid to the individual during a given year cannot exceed 5% of the amount of the premiums paid this same year.
"When the mechanism provided for in the previous paragraph is not applied, the value of redemption or transfer may be reduced by a maximum amount determined by decree in the Council of State.
"For life insurance or capitalization contracts, an order of the Minister responsible for the economy sets out the actuarial rules applicable to them. » ;
4° Section L. 132-22-1 is repealed;
5° After section II, a section III is inserted as follows:
“Section III
" Participation of insured persons in technical and financial benefits
"Art. L. 132-29. - Life insurance or capitalization companies involve insured persons in the technical and financial benefits they make, under the conditions fixed by decree of the minister responsible for the economy. »
I. - Title I of Book III of the same code is amended as follows:
1° In article L. 310-2-1, the words: "European Communities" are replaced by the words: "European Union";
2° Section L. 310-10-1 is replaced by the following provisions:
"Art. L. 310-10-1. - The companies mentioned in the 3rd I of Article L. 310-2 are the foreign companies having their headquarters in the Swiss Confederation and mentioned in the 2nd and 3rd of Article L. 310-1.
"For the purposes of this book, the companies mentioned in the preceding paragraph are subject to the same provisions as the companies that have their head office in a State Party to the Agreement on the European Economic Area. »
II. - Title II of Book III of the same code is amended as follows:
1° The title in section II of chapter I is replaced by the following title: "Section II. - Administrative approval of companies with their headquarters in the Swiss Confederation;
2° Section L. 321-8 is repealed;
3° In Article L. 322-1-2, the reference: "2° of Article L. 334-2" is replaced by the reference: "10° of Article L. 310-3";
4° Section L. 322-1-3 is replaced by the following provisions:
"Art. L. 322-1-3. - When the insurance company has strong and lasting financial relations with a company that do not result from participation within the meaning of Article L. 310-3, these relationships are defined by an affiliation agreement.
"An organization may not affiliate to an insurance group corporation defined in Article L. 322-1-2, to a group mutualist union defined in Article L. 111-4-2 of the code of mutuality or to a social insurance group corporation defined in Article L. 931-2 of the social security code only if its statutes expressly provide for the possibility and that it is not already affiliated with
"The insurance company may decide to operate without social capital on the dual condition of having at least two affiliated companies, one of which at least is a mutual insurance company, and to effectively exert a dominant influence through a centralized coordination of decisions, including financial, of affiliated companies. If it meets these conditions, the insurance group corporation may be referred to as a “mutual insurance group corporation”.
"Companies affiliated to a mutual insurance company can only be:
"- Mutuals or unions under Book II of the Mutual Code;
" - institutions of foresight or unions under title 3 of Book 9 of the Social Security Code;
" - mutual insurance companies under the insurance code or insurance or reinsurance companies in mutual or cooperative form or in parity management having their headquarters in another Member State of the European Union or party to the agreement on the European Economic Area;
" - Mutual Insurance Group Corporations defined in this Article, Group Mutual Unions defined inarticle L. 111-4-2 of the mutuality code or social security group societies defined in Article L. 931-2 of the Social Security Code.
"The operating conditions of the mutual insurance group companies are set by decree in the Council of State. » ;
5° After article L. 322-1-4, an article L. 322-1-5 is inserted as follows:
"Art. L. 322-1-5. - Mutual insurance companies can form a mutual insurance group, with a corporate personality. The statutes of this grouping may provide for the opening of this group to organizations under the following categories:
"1° Organizations governed by title 3 of Book 9 of the Social Security Code or II of Article L. 727-2 of the Rural and Maritime Fisheries Code ;
"2° Mutuals and unions governed by Book II of the code of mutuality, mutualist group unions defined in thearticle L. 111-4-1 of the mutuality code and group mutual unions defined at thearticle L. 111-4-2 of the mutuality code ;
« 3° Mutual insurance companies and unions of mutual insurance companies insurance code as well as mutual insurance companies and mutual insurance groups defined respectively in Article L. 322-1-3 and Article L. 322-1-5 of the insurance code;
« 4° Other insurance organizations with a mutual or cooperative form or with a parity management whose headquarters is located in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area.
"For the purposes of the 4°, an insurance or reinsurance company is considered to be an insurance or reinsurance company for which the board of directors or assimilated body makes its decisions through deliberations of representatives of employers and representatives of employees.
"The purpose of the Mutual Insurance Group is to facilitate and develop, by coordinating them, the activities of its members who remain, for each of them, directly responsible for the guarantee of their commitments. In no case can the groupings of mutual insurance companies perform insurance or reinsurance transactions.
"The persons mentioned from 1° to 4° can only join a mutual insurance group if their statutes expressly provide for the possibility. The grouping cannot exercise on its members of dominant influence within the meaning of 1° of Article L. 356-1 or establish strong and lasting financial relations between its members.
"A mutual insurance group may be transformed into a mutual insurance group corporation within the meaning of Article L. 322-1-3 without giving rise to the dissolution or creation of a new corporation.
"The operating conditions of the mutual insurance group are set by decree in the Council of State. » ;
6° Section L. 322-2-4 is repealed;
7° In Article L. 322-3, the reference: "L. 334-2" is replaced by the reference: "L. 356-1";
8° In Article L. 322-4-2, the words "of the 1st of Article L. 334-2 of this Code" are replaced by the words "of Article L. 356-1";
9° In Article L. 322-26-2-2, the words "of the fifth to tenth paragraphs of Article L. 225-102-1 and" are deleted;
10° After Article L. 322-26-2-3, an article L. 322-26-2-4 is inserted, as follows:
"Art. L. 322-26-2-4. - At the end of each accounting year, the board of directors or, where applicable, the directorate of mutual insurance companies shall prepare a management report. The provisions of Article L. 322-4-3 of this Code and 5 to 5 tenth paragraphs of Article L. 225-102-1 of the Commercial Code apply.
"Mutual insurance companies shall appoint one or more auditors to carry out the tasks set out in chapter III, section 2, of Book VIII, title II, of the Commercial Code under conditions defined by regulation. » ;
11° The 2° and 3° of Article L. 322-26-8 are replaced by the following:
« 2° Societal or insured companies belonging to the same insurance group defined in the 5th of Article L. 356-1 as well as those companies;
« 3° Mutual insurance companies, mutual insurance companies, mutual insurance companies, mutual funds and unions governed by Book II of the Code of Mutuality, group mutualist unions referred to in Article L. 111-4-2 of the same Code, institutions or foreseeance unions governed by Title 3 of Book 9 of the Code of Social Security and social insurance companies mentioned in Article 9-2. » ;
12° Au d du 2° du III de l'article L. 322-26-9, les mots : « 6° de l'article L. 334-2 » sont modifiés par les mots : « 5° de l'article L. 356-1 ».
III. - Title III of Book III of the same Code is replaced by the following:
« Title III
“REGIME PRUDENTIEL APPLICABLE TO ENTREPRESENTATIVES DO NOT REELEVANT TO THE DIT REGIME “SOLVABILITY II”
"Art. L. 330-1. - The provisions of this title apply to insurance companies that do not fall under the so-called "Solvability II" plan, as referred to in Article L. 310-3-2.
"They do not apply to the companies referred to in Article L. 310-3-1 or to the companies referred to in 2° and 3° of the first paragraph of Article L. 310-1, which are reassigned by an agreement with the substitution of the transferring company for the performance of the commitments resulting from the reinsured insurance contracts.
"A decree in the Council of State specifies the modalities for the application of this title.
“Chapter I
"Regulated commitments
"This chapter does not include legislative provisions.
“Chapter II
" Investment regulations and other assets
"This chapter does not include legislative provisions.
“Chapter III
"Revenues of investments
"This chapter does not include legislative provisions.
“Chapter IV
“Companies solvency
"Art. L. 334-1. - The enterprises mentioned in Article L. 310-3-2 must at any time respect a margin of solvency calculated in terms defined by decree in the Council of State.
"The Autorité de contrôle prudentiel et de résolution may require the company to have an additional credit margin to allow it to meet all solvency requirements quickly. The level of this additional requirement of credit margin is determined in terms defined by decree in the Council of State.
"The Autorité de contrôle prudentiel et de résolution may, on a case-by-case basis, review the constituent elements of the margin of solvency of these enterprises in conditions fixed by decree in the Council of State.
“Chapter V
"Safety measures for insurance companies
"This chapter does not include legislative provisions.
“Chapter VI
“In-house control and corporate reporting
"Art. L. 336-1. - At the end of each fiscal year, the board of directors or the board of directors shall prepare a written solvency report. This report sets out the conditions under which the company ensures, through the establishment of sufficient technical provisions, the terms and conditions of calculation and the assumptions used are clarified and justified, the commitments it makes with respect to insured persons or re-assigned enterprises, recalls the investment guidelines, presents and analyzes the results obtained and indicates whether the solvency margin is constituted in accordance with the applicable regulations. The solvency report requires an analysis of the conditions under which the company is able, in the medium and long term, to meet all of its commitments.
"The solvency report referred to in the first paragraph is communicated to the auditors and the Authority for prudential and resolution control. »
IV. - Title IV of Book III of the same Code is replaced by the following:
« Title IV
" COMPTABLE AND STATISTICAL PROVISIONS
“Chapter I
“General principles
"Art. L. 341-1. - The following companies are subject, under conditions fixed by regulation, to the obligation to establish annual accounts, according to the accounting requirements defined by the Autorité des normes comptables :
« 1° The French companies referred to in Article L. 310-1, for all their operations, including those of their branches established abroad;
« 2° The branches of foreign companies referred to in Article L. 310-1, other than those of which the head office is located in a Member State of the European Union, for their operations in the territory of the French Republic or, where they are subject to a comprehensive solvency check carried out by the Autorité de contrôle prudentiel et de résolution, for the operations carried out in all countries to which this audit extends;
« 3° The companies mentioned in the 1st of Article L. 310-1-1.
"Art. L. 341-2. - Subject to the specific provisions of this Code, the undertakings defined in section L. 341-1 shall be subject to the accounting obligations set out in the Articles L. 123-12 to L. 123-22 of the Commercial Code.
"Art. L. 341-3. - Without prejudice to the advertising rules defined in theArticle L. 232-23 of the Commercial Code, the companies referred to in Article L. 341-1 are required to publish or make available, in accordance with the terms specified by decree in the Council of State, their annual accounts, the management report except for the branches of business referred to in Article L. 341-1 of this Code, the report of the auditors on the annual accounts, as well as, if any, consolidated or combined accounts, the report on the management of the group of auditors
"When a company refuses to disclose all or part of the documents requested under the preceding paragraph, the president of the competent court ruling on a rebuttal may, at the request of the person concerned, order the person under investigation to disclose the documents.
"Art. L. 341-4. - In carrying out its duties, the Authority may authorize or prescribing to undertakings referred to in sections L. 341-1 and L. 345-2, to waive certain provisions regarding the closing date of the accounting year, the holding and presentation of accounts, the valuation of assets and liabilities. The list of such authorizations or requirements and their terms and conditions of implementation are specified by joint order of the Minister for Economics, the Minister for Mutuality and the Minister for Social Security.
"The Autorité de contrôle prudentiel et de résolution may also prescrire à ces entreprises de mettre des valorisations figurant dans leurs comptes en accordance avec les dispositions de l'article L. 341-1.
“Chapter II
“Special accounting provisions
"This chapter does not include legislation.
“Chapter III
"Special accounting plans and assessments for insurance
“Section I
“Technical commitments and provisions
"Art. L. 343-1. - The mathematical provisions made by life insurance and capitalization companies shall be calculated taking into account, in determining the commitment of the insured or the subscriber, the portion of the premiums to be paid by the representative person of the contract acquisition costs, when these costs have been borne deductible by the undertaking before the end of the fiscal year at which the provision is made.
"However, for each life insurance or capitalization contract, the mathematical provision cannot be less than 5% than the mathematical provision that would be calculated without taking into account the portion of the premiums mentioned in the preceding paragraph.
"A decree sets, as necessary, the conditions for the application of this article.
“Chapter IV
" Insurance categories and statements to be produced
"Art. L. 344-1. - Businesses engaged in life insurance or capitalization operations, at the end of each fiscal year, include in their management report the value of investments. They also include the share of these investments in respect of the commitments made to insured persons and beneficiaries of contracts, as noted in the case of the transfer of contract portfolios.
"The rules for calculating this share are set by decree in the Council of State.
“Chapter V
“Consolidated and combined accounts
"Art. L. 345-2. - Subject to the application of the provisions of both first paragraphs of Article L. 233-17 of the Commercial Code except where the companies listed below are under the control of a joint insurance company, the companies referred to in Article L. 310-1 and having their head office in France, the companies referred to in Article L. 310-1-1, the insurance group companies defined in Article L. 322-1-2 and the joint holding financial companies defined in Article L. 322-1-2Article L. 517-4 of the Monetary and Financial Code establish and publish consolidated or combined accounts. These accounts are established according to a regulation defined by the Authority of Accounting Standards. However, companies are exempt from complying with these regulations when they establish and publish these accounts in accordance with the international accounting standards adopted by regulations of the European Commission.
"When at least two entities among the companies referred to in Article L. 310-1 or Article L. 310-1-1, the insurance group companies defined in Article L. 322-1-2, the joint holding financial companies defined in theArticle L. 517-4 of the Monetary and Financial Code, the mutuals and unions governed by the provisions of Book II of the Code of Mutuality as well as the mutualist associations defined in Article L. 111-4-2 of the same Code, the institutions of foreseeance, the unions of institutions of foreseeance and the insurance companies of social protection governed by Title 3 of Book 9 of the Code of Social Security orArticle L. 727-2 of the Rural Code constitute a set whose coherence does not result from capital bonds, one of them establishes and publishes combined accounts. For these entities, the obligation to establish combined accounts is a substitute for the obligation to establish consolidated or combined accounts in the event of a consolidated or combined group within the scope of the combination, unless specific regulatory obligations, related to the issuance of securities admitted to negotiations on a regulated market or negotiable debt securities.
"A decree in the Council of State determines the conditions for the application of this article.
"Art. L. 345-3. - Subject to the provisions of this chapter, the consolidated or combined accounts referred to in Article L. 345-2 shall be established in accordance with the rules laid down in the articles L. 233-16, L. 233-17-1 and L. 233-18 to L. 233-27 Commercial code.
"Companies that, without being held because of their legal form or the size of the whole group establishing consolidated or combined accounts referred to in Article L. 345-2, issue consolidated or combined accounts, comply with the provisions of Articles L. 233-16 and L. 233-18 to L. 233-27 as set out in this chapter. In this case, when their annual accounts are certified under the conditions specified in theArticle L. 823-9 of the Commercial Codetheir consolidated or combined accounts are consolidated under the terms of the second paragraph of this article. »
The same code is amended:
1° In sections L. 143-3, L. 212-3 and L. 252-2, the reference "L. 321-9" is replaced by the reference "L. 329-1";
2° In article L. 160-17, the reference: "L. 132-22-1" is replaced by the reference: "L. 132-21-1";
3° In Article L. 160-19, the words "group within the meaning of Article L. 334-2" are replaced by the words "group within the meaning of Article L. 356-1";
4° In articles L. 212-3 and L. 252-2, the words ", L. 321-8" are deleted;
5° In sections L. 212-3, L. 215-1 and L. 252-2, the words "at articles L. 351-7, L. 351-8 and L. 363-4" are replaced by the words "at article L. 363-4";
6° In sections L. 322-4-3 and L. 324-7, the reference: "L. 331-3" is replaced by the reference: "L. 132-29";
7° In Article L. 451-2, the words: "L. 351-7 and L. 351-8" are replaced by the reference: "L. 363-4";
8° In articles L. 512-2, L. 515-1, L. 515-2 and L. 515-3, the words "the European Community" are replaced by the words "the European Union";
9° In Article L. 530-2-1, the words "not governed by the provisions of Article L. 351-4 and" are deleted.
The same code is amended:
1° In articles L. 100-1, L. 200-1, L. 400-1 and L. 500-1 and in the third paragraph of Article L. 300-1, the words "Mayotte et" are deleted;
2° Chapter III of Title IX of Book I of the Code is repealed;
3° Title VI of Book II is repealed;
4° In II of Article L. 300-1, the words "Mayotte" are deleted;
5° Title VIII of Book III is repealed;
6° Title VI of Book IV is repealed;
7° Title VII of Book V is repealed.
Book V of the monetary and financial code is thus amended:
1° In article L. 511-34, the words: "a group within the meaning of articles L. 322-1-2, L. 322-1-3 and L. 334-2 the insurance code and articles L. 111-4-2 and L. 212-7-1 of the mutuality code and L. 933-2 of the Social Security Code are replaced by the words: "a group within the meaning of Article L. 356-1 of the insurance code";
2° In article L. 517-2, the words: "to thearticle L. 211-7 of the mutuality code are replaced by the words: "in article L. 211-8 of the code of mutuality", and the words: "in article L. 211-7-2 of the code of mutuality" are replaced by the words: "in article L. 211-8-1 of the code of mutuality";
3° In Article L. 517-3, the words "an insurance group referred to in Article L. 334-2 or a financial group referred to in Article L. 334-2 7° of article L. 212-7-1 of the mutuality code or a financial group 6° of Article L. 933-2 of the Social Security Codeare replaced by the words: "an insurance group mentioned in the 5th of Article L. 356-1";
4° Section L. 517-9 is amended as follows:
(a) II is supplemented by a sub-item:
"Where a joint holding company, in respect of group control, is subject to provisions equivalent to those provided for in Article L. 356-2 of the insurance code and Article 517-6 for the supplementary supervision of financial conglomerate, in particular with respect to risk-based monitoring, the Autorité de contrôle prudentiel et de résolution may, after consultation with the other relevant authorities within the meaning of the 5th of Article L. 517-2 » ;
(b) The III is replaced by the following:
"III. - Where a joint holding company is subject to equivalent monitoring provisions on a consolidated basis within the meaning of section L. 613-20-1 and under group control within the meaning of section L. 356-2 of the insurance code, in particular with respect to risk-based monitoring, the prudential and resolution authority may, in accordance with any other authority in charge of the consolidated sectoral supervision of the regulated entities owned by the company » ;
5° In article L. 561-20, the words: "to articles L. 322-1-2, L. 322-1-3 and L. 334-2 insurance code, articles L. 111-4-2 and L. 212-7-1 the code of mutuality andArticle L. 933-2 of the Social Security Code are replaced by the words: "in article L. 356-1 of the insurance code".
Chapter II of title I of book VI of the same code is amended as follows:
1° The 5° of the B of Article L. 612-2 is replaced by the following:
« 5° Institutions and associations governed by title 3 of Book 9 of the Social Security Code, as well as social welfare insurance companies referred to in Article L. 931-2 of the same Code; »
2° In L. 612-20, the reference: "L. 321-9" is replaced by the reference: "L. 329-1" and the words: "L. 211-7 and L. 211-7-2" are replaced by the words: "L. 211-8 and L. 211-8-1";
3° Section L. 612-23-1 is replaced by the following provisions:
"II.-Organizations under the so-called Solvability II scheme referred to in Articles L. 310-3-1 of the Insurance Code, L. 211-10 of the mutuality code and L. 931-6 of the Social Security Code notify, within a period fixed by decree in the Council of State, the Authority of prudential control and resolution of the appointment and renewal of persons who provide the effective direction of the body and the officials of the key functions, mentioned in articles L. 322-3-2 of the Code of Insurance, L. 211-13 of the mutuality code and L. 931-7-1 of the Social Security Code and any person required to perform equivalent functions. »
“Organisms that do not fall under the so-called Solvability II regime referred to in Articles L. 310-3-2 of the Insurance Code, L. 211-11 of the mutuality code and L. 931-6-1 of the Social Security Code notify, within a time limit set by decree in the Council of State, the Authority of prudential control and resolution of the appointment and renewal of the Director General and the Delegate General, the Single Director General, the members of the Director General or the Director, and of any person required to perform equivalent functions. » ;
4° The 6th of Article L. 612-26 is replaced by the following provisions:
« 6° To companies that are linked within the meaning of Article 4 L. 356-1 of the insurance code to parent companies mentioned in the 1st of the same article; »
5° In the penultimate paragraph of Article L. 612-27 and in Article L. 612-36, the words: "from 1° of Article L. 334-2 of the Insurance Code are deleted and the words: "to the insurance group corporation or to the group mutual union to which it is affiliated or to its reference agency, within the meaning of articles L. 212-7-1 of the mutuality code and L. 933-2 of the Social Security Code are replaced by the words: "and to the parent company within the meaning of Article L. 356-1 of the insurance code";
6° At the penultimate paragraph of Article L. 612-39, the word "second" is replaced by the word "second" and the words: "in the first paragraph of Article L. 510-1-1 of the code of mutuality or in the first paragraph of Article L. 931-18 of the social security code" are replaced by the words: "or in the first paragraph of Article L. 352-3 of the same article"
7° At the penultimate paragraph of Article L. 612-43, the words: "to the mutuals and unions referred to in I of Article L. 211-7-2 of the mutuality code and institutions of foresight and unions of institutions of foresight referred to in I of Article L. 931-4-1 of the Social Security Code are replaced by the words: "to the mutuals and unions referred to in Article L. 211-8-1 of the code of mutuality and to the institutions of foresight and unions of institutions of foresight referred to in theArticle L. 931-4-1 of the Social Security Code » ;
8° Article L. 612-44:
(a) After the 1° of the II, it is inserted a 1° bis as follows:
"1° bis A in the particular case of insurance or reinsurance organizations under the so-called Solvability II scheme referred to in Article L. 310-3-1 of the insurance code,article L. 211-10 of the mutuality code and to theArticle L. 931-6 of the Social Security Codenon-compliance with the required solvency capitalArticle L. 352-1 of the Insurance Code or the minimum capital required under Article L. 352-5 of the Insurance Code; »
(b) In the fifth paragraph of II, the words: "to a federation" are deleted.
Title III of Book VI of the same code is amended as follows:
1° Au II de l'article L. 632-7 :
(a) At a, after the words: "insurance companies" are inserted the words: "or reinsurance";
(b) In b and after the words: "collective procedures of" are inserted the words: "credit institutions," and after the words: "investment companies" are inserted the words: "insurance and reinsurance companies,"
(c) After the f, the g and h are inserted as follows:
“(g) Responsible for the management of forced liquidation procedures or guarantee funds for insurance and reinsurance companies;
“(h) Independent actuaries of insurance companies or reinsurance companies exercising, under their national legislation, a control function over them and the bodies responsible for the control of these actuaries. » ;
2° The title of subsection 1 of section II is replaced by the following title:
"Subsection 1: Special provisions to the Authority for prudential control and resolution";
3° Article L. 632-12:
(a) In the second paragraph, the words: "or investment companies" are replaced by the words: ", investment companies or insurance or reinsurance companies";
(b) In the third paragraph, the words: "or an investment company" are replaced by the words: ", an investment company or an insurance or reinsurance company";
(c) In the last sentence of the fourth paragraph, the words "insurance companies" are replaced by the words "insurance or reinsurance companies";
(d) After the last paragraph, a sub-item is inserted:
"A decree in the Council of State specifies the modalities for the application of this article. » ;
4° Article L. 632-12-1:
(a) To a and b, after the words: "investment companies" are inserted the words: "insurance or reinsurance companies";
(b) At f and g, after the words: "insurance companies" are inserted the words: "or reinsurance";
(c) After the g, it is inserted an h and an i as follows:
“(h) Responsible for the management of forced liquidation procedures or guarantee funds for insurance or reinsurance companies;
“(i) Independent actuaries of insurance companies or reinsurance companies exercising, under their national legislation, a control function over them and the bodies responsible for the control of these actuaries. » ;
5° Article L. 632-13:
(a) At 1, the words: "credit institution, investment company or financial company holding French law" are replaced by the words: "organization subject to the control of the Autorité de contrôle prudentiel et de résolution";
(b) In 2, the words "his surveillance" are replaced by the words "his control";
(c) In 3, the words "insurance companies" are replaced by the words "insurance or reinsurance companies";
6° Article L. 632-14:
(a) The first paragraph is replaced by the following:
"The controls carried out pursuant to Articles L. 632-12 and L. 632-13 by the representatives of a competent foreign control authority for the supervision of credit institutions, electronic currency institutions, payment institutions or insurance or reinsurance companies shall be limited to the respect of the prudential standards of the management of the State concerned in order to allow for the control of the financial situation of the banking or financial groups or to be exercised only for the purposes provided for These controls are the subject of a report to the Autorité de contrôle prudentiel et de résolution. Only this authority may impose sanctions on the subsidiary or branch controlled in France. » ;
(b) In the second paragraph, after the word "institutions", the words "or companies" are inserted and the word "bank" is deleted;
7° In article L. 632-15, the words: "1° to 3° of the A of the I of the article L. 612-2" are replaced by the words: "1° to 3° of the A and 1° to 3°, 5°, 6° and 8° of the B of the I of the article L. 612-2";
8° In Article L. 633-7-1, the words: "corrective authorities in the insurance sector" are replaced by the words: "of the controller colleges mentioned at the 7th of Article L. 356-1 of the insurance code".
I.-Chapter I of Book I of the code of mutuality is thus modified:
1° Section L. 111-1-1 is replaced by the following provisions:
"Art. L. 111-1-1.-I.-Reinsurance is the activity of an organization, other than a securitization vehicle referred to in Article L. 310-1-2 of the insurance code, defined in I and II of Article L. 310-1-1 of the insurance code.
"II.-Beyond the mutuals mentioned in the 1st of Article L. 111-1 and unions carrying on the same activity, are allowed to exercise in France the activity of reinsurance the mutuals and unions having reinsurance for exclusive activity, whose head office is located in France and which are approved under the conditions defined in Article L. 211-8-1. » ;
2° In the fourth paragraph of Article L. 111-3, the reference: "L. 212-1" is replaced by the words: "L. 334-1 of insurance code for the mutuals and unions referred to in Article L. 211-11 andArticle L. 352-1 of the Insurance Code for the mutuals and unions referred to in Article L. 211-10. » ;
3° In the second paragraph of Article L. 111-4, the reference: "L. 212-1" is replaced by the words: "L. 334-1 of insurance code for the mutuals and unions referred to in Article L. 211-11 andArticle L. 352-1 of the Insurance Code for the mutuals and unions referred to in Article L. 211-10. » ;
4° Section L. 111-4-1 is replaced by the following provisions:
"Art. L. 111-4-1.-The statutes of a union may provide for the opening of this union to organizations under the following categories:
"1° Organizations governed by title 3 of Book 9 of the Social Security Code or II of Article L. 727-2 of the Rural and Maritime Fisheries Code ;
« 2° Mutual insurance companies and unions of mutual insurance companies insurance code as well as mutual insurance group companies and mutual insurance groups defined respectively in the articles L. 322-1-3 and L. 322-1-5 of the insurance code;
« 3° Other insurance organizations with a mutual or cooperative form or with a parity management whose headquarters is located in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area.
"In such a case, the union is called a mutualist group union.
"For the application of the 3°, a parity management insurance organization shall be considered to be an insurer whose board of directors or assimilated body shall make its decisions through the deliberations of representatives of employers and representatives of employees.
"The purpose of the mutualist group union is to facilitate and develop, by coordinating them, the activities of its members who remain, for each of them, directly responsible for the guarantee of their commitments. In no case can mutualist group unions engage in insurance or reinsurance transactions.
"The modalities of operation between the mutualist group union and the organizations referred to in the first paragraph are defined by a convention. Organizations referred to in the first paragraph may only join a mutualist union if their statutes expressly provide for the possibility. The mutualist group union cannot exercise on its members of dominant influence within the meaning of Article L. 356-1 of the Insurance Code or establish strong and lasting financial relations between its members.
"The statutes of the mutualist group union may provide that the mutuals and unions under this code have at least half of the seats at the general assembly and the board of directors.
"A mutualist group union may be transformed into a group mutualist union within the meaning of Article L. 111-4-2 without giving rise to dissolution or creation of a new legal entity.
"The operating conditions of the mutualist group union are set by decree in the Council of State. » ;
5° Section L. 111-4-2 is replaced by the following provisions:
"Art. L. 111-4-2.-The term “group mutualist unions” means companies that are not joint holding financial companies, within the meaning ofArticle L. 517-4 of the Monetary and Financial Code, whose main activity is:
« 1° To take and manage participations, within the meaning of 10° of Article L. 310-3 of the Insurance Codein companies mentioned in the articles L. 310-1 or L. 310-1-1 the insurance code, or in insurance or reinsurance companies whose head office is located outside France;
« 2° Or to build and manage strong and sustainable financial relationships with:
“(a) Mutuals or unions governed by Book II;
“(b) Provident institutions or unions governed by title 3 of Book 9 of the Social Security Code;
"(c) Mutual insurance companies governed by the insurance code, or insurance or reinsurance companies in mutual or cooperative form or in parity management having their headquarters in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area;
"(d) Group mutual unions defined in this article, mutual insurance companies defined inArticle L. 322-1-3 of the Insurance Code, or social welfare group societies defined in Article L. 931-2 of the Social Security Code.
"The mutualist group union must effectively exert a dominant influence through a centralized coordination of decisions, including financial, of affiliated organizations.
"The mutualist group union must have at least two affiliated organizations, at least one of which is a mutual or union under Book II of this Code.
" Mutuals and unions under this Code have at least half of the seats at the General Assembly and the Board of Directors. Any contrary clause of the statutes results in the nullity of the constitution of the mutualist union of group.
"When the group mutualist union has strong and lasting financial relationships with an affiliated organization that do not result from participation within the meaning of 10° of Article L. 310-3 of the Insurance Code, these relationships are defined by an affiliation agreement.
"An organization can only affiliate with a mutualist group union if its statutes expressly provide for its possibility and that it is not already affiliated with another mutualist group union, to an insurance group corporation defined in theArticle L. 322-1-2 of the Insurance Code and a social welfare insurance company defined in Article L. 931-22-1 of the Social Security Code.
"The conclusion by an organization of an affiliation agreement to a mutualist group union or the termination of it shall be the subject of a declaration before the Autorité de contrôle prudentiel et de résolution. It has a period of time fixed by decree in the Council of State from the receipt of the file to oppose the planned operation if it appears contrary to the interests of the insured. The same is true when an organization is subject to an exclusion measure of the mutualist group union.
"A decree in the Council of State determines the modalities for the application of this article and specifies the conditions for the operation of these mutualist associations of groups. » ;
6° In the fifth paragraph of Article L. 111-6, the words "referred to in Article L. 212-1" are replaced by the words "referred to in Article L. 212-1"Article L. 334-1 of the Insurance Code for the mutuals and unions referred to in Article L. 211-11 andArticle L. 352-1 of the Insurance Code for the mutuals and unions referred to in Article L. 211-10".
II.-In chapter III of Book I of the same Code, in the last paragraph of Article L. 113-4, the words: "in cases of dissolution referred to in Article L. 212-16" are replaced by the words: "for mutuals and unions governed by Book II of this Code, in the case of judicial liquidation".
III.- Chapter IV of Book I of the same Code is amended as follows:
1° At the 7th of Article L. 114-4, the words: "to employees" are replaced by the words: "if applicable to the operational officer referred to in Article L. 211-14";
2° At 3° and 4° of Article L. 114-8 the words: "The Autorité de contrôle prudentiel" are replaced by the words: "The Autorité de contrôle prudentiel et de résolution";
3° In the k of Article L. 114-9, after the words: "combined or consolidated accounts of the fiscal year" are inserted the words: "established in accordance with Article L. 212-7" and after the words: "group management report" are added the words: "established in accordance with Article L. 114-17";
4° Article L. 114-17:
(a) In b, the words: "is a group within the meaning of Article L. 212-7" are replaced by the words: "to establish consolidated or combined accounts in accordance with Article L. 212-7";
(b) In d, the words: "working leaders" are replaced by the words: "if applicable to the operational officer referred to in Article L. 211-14";
(c) The last sentence of the h is replaced by the following:
" Mutuals or unions are not required to publish this information when it is published in the report on the management of the group referred to in the following paragraph in a detailed and individualized manner by mutual or union, and that these mutuals or unions indicate how to access it in their own management report. » ;
(d) In the twelfth paragraph, the words "when the mutual, union or federation is part of a group within the meaning of Article L. 212-7" are replaced by the words "in accordance with Article L. 212-7";
(e) After the twelfth preambular paragraph, a sub-item reads as follows:
"The group management report includes the information referred to in Article L. 212-6. » ;
(f) The penultimate paragraph is repealed;
(g) In the last paragraph, the words "to the leader" are replaced by the words "if applicable to the operational officer referred to in Article L. 211-14";
5° Article L. 114-18 is supplemented by a paragraph as follows:
"In respect of third parties, the mutual or union is committed even by the acts of the president who do not belong to the object of the mutual or union, unless it proves that the third party knew that the act exceeded that object or that it could not ignore it in the circumstances. » ;
6° Articles L. 114-15 and L. 114-19 are repealed;
7° The title of Section 5 is replaced by the following title: "Section 5.-Dispositions relating to the functions of an administrator and operational officer";
8° Section L. 114-21 is replaced by the following provisions:
"Art. L. 114-21.-I.-No one may directly or indirectly administer or direct a mutualist organization, and for mutual and union organizations referred to in L. 211-10 and mutual group unions defined in L. 111-4-2 or be responsible for one of the key functions referred to in L. 211-12:
« 1° If he has been subject to a final conviction for a crime for less than ten years;
« 2° If he has been subjected to a final sentence of imprisonment for less than ten years or not less than six months with a suspended sentence for:
“(a) One of the offences provided for in Title I of Book III of the Criminal Code and for offences provided for by special laws and punished by penalties for fraud and abuse of trust;
“(b) Recel or any of the offences assimilated to or adjacent to the law set out in chapter I, section 2 of title II of Book III of the Criminal Code;
“(c) Whitening;
"(d) Active or passive corruption, influence trafficking, subtraction and diversion of property;
“e) False, falsification of securities or other fiduciary values issued by the public authority, falsification of the marks of the authority;
“(f) Participation in an association of criminals;
“(g) Drug trafficking;
“(h) Proxiety or one of the offences set out in chapter V, sections 2 and 2 bis of Book II of the Criminal Code;
“(i) One of the offences set out in section 3 of the same chapter;
“j) One of the breaches of the law on commercial corporations set out in Part IV of Book II of the Commercial Code;
“(k) Bankruptcy;
"(l) Practice of usurary lending;
“m) One of the offences of the law on games of chance, casinos and lotteries, provided for by the provisions of articles L. 324-1 to L. 324-10 of the Internal Security Code;
“(n) Violation of legislation and regulation of financial relations with foreign countries;
"(o) Tax fraud;
“p) One of the offences set out in the articles L. 121-6, L. 121-28, L. 122-8 to L. 122-10, L. 213-1 to L. 213-5, L. 217-1 to L. 217-3, L. 217-6 and L. 217-10 the code of consumption;
“q) One of the offences provided for in monetary and financial code ;
"(r) One of the offences set out in the articles L. 8221-1, L. 8221-3, L. 8221-5 and L. 8224-1 the Labour Code;
"(s) Offences to automated treatment systems provided for in Chapter III of Title II of Book III of the Criminal Code;
"(t) One of the offences against the legislation or regulations applicable to social welfare institutions, unions and insurance companies governed by title 3 of Book 9 of the Social Security Code, to companies governed by the Social Security Code insurance code and to mutual unions and federations governed by this Code;
« 3° When the office of public or ministerial officer is dismissed.
"II.-The incapacity provided for in the first paragraph of I shall apply to any person in respect of whom a final personal bankruptcy measure or other final ban has been imposed under the conditions set out in Book VI of the Commercial Code.
"III.-Without prejudice to provisions of the second paragraph of section 132-21 of the Criminal Code, the court giving the decision that results in this incapacity may reduce its duration.
"IV.-People exercising a function, activity or profession referred to in the first paragraph of the I that are the subject of one of the convictions set out in I and II shall cease their activity within one month of the date on which the court decision has become final. This period may be reduced or deleted by the court which has rendered this decision.
"V.-In the event of a conviction by a foreign court and forcibly brought to trial for an offence constituting, according to French law, a crime or one of the offences mentioned in I, the correctional court of the convict's domicile declares, at the request of the Public Prosecutor's Office, after the finding of the regularity and legality of the conviction and the person concerned having been duly called in the board's chamber, that the first paragraph must be applied
"This incapacity also applies to any non-rehabilitated person who has been the subject of a personal bankruptcy pronounced by a foreign jurisdiction when the declarative judgment has been declared enforceable in France. The application for an exequatur may, for this purpose only, be filed by the Public Prosecutor's Office before the High Court of the Convict's Home.
"VI.-The failure of a person to be the subject of the incapacity provided for in this section shall not prejudice the assessment by the competent authority of respect for the conditions necessary for the approval or authorization to exercise.
" VII.-The provisions of this article are not applicable to persons who receive a waiver of the conviction of the criminal record number 2 or of a rehabilitation.
" VIII.-People who are called to lead a mutual or union referred to in Article L. 211-1 or a mutualist union of a group, or to perform one of the key functions referred to in Article L. 211-12 shall have the honourability, competence and experience necessary for their functions.
"The members of the board of directors of the mutuals and unions mentioned at the 3rd of the B of Article L. 612-2 of the Monetary and Financial Code have the requisite honesty, competence and experience.
"To assess the competence of the interested parties, the Autorité de contrôle prudentiel et de résolution takes into account their training and experience in a manner commensurate with their responsibilities, including the experience gained as chair of a council or committee. The authority also takes into account, in the assessment of each person, the competence, experience and powers of the other members of the body to which it belongs. When warrants have been previously exercised, jurisdiction is presumed due to experience gained. For new members, the Autorité de contrôle prudentiel et de résolution takes into account the trainings they will be able to benefit throughout their mandate.
" IX.-When the Authority of prudential control and resolution is obliged to decide on the honesty, competence and experience of persons who actually run the business or who are responsible for key functions within the meaning of Article L. 211-13 and, when such persons exercise such functions with another entity of the same group within the meaning defined in Article L. 356-1 of the relevant insurance code, it consults the other entity It provides these authorities with information relevant to the exercise of their missions.
"X.-A decree in the Council of State specifies the conditions for the application of this article. » ;
9° In the third bis of Article L. 114-23, the words: "all subject to the obligation to establish consolidated or combined accounts under the conditions set out in Article L. 212-7" are replaced by the words: "group within the meaning of Article L. 356-1 of the Insurance Code";
10° In article L. 114-24, the words: « articles L. 122-24-2 and L. 122-24-3 the Labour Code is replaced by the words: "Articles L. 3142-60 and L. 3142-63 of the Labour Code" and the words: "by Article L. 412-18 of the Labour Code" are replaced by the words: "to articles L. 2411-3 and L. 2421-9 the Labour Code";
11° In sections L. 114-31, L. 114-32, L. 114-34, L. 114-35 and L. 114-37, the words "employed leader" and the words "employed leaders" are replaced by the words "operational leader" and the words "working leaders" are replaced by the words "operational leader";
12° In the first paragraph of Article L. 114-34 the words: "The interested officer, when it is a director," are replaced by the words: "When it is a director, the director";
13° In the second paragraph of Article L. 114-36, the words "or an employee" are deleted;
14° The second paragraph of Article L. 114-38 is replaced by the following provisions:
"The provisions of Articles L. 822-9 to L. 822-18 as well as those of Section 2 of Chapter III of Title II of Book VIII of the Commercial Code shall apply to auditors controlling mutual funds, unions and federations subject to the provisions of this Code and under the conditions of exercise prescribed by regulation to the auditors Trade code » ;
15° In the first paragraph of Article L. 114-42, the words "employed officer" are replaced by the word "director";
16° Section L. 114-46 is replaced by the following provisions:
"Art. L. 114-46.- Mutuals, unions and federations are subject, under conditions fixed by decree in the Council of State, to the obligation to establish annual accounts for all their operations, including those of their branches established abroad, according to the accounting requirements defined by the Autorité des normes comptables. » ;
17° Section 6 is supplemented by two articles L. 114-46-1 and L. 114-46-2 as follows:
"Art. L. 114-46-1.- Subject to the provisions of this Code, mutual funds and unions shall be subject to the accounting obligations set out in Articles L. 123-12 to L. 123-22 of the Commercial Code.
"Art. L. 114-46-2.- Mutuals, unions and federations are required to publish or make available, in accordance with the terms specified by decree in the Council of State, their annual accounts, the management report, the report of the auditors on the annual accounts and, where applicable, consolidated or combined accounts, the report on the management of the group, the report of the auditors on consolidated or combined accounts.
"When a mutual, a union or a federation refuses to disclose in whole or in part the documents requested under the preceding paragraph, the president of the large-instance court of reference may, at the request of the person concerned, order the mutual, union or federation, under investigation, to communicate these documents to him. » ;
18° In sections L. 114-47 to L. 114-52, the words "employed leader" are replaced by the words "operational leader";
19° The second part of Article L. 114-49 is replaced by the following provisions:
« 2° The fact that, for any president, administrator of a mutual or union, does not establish, for each fiscal year, consolidated or combined accounts in accordance with Article L. 212-7 and a group management report in accordance with Article L. 114-7. »
Chapter I of Book II title I of the same code is amended as follows:
1° It is created a section 1, entitled “Section 1.-General Provisions” and comprising articles L. 211-1 to L. 211-11;
2° It is created, before section L. 211-1, a sub-section 1 entitled "Sub-section 1.-Conditions of Exercise" and comprising sections L. 211-1 to L. 211-7;
3° In Article L. 211-5, the words "to the provisions of Articles L. 212-1, L. 212-3 and L. 212-15 to L. 212-22" are replaced by the words "to the provisions of Articles L. 212-1 and L. 212-15 to L. 212-16";
4° Section L. 211-7 is replaced by the following provisions:
"Art. L. 211-7.- Mutuals and unions governed by this Code that carry out operations relating to the reimbursement of care expenses shall include in the communication documents to their members or intended to advertise the conditions of care, in a simple and standardized manner, encrypted in euros, for the care expenses of the most common or for those for which the rest is the most important, in terms specified by the Minister of Social Security. » ;
5° Articles L. 211-7-1 and L. 211-7-2 are repealed;
6° After Article L. 211-7-2, a sub-section 2 is created entitled "Sub-section 2.-Agreements", which includes articles L. 211-8 to L. 211-9;
7° Section L. 211-8 is replaced by the following provisions:
"Art. L. 211-8.- Mutuals and unions referred to in 1° of the I of Article L. 111-1 may only commence their operations after obtaining an approval from the Authority for prudential control and resolution, under the conditions defined in Article L. 321-10 of the Insurance Code.
"For the application of the previous paragraph, it is necessary to hear: "mutual and unions" where is mentioned in the insurance code : “Insurance companies or companies”, the mutuals and unions referred to in Article L. 211-10 are assimilated to insurance companies referred to in Article L. 310-3-1 of the Insurance Code, the reference to theArticle L. 322-2 of the Insurance Code is replaced by the reference toarticle L. 114-21 of the mutuality code, the reference to Article L. 322-3-2 of the insurance code is replaced by the reference to Article L. 211-13 of the mutuality code, the reference toArticle L. 324-1 of the Insurance Code is replaced by the reference toarticle L. 212-11 of the mutuality code.
"The provisions of this section apply in the event of an extension of the activity of the organization or a substantial modification of its conditions of exercise.
"Reinsurance acceptance operations are not subject to approval. » ;
8° After L. 211-8, articles L. 211-8-1 and L. 211-8-2 are inserted as follows:
"Art. L. 211-8-1.- Mutuals and unions referred to in the II of Article L. 111-1-1, which have exclusive activity reinsurance and whose head office is located in France, can only start their operations after obtaining an approval issued by the Autorité de contrôle prudentiel et de résolution under the conditions defined in theArticle L. 321-10-1 of the Insurance Code.
"For the application of the previous paragraph, the reference toArticle L. 324-1-2 of the Insurance Code is replaced by the reference toarticle L. 212-11-1 of the mutuality code, the reference toArticle L. 322-2 of the Insurance Code is replaced by the reference toarticle L. 114-21 of the mutuality code, the reference to Article L. 322-3-2 of the insurance code is replaced by the reference to Article L. 211-13 of the mutuality code, and it is necessary to hear: “ Mutuals or their unions carrying out a reinsurance activity” where is mentioned: “reinsurance company” and “mutuals or their unions” where is mentioned: “business”.
"Art. L. 211-8-2.- Mutuals and unions subject to the provisions of this book may carry out free service or free-of-service operations under the conditions set out in Articles L. 321-11 and L. 321-11-1 of the Insurance Code. Mutuals or unions referred to in Article L. 211-10 are assimilated to the companies referred to in Article L. 310-3-1 of the Insurance Code and it is necessary to hear: “the mutuals or their unions carrying out a direct insurance or reinsurance activity” there or is mentioned: “the insurance or reinsurance business. “”
9° Section L. 211-9 is replaced by the following provisions:
"Art. L. 211-9.-The approval provided for in sections L. 211-8 and L. 211-8-1 is declared null and void by the Authority for prudential control and resolution under the conditions defined in articles L. 321-10-2 and L. 321-10-3 of the insurance code.
"Without prejudice to the provisions of 6° and 7° of Article L. 612-39 of the monetary and financial code, this approval may be withdrawn by the Autorité de contrôle prudentiel et de résolution under the conditions defined in Article L. 325-1 of the insurance code.
"For the purposes of the preceding paragraphs the reference to Article L. 324-1 of the insurance code is replaced by the reference to Article L. 212-11 of the mutuality code, the reference to Article L. 324-1-2 of the insurance code is replaced by the reference to Article L. 212-11-1 of the mutuality code, the reference to Article L. 322-3-2 of the mutuality code is replaced by the reference to
"For the purposes of these provisions, it is necessary to hear: "the mutuals or their unions carrying out a direct insurance or reinsurance activity" where is mentioned in the insurance code : “insurance or reinsurance company”, “mutual or unions carrying out a direct insurance activity” where is mentioned in the insurance code : “insurance company”, “insurance or contract” where is mentioned in the insurance code : “contracts”, “participating members and beneficiaries” where is mentioned in insurance code “insured and third beneficiaries”;
10° After section L. 211-9, a sub-section 3 is inserted, entitled: "Subsection 3.-Champ d'application du régime dit " Solvabilité II" comprised of sections L. 211-10 and L. 211-11, whose provisions are replaced by the following:
"Art. L. 211-10.- Mutuals or unions under the so-called Solvability II regime are:
« 1° Mutuals or unions carrying out transactions under 1° of Article L. 111-1 that have completed three consecutive annual exercises as of 1 January 2012 one of the following conditions:
“(a) The annual receipt of gross contributions issued by the mutual or union exceeds 5 million euros;
“(b) Total gross technical provisions within the meaning defined in Title IV of Book III of the Insurance Code transfers to reinsurance or to securitization vehicles of the mutual or union exceed 25 million euros;
"(c) Mutual or union belongs to a group defined in Article L. 356-1 of the insurance code;
"(d) The activity of the mutual or union includes reinsurance transactions that:
“(i) Deploy 500 000 € of receipt of gross contributions issued or 2.5 million euros of technical provisions defined in the Title IV of Book III of the Insurance Code gross reinsurance transfers or securitization vehicles; or
“ii) Represents more than 10% of its gross contributions or technical provisions within the defined meaning Title IV of Book III of the Insurance Code gross reinsurance transfers or securitization vehicles;
« 2° Mutuals or unions carrying out transactions under 1° of Article L. 111-1, which, although not meeting the conditions set out in 1°, have the approval referred to in Article L. 211-8 for bond operations;
« 3° Mutuals and unions referred to in Article L. 111-1-1 II;
« 4° Mutuals or unions seeking an approval referred to in sections L. 211-8 for the purpose of carrying out insurance or reinsurance activities, including annual cashing of the gross contributions emitted or the gross amount of the technical provisions defined in the meaning defined in Title IV of Book III of the Insurance Code gross transfers of reinsurance or securitization vehicles will exceed, according to the forecast, one of the amounts set out in 1° during the following five year periods;
« 5° Mutuals or unions which, although not satisfying any of the conditions set out in 1°, 2°, 3° and 4°, carry out the activities provided for in Article L. 321-11 of the Insurance Code;
« 6° Mutuals or unions that reassure in full or substitute for the mutuals and unions referred to in Article L. 211-11.
"Art. L. 211-11.- Mutuals or unions that do not fall under the so-called Solvability II scheme are:
« 1° Mutuals and unions that are not mutuals or unions under the so-called Solvency II regime within the meaning of Article L. 211-10;
« 2° Mutuals and unions that cease to rise from the so-called Solvency II regime after the prudential and resolution control authority has verified that:
“(a) None of the conditions set out in 1° of Article L. 211-10 has been met during the last three consecutive annual exercises;
“(b) None of the conditions set out in the 1st of Article L. 211-10 shall, according to its forecast, be met during the following five annual years;
« 3° Mutuals and unions performing at least one of the transactions referred to in Article L. 111-1 (1), c, d or e, which are reassigned in full by another mutual or union or to which another mutual or union is replaced in full application of thearticle L. 211-5 of the mutuality code for their non-life insurance activities; »
11° After Article L. 211-11, a section 2 is inserted entitled: "Section 2.- Governance system applicable to mutual unions and unions under the so-called Solvency II regime", which includes articles L. 211-12, L. 211-13, L. 211-14 and L. 211-15 as follows:
"Art. L. 211-12.- Mutuals and unions referred to in Article L. 211-10 set up a governance system that ensures sound and prudent management of their activities and is subject to regular internal review. This governance system is based on a clear separation of responsibilities and includes an effective reporting mechanism. It is proportionate to the nature, extent and complexity of the operations of the mutual or union.
"This governance system includes the following key functions: the risk management function, the compliance audit function, the internal audit function and the actuarial function.
" Mutuals and unions develop written policies relating at least to risk management, internal control, internal audit and, where applicable, to the externalization referred to in 13° of Article L. 310-3 of the Insurance Code. They ensure that these policies are implemented.
"They make arrangements to ensure continuity and regularity in the course of their activities, including the development of contingency plans. To this end, they implement appropriate and proportionate mechanisms, resources and procedures.
"A decree in the Council of State specifies the conditions for the application of this article.
"Art. L. 211-13.-The effective direction of the mutuals or unions referred to in Article L. 211-10 shall be ensured by at least two persons who shall meet the requirements of Article L. 114-21.
"These mutuals or unions are, or if applicable, within the group within the meaning of Article L. 356-1 of the Insurance Code, the person responsible for each of the key functions referred to in Article L. 211-12. Placed under the authority of the operational officer referred to in Article L. 211-14, these officials exercise their functions under the conditions defined by the mutual or union.
"The operational officer referred to in section L. 211-14 shall submit to the Board of Directors for approval procedures that define the conditions under which those responsible for these functions may inform, directly and on their own initiative, the Board of Directors when events of a nature to justify them.
"The Board of Directors hears, directly and on its own initiative, whenever it considers it necessary and at least once a year, those responsible for key functions. This hearing may take place outside the presence of the operational officer if the board members feel it necessary. The board of directors may refer this hearing to a specialized committee from this board.
"The appointment and renewal of the persons mentioned in the first two paragraphs shall be notified to the Authority of prudential control and resolution in accordance with theArticle L. 612-23-1 of the Monetary and Financial Code.
"A decree in the Council of State specifies the conditions for the application of this article.
"Art. L. 211-14.-The board of trustees and unions referred to in Article L. 211-10 and mutualist group unions referred to in Article L. 111-4-2 shall appoint, on the proposal of the chairman of the board of directors, the operational officer, who may not be a director. The operational officer shall be terminated in accordance with the same procedure.
"The board of directors approves the elements of the contract of work of the operational officer and sets the conditions under which it delegates the powers necessary to the effective direction of the mutual or union. The operational officer shall perform his or her duties under the control of the board of directors and within the framework of the directions agreed by the board in accordance with the provisions of Article L. 114-17. He attends all Board meetings.
"The operational officer shall exercise his or her powers within the limits of the purpose of the mutual or union, of the delegation referred to in the previous paragraph and subject to those expressly assigned by the law to the general assemblies, the board of directors and the president.
"Art. L. 211-15.-A decree in the Council of State specifies the terms and conditions for the application of this chapter, including the terms and conditions of the opinion rendered by the Superior Council of the mutuality on the applications for the approval of mutual unions, the terms and conditions for the conclusion, renewal and termination of a substitute agreement, as well as the provisions specific to the assurance of legal protection. »
Chapter II of Book II title I of the same code is amended as follows:
1° Section 1 is amended to read:
(a) The title of this section is replaced by the following title: "Section 1.-Cautiary Region";
(b) This section includes section L. 212-1, the first four paragraphs of which are replaced by the following:
« Les provisions of Title III of Book III of the Insurance Code are applicable to mutual funds and unions referred to in Article L. 211-11.
« Les provisions of Title V of Book III and Article L. 310-12-4 of the Insurance Code are applicable to mutual unions and unions referred to in Article L. 211-10.
“The articles L. 310-2-1, L. 310-12-3 and L. 310-12-5 the insurance code shall apply to the mutuals and unions referred to in the preceding two paragraphs.
"For the purposes of the provisions of the preceding paragraphs:
« 1° It is necessary to hear:
“(a) “ Mutuals or unions carrying out a direct insurance activity or reinsurance activity” where is mentioned: “insurance and reinsurance companies”;
“(b) “Mutual or union carrying out a direct insurance activity” where is mentioned: “Company referred to inArticle L. 310-1 of the Insurance Code “ ;
“(c) “ Mutuals or unions within the meaning of L. 111-1-1 II code of mutuality “where is mentioned: “a company mentioned at 1° of Article L. 310-1-1 of the Insurance Code “ ;
“(d) “ Participating members and rights”, where is mentioned: “insured”;
« 2° The reference to theArticle L. 143-1 of the Insurance Code is replaced by the reference toarticle L. 222-3 of the mutuality code, the reference toArticle L. 310-14 of the Insurance Code is replaced by the reference toarticle L. 222-11 of the mutuality code, the reference toArticle L. 324-1 of the Insurance Code is replaced by the reference toarticle L. 212-11 of the mutuality code, the reference toArticle L. 324-1-2 of the Insurance Code is replaced by the reference toarticle L. 212-11-1 of the mutuality code.
"For the purposes of the provisions of the second paragraph, it is necessary to hear: "operational leader" where is mentioned: "Director General". » ;
(c) Section L. 212-3 is repealed;
2° After section L. 212-1, it is inserted in section 2, entitled "Section 2.-Accounting Authority", which includes sections L. 212-3-1, L. 212-4, L. 212-5, L. 212-6, L. 212-6-1, L. 212-7 and L. 212-7-1, as amended or written:
(a) In Article L. 212-3-1, the words: "to a reference agency within the meaning of 1° of Article L. 212-7-1 where the reference agency is itself subject to these obligations" are replaced by the words: "in the sense of Article L. 356-1 of the insurance code when the participating company is itself subject to these obligations";
(b) In Article L. 212-4, the words: "the commission referred to in Article L. 510-1" are replaced by the words: "the Authority for prudential control and resolution";
(c) Section L. 212-5 is replaced by the following provisions:
"Art. L. 212-5.-Mathetic provisions made by mutual funds and unions under Book II of this Code for Life and Capitalization Insurance Operations are calculated according to the provisions of Article L. 343-1 of the Insurance Code.
"For the purposes of this section, it is necessary to hear: "mutuals and unions", "assessments" and "accession bulletin or contract" where are mentioned in the insurance code, respectively, the words: “life and capitalization insurance companies” or “businesses”, “prims” and “contract”. » ;
(d) Section L. 212-6 is replaced by the following provisions:
"Art. L. 212-6.-At the end of each fiscal year, mutual funds or unions include in their management report the value of investments. They also include the share of these investments in respect of the commitments made to their participating members and their eligible members, as noted in the case of a portfolio transfer.
"The rules for calculating this share are set by decree in the Council of State. The provisions of this Article shall not apply to the transactions referred to in Article L. 111-1, c, d and e. » ;
(e) After the article L. 212-6, an article L. 212-6-1 is inserted as follows:
"Art. L. 212-6-1.-Section L. 341-4 of the Insurance Code applies to mutual unions and unions referred to in sections L. 211-1 and L. 212-7. » ;
(f) Section L. 212-7 is replaced by the following provisions:
"Art. L. 212-7.- Mutuals and unions governed by the provisions of Book II as well as mutual group unions defined in Article L. 111-4-2 establish and publish consolidated or combined accounts. These accounts are established according to a regulation defined by the Authority of Accounting Standards.
"The second and third paragraphs of Article L. 345-2 of the Insurance Code apply to the organizations mentioned in the previous paragraph. » ;
(g) Section L. 212-7-1 is replaced by the following provisions:
"Art. L. 212-7-1.-The consolidated or combined accounts referred to in Article L. 212-7 shall be established in accordance with the rules set out in Articles L. 233-16, L. 233-17-1, L. 233-18 to L. 233-23 and L. 233-25 to L. 233-27 of the Commercial Code.
" Mutuals and unions governed by the provisions of Book II and the mutualist group unions defined in Article L. 111-4-1 which, without being held under Article L. 212-7, publish consolidated or combined accounts, comply with the provisions of Articles L. 233-16, L. 233-18 to L. 233-23 and L. 233-25 to L. 233-27 of the Commercial Code and In this case, where their annual accounts are certified under the conditions set out in Article L. 823-9 of the Commercial Code, their consolidated or combined accounts are certified under the conditions of the second paragraph of this Article. » ;
3° Articles L. 212-7-2, L. 212-7-2-1, L. 212-7-3, L. 212-7-4 and L. 212-7-4-1 are repealed;
4° After section L. 212-7-1, section 3, the title of which is replaced by the following title: "Section 3.-Fusion, split, dissolution, judicial redress, liquidation, remediation" includes sections L. 212-11 to L. 212-16 as amended:
(a) Article L. 212-11:
(i) In the first paragraph, the words "European Community" are replaced by the words "European Union";
(ii) In the fifth paragraph, the words: "the necessary credit margin" are replaced by the words: "the necessary credit margin for organizations referred to in sections L. 310-3-2 of the insurance code, L. 211-11 of the mutuality code and L. 931-6-1 of the Social Security Code or, for organizations referred to in Articles L. 310-3-1 of the Insurance Code, L. 211-10 of the mutuality code or L. 931-6 of the Social Security Codethe eligible equity required to cover the solvency capital required under section L. 352-1 of the insurance code;
(iii) After the fifth preambular paragraph, a sub-item reads as follows:
"When the assignor is a branch located in another Member State of the European Union, the Autorité de contrôle prudentiel et de résolution collects the agreement of the control authority of the State where the branch is located. » ;
(iv) The sixth preambular paragraph is replaced by two sub-items:
"When the risks or commitments transferred are located in another Member State of the European Union, the Autorité de contrôle prudentiel et de résolution collects beforehand the agreement of the control authority of the State of risk or commitment.
"The silence kept by this supervisory authority, at the expiry of a period of three months following the receipt of the above-mentioned requests for consultation, is, for the Autorité de contrôle prudentiel et de résolution, tacite agreement. » ;
(v) In the seventh preambular paragraph, the words: "state on latent surplus-values" are replaced by the words: "referred to as planned";
(vi) In the last paragraph, after the words: “the date of publication”, the words “in the Official Journal of the French Republic” are inserted;
(b) Section L. 212-11-1 is replaced by the following provisions:
"Art. L. 212-11-1.- Mutuals and unions referred to in the 1st of Article L. 111-1-1 and their branches engaged in reinsurance activities are permitted under the conditions defined in theArticle L. 324-1-2 of the Insurance Codeto transfer all or part of their portfolio of contracts or claims to be paid to one or more mutuals or unions governed by this Code to one or more pension institutions governed by the Social Security Code or theArticle L. 727-2 of the Rural and Maritime Fisheries Code and one or more reinsurance or insurance companies having their headquarters in France or, in another Member State of the European Union, or at their branches established in the territory of the European Union. » ;
(c) Article L. 212-14:
(i) In the fourth paragraph, after the words: "in article L. 612-26", the words are inserted: monetary and financial code » ;
(ii) In the sixth paragraph, the words "in L. 211-7-2" are replaced by the words "in L. 211-8-1";
(d) Section L. 212-15 is replaced by the following provisions:
"Art. L. 212-15.-By derogation from Articles L. 631-4, L. 631-5, L. 640-4 and L. 640-5 of the Commercial Code, a procedure for reorganization or judicial liquidation may not be opened in respect of the mutuals and unions referred to in Article L. 211-8 except at the request of the Supervisory and Resolution Authority. The court may also make an application by the prosecutor of the Republic, or, after a notice of the Authority is in conformity with the court.
"The president of the court may not be seized of an application for the opening of a conciliation procedure established by Article L. 611-4 of the Commercial Code or of a safeguard procedure referred to in Article L. 620-1 of the same Code, in respect of a mutual or a union referred to in Article L. 211-8, only after the advice of the Authority of prudential control and resolution.
"When an application is made for the opening of amicable regulation established by Articles L. 611-3 to L. 611-6 of the Commercial Code, the President of the Court shall inform the Authority of prudential control and resolution, if possible before the opening of this procedure or, if not, immediately thereafter.
"The Autorité de contrôle prudentiel et de résolution informs without delay the competent authorities of the other Member States of the European Union when a judicial liquidation procedure is opened with respect to a mutual or a union.
"When a judicial liquidation procedure is opened in respect of a mutual or a union, the approval of that mutual or union shall be withdrawn in accordance with the terms of Article L. 325-1 of the Insurance Code. In this case, the provisions of Articles L. 326-4, L. 326-9 and L. 326-14 of the Insurance Code are applicable. The mutual or union shall remain subject to the control of the Authority of prudential control and resolution until all the commitments resulting from the contracts entered into by the mutual or union have been fully and definitively settled to the participating members and third-party beneficiaries or have been the subject of a transfer authorized under the conditions laid down in Article L. 212-11.
"After authorization from the Autorité de contrôle prudentiel et de résolution, the liquidator may continue certain activities of the mutual or union concerned to the extent necessary and appropriate for the needs of the liquidation. » ;
(e) In Article L. 212-15-1, the words "referred to in Article L. 211-7-2" are replaced, in each occurrence, by the words "referred to in Article L. 211-8-1";
(f) Section L. 212-16 is replaced by the following provisions:
"Art. L. 212-16.-Chapters III and VI of Title II of Book III of the Insurance Code are applicable to mutual unions governed by this book.
"For the purposes of the provisions of these chapters, it is necessary to hear: “participating members” where is mentioned: “insured”, “insured” where is mentioned: “insured” or “insured” or “contract” where is mentioned: “insured” and “contract” and “guarante funds mentioned in theArticle L. 431-1 of the mutuality code “where is mentioned: “guaranteed funds referred to in Article L. 423-1”;
5° Articles L. 212-17 to L. 212-22 are repealed;
6° Section L. 212-26 is replaced by the following provisions:
"Art. L. 212-26.-A decree in the Council of State specifies the modalities for the application of this chapter and, in particular, the modalities for the transfer of portfolio and transfer of assets relating to transactions dependent on the duration of human life and the calculation of participation in surpluses. » ;
7° Section 5 is repealed.
I.-Chapter III of Book II title I of the same code is amended as follows:
1° Section L. 213-1 is repealed;
2° Articles L. 213-2, L. 213-3, L. 213-4 and L. 213-5, respectively, become articles L. 213-1, L. 213-2, L. 213-3 and L. 213-4;
3° In Article L. 213-1, the reference: "L. 211-7" is replaced by the reference: "L. 211-8";
4° In Article L. 213-2, the words: "Articles L. 213-1 and L. 213-2" are replaced by the words: "Article L. 213-1".
II.-Chapter I of Book II II of the same code is amended as follows:
1° Article L. 221-19:
(a) At 2° of I, the words "to the same group defined in Article L. 212-7" are replaced by the words: "to the same insurance group defined at 5° of Article L. 356-1 of the insurance code";
(b) At 3° of I, the words: "parity groupings of foresight" are replaced by the words: "sociative group societies of social protection";
2° At the d of 2° of III of Article L. 221-20, the words: "to the same group defined in Article L. 212-7 of this Code" are replaced by the words: "to the same insurance group defined in Article L. 356-1 of the Insurance Code";
3° In L. 222-5, the reference is "L. 211-7" and the reference is "L. 211-8";
4° In Article L. 223-18, after the words: "an equal sum", are inserted the words: "to the redemption or transfer value where it exists or defaults" and after the words: "to the mathematical provision" are inserted the words: "to be determined on the basis of the parameters provided in the terms and conditions of the contract";
5° In the first paragraph of Article L. 223-20, after the words: "on the mathematical provision" are inserted the words: "determined on the basis of the parameters provided under the tariff conditions";
6° After the article L. 223-20, an article L. 223-20-1 is inserted as follows:
"Art. L. 223-20-1.-For any membership bulletin or collective contract relating to a life insurance transaction with a redemption value and for capitalization transactions, the redemption value or, if any, the transfer, when it exists, is equal to the difference between the current value of the commitments made by the mutual or union and by the participating members, within the limit, for the value of redemption of insurance contracts or
"The value of redemption or transfer of membership bulletins or collective contracts relating to a life insurance transaction and of capitalization transactions shall be calculated taking into account, in the determination of the undertaking of the participating member or the subscriber, the portion of the contributions to be paid by the representative interest in the acquisition of the membership ballot or contract, where such costs have been paid in mutual expense However, for each membership bulletin or collective contract relating to a life insurance transaction or each capitalization transaction, the redemption or transfer value may not be less than 5% than the redemption or transfer value that would be calculated without taking into account the portion of the contributions referred to in this paragraph. The amount of the costs at the entry and payment paid to the individual during a particular year may not exceed 5% of the amount of the contributions paid that same year.
"When the mechanism provided for in the previous paragraph is not applied, the value of redemption or transfer may be reduced by a maximum amount determined by decree in the Council of State.
"For membership bulletins or collective contracts relating to an insurance transaction on life or capitalization operations, an order of the Minister responsible for mutuality sets out the actuarial rules applicable to them. » ;
7° Article L. 223-23:
(a) In the second paragraph, after the words: "The amount of the", the words are inserted: "the value of redemption or transfer, where it exists, or in the absence of";
(b) In the second paragraph, after the words: "mathematic provision", the words are inserted: "determined on the basis of the parameters provided under the tariff conditions";
8° After the article L. 223-25-4, an article L. 223-25-5 is added as follows:
"Art. L. 223-25-5.- Mutuals and unions shall, under conditions established by decree, involve their participating members and beneficiaries designated to the technical and financial surpluses of the operations dependent on the duration of the human life they carry out. »
III.-A Article L. 411-1 of the same code, the words "as provided for in sections L. 211-7, L. 211-7-2 and L. 211-8" are replaced by the words "as provided for in sections L. 211-8 and L. 211-8-1".
IV.-Section L. 510-1-1 of the same code is repealed.
I.-Section L. 922-8 of the Social Security Code is replaced by the following:
"Art. L. 922-8.-The provisions of I to VI of Article L. 931-7-2, and the provisions of Articles L. 931-14, L. 931-7-5, L. 931-25, L. 931-26 and L. 931-27 apply to complementary pension institutions and their federations. »
II.-Chapter 1 of Book 9 title 3 of the same code is amended as follows:
1° Article L. 931-1-1 is replaced by the following provisions:
"I.-Reinsurance is the activity of an organization, other than a securitization vehicle mentioned in theArticle L. 310-1-2 of the Insurance Code, defined I and II of Article L. 310-1-1 of the Insurance Code.
2° In the fourth sentence of the second paragraph of Article L. 931-2, the words: "It is approved by the Autorité de contrôle prudentiel et de résolution" are replaced by the words: "It is approved by the Autorité de contrôle prudentiel et de résolution dans les conditions de l. 931-4";
3° After the article L. 931-2 are inserted the articles L. 931-2-1 and L. 931-2-2 as follows:
"Art. L. 931-2-1.-Two or several institutions of foresight or unions of institutions of foresight or at least one institution of foresight or union of institutions of foresight and another insurance agency of parity management may constitute an insurance group of social protection to which other organizations of the following categories may join:
"1° Organizations governed by title 3 of Book 9 of the Social Security Code or II of Article L. 727-2 of the Rural and Maritime Fisheries Code ;
"2° Mutuals and unions governed by Book II of the code of mutuality, mutualist group unions defined in thearticle L. 111-4-1 of the mutuality code and group mutualist unions defined at thearticle L. 111-4-2 of the mutuality code ;
« 3° Mutual insurance companies and unions of mutual insurance companies insurance code, as well as mutual insurance group companies and mutual insurance groups defined respectively in the articles L. 322-1-3 and L. 322-1-5 of the insurance code;
« 4° Other insurance organizations with a mutual or cooperative form or with a parity management whose headquarters is located in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area.
"For the purposes of the 4°, a parity-management insurance organization is considered to be an insurance organization, any insurer whose board of directors or assimilated body makes its decisions through the deliberations of representatives of employers and employee representatives.
"The aim of the social protection group is to facilitate and develop, by coordinating them, the activities of its members who remain, for each of them, directly responsible for the guarantee of their commitments, if any. In no case can insurance or reinsurance operations be performed by the insurance group.
“Organizations referred to in the first paragraph may only join an insurance group for social protection if their statutes expressly provide for the possibility. The insurance group of social protection cannot exercise on its members of dominant influence within the meaning of Article L. 356-1 of the Insurance Code or establish strong and lasting financial relations between its members.
"The statutes of the social welfare insurance group may provide for the provision of at least half of the seats on the board of directors to the pension institutions and the unions of pension institutions under this Code.
"A social protection insurance group may be transformed into a social protection group corporation within the meaning of Article L. 931-2-2 of this Code without giving rise to the dissolution or creation of a new legal entity.
"The operating conditions of the social welfare group are set by decree in the Council of State.
"Art. L. 931-2.-The expression: “Social Protection Insurance Group Company” means legal persons who are not mixed holding companies within the meaning of theArticle L. 517-4 of the Monetary and Financial Code, whose main activity consists of:
« 1° To take and manage participations, within the meaning of 10° of Article L. 310-3 of the Insurance Codein companies mentioned in the articles L. 310-1 or L. 310-1-1 the insurance code, or in insurance or reinsurance companies whose head office is located outside France;
« 2° Or to build and manage strong and sustainable financial relationships with:
“(a) Provident institutions or union of welfare institutions governed by title 3 of Book 9 of the Social Security Code;
“(b) Mutuals or mutual unions governed by Book II of the code of mutuality;
"(c) Mutual insurance companies governed by the insurance code ;
"(d) Insurance or reinsurance companies in mutual or cooperative form or in parity management having their headquarters in a Member State of the European Union or in another State Party to the Agreement on the European Economic Area;
“e) Group insurance companies defined in this article, mutual insurance companies defined inArticle L. 322-1-3 of the Insurance Code, group mutualist unions defined at thearticle L. 111-4-2 of the mutuality code.
"The social welfare group corporation must have at least two affiliated organizations, one of which is at least one of them a pension institution or a union governed by title 3 of Book 9 of the Social Security Code.
"The social protection group society must effectively exert a dominant influence through a centralized coordination of decisions, including financial, of affiliated organizations.
"The strong and sustainable financial relations referred to in 2° are determined by an affiliation agreement between the social welfare insurance company and each of the affiliated organizations. These organizations may only affiliate with a social protection group corporation if their statutes expressly provide for the possibility of such a corporation and if they are not already affiliated with an insurance group corporation defined in theArticle L. 322-1-2 of the Insurance Code, to a group mutualist union defined in thearticle L. 111-4-2 of the mutuality code or another social welfare group society.
"The modalities for the constitution and operation of social welfare insurance companies are set by decree in the Council of State.
"The conclusion by an organization of an affiliation agreement to a social welfare insurance company or the termination of it shall be the subject of a declaration before the Autorité de contrôle prudentiel et de résolution. It has a period of time fixed by decree in the Council of State from the receipt of the file to oppose the planned operation if it appears contrary to the interests of the insured. The same is true when an organization is subject to an exclusion measure of the social welfare insurance company. » ;
4° Section 2 entitled “Section 2.-Administrative Approval” includes sections L. 931-4 to L. 931-5-1 as amended or written:
(a) Sections L. 931-4 and L. 931-4-1 are replaced by the following:
"Art. L. 931-4.-The insurance institutions and unions referred to in Article L. 931-1 may only begin their insurance operations after obtaining an approval issued by the Authority for prudential control and resolution under the conditions defined in Article L. 321-10 of the insurance code.
"For the application of the previous paragraph, it is necessary to hear: "pension institutions or their unions" where is mentioned in the insurance code : “Insurance companies or companies”, the insurance institutions and the unions referred to in Article L. 931-6 are assimilated to the insurance companies referred to in Article L. 310-3-1 of the Insurance Code, the reference to theArticle L. 322-2 of the Insurance Code is replaced by the reference to Article L. 931-7-2 of the Social Security Code, the reference to Article L. 322-3-2 of the Insurance Code is replaced by the reference to Article L. 931-7-1 of the Social Security Code.
"The ballots and contracts entered into in contravention of the provisions of the first paragraph are invalid. However, this invalidity is not enforceable, in good faith, to members, participants and beneficiaries.
"The provisions of this section apply in the event of an extension of the activity of the institution or union.
"Reinsurance acceptance operations are not subject to approval.
"Art. L. 931-4-1.-The institutions of foresight and unions referred to in the II of Article L. 931-1-1, which have exclusive activity the reinsurance and whose head office is located in France, can only begin their operations after obtaining an approval issued by the Autorité de contrôle prudentiel et de résolution under the conditions defined in theArticle L. 321-10-1 of the Insurance Code.
"For the application of the previous paragraph, the reference toArticle L. 324-1-2 of the Insurance Code is replaced by the reference toArticle L. 931-16-1 of the Social Security Code, the reference to Article L. 322-3-2 of the insurance code is replaced by the reference to Article L. 931-7-1 of the social security code, the words: “reinsurance company” refer to “reinsurance institutions or their unions exercising reinsurance activity”, the word: “enterprises” means “previance institutions or their unions”.
(b) After Article L. 931-4-1, an article L. 931-4-2 is inserted as follows:
"Art. L. 931-4-2.-Provisional institutions and their unions may engage in free service or free-of-charge operations under the conditions set out in sections L. 321-11 and L. 321-11-1 of the insurance code. For the purposes of these articles, the insurance institutions and unions referred to in Article L. 931-6 are equivalent to the companies referred to in Article L. 310-3-1 of the Insurance Code and it is necessary to hear: “providance institutions or their unions carrying out a direct or reinsurance activity” where is mentioned in the insurance code : “insurance or reinsurance companies”. » ;
(c) Section L. 931-5 is replaced by the following provisions:
"Art. L. 931-5.-The approval provided for in sections L. 931-4 and L. 931-4-1 is declared null and void by the Autorité de contrôle prudentiel et de résolution under the conditions defined in articles L. 321-10-2 and L. 321-10-3 of the insurance code.
"Without prejudice to the provisions of 6° and 7° of Article L. 612-39 of the monetary and financial code, this approval may be withdrawn by the Autorité de contrôle prudentiel et de résolution under the conditions defined in Article L. 325-1 of the insurance code.
"For the purposes of the preceding paragraphs, the reference to Article L. 324-1 of the insurance code is replaced by the reference to Article L. 931-16 of the social security code, the reference to Article L. 324-1-2 of the insurance code is replaced by the reference to Article L. 931-16-1 of the social security code, the reference to Article L. 322-3-2 of » ;
(d) After the article L. 931-5, an article L. 931-5-1 is inserted as follows:
"Art. L. 931-5-1.-A decree in the Council of State specifies the conditions for the application of this section. » ;
5° Section 3: "Section 3.-Function" is inserted after section L. 931-5 and is amended as follows:
(a) It is created, before section L. 931-6, a sub-section 1 entitled: "Sub-section 1.-Champ d'application du régime dit " Solvabilité II" compris les articles L. 931-6 et L. 931-6-1 comme suit :
(i) Section L. 931-6 is replaced by the following provisions:
"Art. L. 931-6.-Provisional institutions or unions under the so-called Solvability II regime are:
« 1° The pension institutions or unions referred to in Article L. 931-1, which, effective January 1, 2012, have met for three consecutive year periods one of the following conditions:
“(a) The annual receipt of gross contributions issued by the planning institution or the union exceeds 5 million euros;
“(b) Total technical provisions, as defined in Title IV of Book III of the Insurance Code, gross transfers of reinsurance or to securitization vehicles of the insurance institution or union exceeds 25 million euros;
"(c) The planning institution or union belongs to a group defined in Article L. 356-1 of the insurance code;
"(d) The activity of the planning institution or union includes reinsurance operations that:
“(i) Deploy 500 000 € of receipt of gross contributions issued or 2.5 million euros of technical provisions, as defined in Title IV of Book III of the Insurance Codegross reinsurance transfers or securitization vehicles;
“ii) Or account for more than 10% of its gross contributions or technical provisions, as defined in the Title IV of Book III of the Insurance Codegross reinsurance transfers or securitization vehicles;
« 2° Provident institutions and their unions referred to in Article L. 931-1-1;
« 3° Provident institutions and their unions seeking an approval referred to in Article L. 931-4 for the purpose of carrying out insurance or reinsurance activities, including annual gross contributions or gross technical provisions, as defined in the meaning defined in Title IV of Book III of the Insurance Code, gross reinsurance transfers or securitization vehicles, shall exceed, as forecast, one of the amounts set out in 1° in the following five annual years;
« 4° Provident institutions and their unions which, although not meeting any of the conditions set out in 1°, 2° and 3°, carry out the activities provided for in Article L. 321-11 of the Insurance Code;
« 5° The unions referred to in Article L. 931-2, the purpose of which is to fully reassure non-life insurance transactions relating to the ballots of accession to regulations or contracts signed by the institutions members of the union. » ;
(ii) After the article L. 931-6, an article L. 931-6-1 is inserted as follows:
"Art. L. 931-6-1.-Provisional institutions and unions that do not fall under the so-called regime” Solvency II” are:
« 1° The institutions of foresight and unions that are not institutions of foresight and unions under the so-called Solvability II regime within the meaning of Article L. 931-6;
« 2° The institutions of foresight and unions that cease to rise from the so-called Solvability II regime after the Autorité de contrôle prudentiel et de résolution has verified that:
“(a) None of the conditions set out in 1° of Article L. 931-6 were met during the last three consecutive annual exercises;
“(b) None of the conditions set out in 1° of Article L. 931-6 will, as forecast, be met during the following five annual years;
« 3° The institutions that are members of a union referred to in the 5th of Article L. 931-6 are fully reassigned. » ;
(b) It is created, after section L. 931-6, a sub-section 2 entitled: "Sub-section 2.- Governance system applicable to foresight institutions and unions" including sections L. 931-7 to L. 931-7-6 as follows:
"Art. L. 931-7.-The institutions of foresight and unions referred to in Article L. 931-6 set up a governance system that ensures sound and prudent management of their activities and is subject to regular internal review. This governance system is based on a clear separation of responsibilities and includes an effective reporting mechanism. It is proportionate to the nature, extent and complexity of the operations of the company, the planning institution or the union.
"This governance system includes the following key functions: the risk management function, the compliance audit function, the internal audit function and the actuarial function.
"Provisional institutions and unions develop written policies relating, at least, to risk management, internal control, internal audit, and, where appropriate, to the externalization referred to in 13° of Article L. 310-3 of the Insurance Code. They ensure the implementation of these policies.
"They make arrangements to ensure continuity and regularity in the course of their activities, including the development of contingency plans. To this end, they implement appropriate and proportionate mechanisms, resources and procedures.
"A decree in the Council of State specifies the conditions for the application of this article.
"Art. L. 931-7-1.-The effective direction of the institutions of foresight or unions referred to in Article L. 931-6 shall be provided by at least two persons who shall meet the requirements of Article L. 931-7-2.
"These institutions of foreseeance or unions shall, where appropriate, designate within the group within the meaning of Article L. 356-1 of the Insurance Code, the person responsible for each of the key functions referred to in Article L. 931-7. Placed under the authority of the Director General, these officials exercise their functions under the conditions defined by the planning institution or the union.
"The Director General shall submit to the approval of the Board of Directors procedures that define the conditions under which officials of these functions may inform, directly and on their own initiative, the Board of Directors when events occur that warrant it.
"The Board of Directors hears, directly and on its own initiative, whenever it considers it necessary and at least once a year, those responsible for key functions. This hearing may take place outside the presence of the Director General if the board members feel it necessary. The board of directors may refer this hearing to a specialized committee from this board.
"The appointment and renewal of the persons mentioned in the first two paragraphs shall be notified to the Authority of prudential control and resolution in accordance with theArticle L. 612-23-1 of the Monetary and Financial Code.
"A decree in the Council of State specifies the conditions for the application of this article.
"Art. L. 931-7-2.-I.-Nul may not administer or direct an institution of foresight, a union, an insurance group of social protection or an insurance group of social protection, and for the institutions of foresight and unions referred to in L. 931-6 and the insurance group societies of social protection or be responsible for one of the key functions referred to in L. 931-7:
« 1° If he has been subject to a final conviction for a crime for less than ten years;
« 2° If he has been subjected to a final sentence of imprisonment for less than ten years or not less than six months with a suspended sentence for:
“(a) One of the offences provided for in Title I of Book III of the Criminal Code and for offences provided for by special laws and punished by penalties for fraud and abuse of trust;
“(b) Recel or any of the offences assimilated to or adjacent to the law set out in chapter I, section 2 of title II of Book III of the Criminal Code;
“(c) Whitening;
"(d) Active or passive corruption, influence trafficking, subtraction and diversion of property;
“e) False, falsification of securities or other fiduciary values issued by the public authority, falsification of the marks of the authority;
“(f) Participation in an association of criminals;
“(g) Drug trafficking;
“(h) Proxiety or one of the offences set out in chapter V, sections 2 and 2 bis of Book II of the Criminal Code;
“(i) One of the offences set out in section 3 of the same chapter;
“j) One of the breaches of the law on commercial corporations set out in Part IV of Book II of the Commercial Code;
“(k) Bankruptcy;
"(l) Practice of usurary lending;
“m) One of the offences of the law on games of chance, casinos and lotteries, planned by the provisions of articles L. 324-1 to L. 324-10 of the Internal Security Code ;
“(n) Violation of legislation and regulation of financial relations with foreign countries;
"(o) Tax fraud;
“p) One of the offences set out in the articles L. 121-6, L. 121-28, L. 122-8 to L. 122-10, L. 213-1 to L. 213-5, L. 217-1 to L. 217-3, L. 217-6 and L. 217-10 the code of consumption;
“q) One of the offences provided for in monetary and financial code ;
"(r) One of the offences set out in the articles L. 8221-1, L. 8221-3, L. 8221-5 and L. 8224-1 the Labour Code;
"(s) Offences to automated treatment systems provided for in Chapter III of Title II of Book III of the Criminal Code;
"(t) One of the offences of legislation or regulation relating to pension institutions governed by Title 3 of Book 9 of the Social Security Code, to enterprises governed by the insurance code and mutual unions and federations governed by the code of mutuality ;
« 3° When the office of public or ministerial officer is dismissed.
"II.-The incapacity provided for in the first paragraph of I shall apply to any person in respect of whom a final personal bankruptcy measure or other final ban has been imposed under the conditions set out in Book VI of the Commercial Code.
"III.-Without prejudice to provisions of the second paragraph of section 132-21 of the Criminal Code, the court giving the decision that results in this incapacity may reduce its duration.
"IV.-People exercising a function, activity or profession referred to in the first paragraph of I, who are the subject of one of the convictions set out in I and II, shall cease their activity within one month of the date on which the court decision has become final. This period may be reduced or deleted by the court which has rendered this decision.
"V.-In the event of a conviction by a foreign court and forcibly brought to trial for an offence constituting, according to French law, a crime or one of the offences mentioned in I, the correctional court of the convict's domicile declares, at the request of the Public Prosecutor's Office, after the finding of the regularity and legality of the conviction and the person concerned having been duly called in the board's chamber, that the first paragraph must be applied
"This incapacity also applies to any non-rehabilitated person who has been the subject of a personal bankruptcy pronounced by a foreign jurisdiction when the declarative judgment has been declared enforceable in France. The application for an exequatur may, for this purpose only, be filed by the Public Prosecutor's Office before the High Court of the Convict's Home.
"VI.-The failure of a person to be the subject of the incapacity provided for in this section shall not prejudice the assessment by the competent authority of respect for the conditions necessary for the approval or authorization to exercise.
"VI.-People who are called to lead an institution of foresight, a union or a society of an insurance group of social protection, or to perform one of the key functions referred to in Article L. 931-7, shall have the honourability, competence and experience necessary for their functions.
"The members of the board of directors of the persons mentioned at the 5th of the B of Article L. 612-2 of the Monetary and Financial Code have the requisite honesty, competence and experience.
"To assess the competence of the interested parties, the Autorité de contrôle prudentiel et de résolution takes into account their training and experience in a manner commensurate with their responsibilities, including the experience gained as chair of a council or committee. The authority also takes into account, in the appreciation given to each person, the competence, experience and powers of the other members of the body to which it belongs. When warrants have been previously exercised, jurisdiction is presumed due to experience gained. For new members, the Autorité de contrôle prudentiel et de résolution takes into account the trainings they will be able to benefit throughout their mandate.
" VIII.-Where the Authority of prudential control and resolution is obliged to decide on the honesty, competence and experience of persons who effectively run a welfare institution, a union or a social welfare group corporation or who are responsible for the key functions referred to in Article L. 931-7 and, where such persons exercise such functions with another entity of the same Article as defined in the sense. It provides these authorities with information relevant to the exercise of their missions.
"Art. L. 931-7-3.-A decree in the Council of State determines the conditions under which the provisions of subsection 1 of section 2 and section 3 of chapter V of title II of Book II of the Commercial Code apply to institutions or unions. This decree takes into account the parity and non-profit nature of the planning institutions.
"Art. L. 931-7-4.-The central administration of contingency institutions must be located in the same national territory as their statutory headquarters.
"Art. L. 931-7-5.-Foresight institutions, unions, insurance groups for social protection, or social welfare insurance companies that are part of a package, within the meaning of Article L. 931-34 of this Code, are not required to publish the information referred to in this Code. fifth paragraph of Article L. 225-102-1 of the Commercial Code where they are published in the overall management report in a detailed and individualized manner by institution or union or parity grouping and that these institutions, unions or parity groupings indicate how to access them in their own management report.
"Art. L. 931-7-6.-A decree in the Council of State determines the modalities for the application of this subsection. » ;
(c) Section L. 931-8-1 is repealed;
(d) It is created, after section L. 931-8-1, a sub-section 3, entitled "Tarious and Financial Sub-Section" comprising sections L. 931-9 to L. 931-14-3 as amended or written:
(i) Section L. 931-9 is replaced by the following provisions:
"Art. L. 931-9.-Les provisions of Title III of Book III of the Insurance Code are applicable to institutions of foresight and unions referred to in Article L. 931-6-1.
« Les provisions of Title V of Book III and Article L. 310-12-4 of the Insurance Code are applicable to the institutions of foresight and unions referred to in Article L. 931-6, with the exception ofArticle L. 354-1 of the Insurance Code.
“The articles L. 310-2-1, L. 310-12-3 and L. 310-12-5 the insurance code shall apply to the institutions of foresight and unions mentioned in the preceding two paragraphs.
"For the purposes of the provisions of the preceding paragraphs:
« 1° It is necessary to hear:
“(a) “Institutions or unions carrying out a direct insurance activity or reinsurance activity” where it is mentioned: “insurance and reinsurance companies”;
“(b) “Agreed institution or union under the conditions of L. 931-4 of Social Security Code ”, where is mentioned: “business mentioned at theArticle L. 310-1 of the Insurance Code “ ;
“(c) “ Institutions or unions within the meaning of L. 931-1-1 Social Security Code “where is mentioned: “companies referred to in 1° of Article L. 310-1-1 of the Insurance Code “ ;
“(d) “Partners” where is mentioned: “insured”;
“e) “ Participants and rights holders” where is mentioned: “insured”;
« 2° The reference to theArticle L. 143-1 of the Insurance Code is replaced by the reference toArticle L. 932-40 of the Social Security Code, section L. 310-14 of the insurance code is replaced by the reference toArticle L. 932-48 of the Social Security Code, the reference toArticle L. 324-1 of the Insurance Code is replaced by the reference toArticle L. 931-16 of the Social Security Code, the reference toArticle L. 324-1-2 of the Insurance Code is replaced by the reference toArticle L. 931-16-1 of the Social Security Code.
(ii) Section L. 931-9-1 is repealed;
(iii) In article L. 931-13, in the second paragraph, the reference: "L. 225-219" is replaced by the reference: "L. 822-1", in the third paragraph, the reference: "L. 242-27" is replaced by the reference: "L. 820-7" and this article is supplemented by a paragraph as follows:
"The provisions of Articles L. 822-9 to L. 822-18 as well as those of Section 2 of Chapter III of Title II of Book VIII of the Commercial Code shall apply to auditors controlling the institutions of foresight, their unions and the insurance companies of social protection under the provisions of this Code and under the conditions of exercise prescribed by regulation in Trade code.
(iv) Articles L. 931-13-1 and L. 931-15 are repealed;
(v) In Article L. 931-14-1, the words: "to a reference agency within the meaning of 1° of Article L. 933-2 where the reference agency is itself subject to these obligations" are replaced by the words: "in the sense of Article L. 356-1 of the insurance code when the participating company is itself subject to these obligations";
(vi) After Article L. 931-14-1, two articles L. 931-14-2 and L. 931-14-3 are inserted as follows:
"Art. L. 931-14-2.-In the planning institutions governed by this title, with the exception of those referred to in section L. 931-14-1, the committee referred to in section L. 931-14-1Article L. 823-19 of the Commercial Code also monitors risk management policies, procedures and systems.
"However, by decision of the board of directors, this mission may be entrusted to a separate committee, governed by the second and last paragraphs of the same article L. 823-19.
"Art. L. 931-14-3.-A decree in the Council of State specifies the conditions for the application of this subsection. » ;
6° Section 3 bis is amended as follows:
(a) Article L. 931-15-1:
(i) In the first paragraph of the I, the words: "parity groupings of foresight" are replaced by the words: "the insurance group societies of social protection", at 2°, the words: "together, defined in Article L. 931-34" are replaced by the words: "insurance group defined at 5° of Article L. 356-1 of the insurance code" and at 3°, the words "
(ii) In the fourth paragraph, the words: "parity groupings of foresight" are replaced in each occurrence by the words: "sociative group societies of social protection";
(b) Article L. 931-15-2:
(i) In the third paragraph, the words: "grouping" are replaced by the words: "social welfare insurance company";
(ii) In the ninth paragraph, the words "set defined in Article L. 931-34 of this Code" are replaced by the words "insurance group defined in Article L. 356-1 of the Insurance Code";
(iii) In the tenth preambular paragraph, the words "of the group" are replaced by the words "of the social welfare group society";
7° Section 4 is amended to read:
(a) Article L. 931-16:
(i) In the first paragraph, after the words: "pension institutions", the words "or unions" are inserted, and the words "the Community" are replaced by the words "the Union";
(ii) In the third paragraph, the first sentence is supplemented by the following:
"For organizations referred to in Article L. 310-3-2 of the Insurance Code,article L. 211-11 of the mutuality code and Article L. 931-6-1 of the Social Security Code or, for the organizations mentioned in Article L. 310-3-1 of the Insurance Code,article L. 211-10 of the mutuality code and to theArticle L. 931-6 of the Social Security Code, eligible equity required to cover the required solvency capital mentioned in theArticle L. 352-1 of the Insurance Code » ;
(iii) After the third preambular paragraph, a subparagraph shall read:
"When the assignor is a branch located in another Member State of the European Union, the Autorité de contrôle prudentiel et de résolution collects the agreement of the control authority of the State where the branch is located. » ;
(iv) The fourth preambular paragraph is replaced by two sub-items:
"When the risks or commitments transferred are located in another Member State of the European Union, the Autorité de contrôle prudentiel et de résolution collects beforehand the agreement of the control authorities of the State of risk or commitment.
"The silence kept by this control authority at the expiry of a period of three months following the receipt of the above-mentioned requests for consultation is, for the Autorité de contrôle prudentiel et de résolution, tacite agreement. » ;
(v) The fifth preambular paragraph is replaced by the following:
"For transfers relating to life insurance or capitalization transactions, this approval is also based on the assessment data provided for in Article L. 931-32. » ;
(b) Section L. 931-16-1 is replaced by the following provisions:
"Art. L. 931-16-1.-The institutions and their unions referred to in Article L. 931-1-1 and their branches are authorized under the conditions defined in theArticle L. 324-1-2 of the Insurance Code, to transfer all or part of their portfolio of contracts or claims to be paid to one or more pension institutions governed by this Code, to one or more mutual or union members governed by Book II of the Code of Mutuality and to one or more reinsurance or insurance companies having their headquarters in France or another Member State of the European Union, or to their branches established in the territory of the European Union"
8° Section 5 is amended to read:
(a) Its title is replaced by the following title: "Section 5.-Redress, backup, dissolution and liquidation";
(b) Section L. 931-18 is replaced by the following provisions:
"Art. L. 931-18.-.-By derogation from Articles L. 631-4 and L. 631-5 of the Commercial Code, a judicial recovery procedure may not be opened with respect to an institution of foresight or union of institutions mentioned in Article L. 931-4 except at the request of the Authority for prudential control and resolution. The court may also, on its own motion, or be seized by the public prosecutor of the Republic, of an application for the opening of the proceedings after notice of the Authority. The provisions of Article L. 326-9 of the Insurance Code are applicable to the safeguard or judicial recovery procedure.
"The President shall not have before it a request for the commencement of a conciliation procedure established by Article L. 611-4 of the Commercial Code or of a safeguard procedure referred to in Article L. 620-1 of the same Code, in respect of an institution governed by this book, except after the opinion of the Authority of prudential control and resolution.
"The Autorité de contrôle prudentiel et de résolution informs without delay the competent authorities of the other Member States of the European Union when a judicial liquidation procedure is opened with respect to an institution of foresight or a union.
"When a judicial liquidation procedure is initiated against an institution of foreseeance or a union, the approval of that institution of foreseeance or union shall be withdrawn in accordance with the terms of Article L. 325-1 of the Insurance Code. In this case, the provisions of Articles L. 326-4, L. 326-9 and L. 326-14 of the Insurance Code are applicable. The institution of foresight or union shall remain subject to the control of the Authority of prudential control and resolution until all of the commitments resulting from the contracts entered into by the mutual or union have been fully and definitively settled to the participating members and third-party beneficiaries or have been subject to a transfer authorized under the conditions laid down in Article L. 931-16.
"The liquidator may, with the agreement of the Autorité de contrôle prudentiel et de résolution, continue certain activities of the planning institution or the union concerned to the extent necessary and appropriate for the needs of the liquidation. » ;
(c) Section L. 931-18-1 is replaced by the following provisions:
"Art. L. 931-18-1.-The procedures for judicial safeguarding, recovery or liquidation instituted by Titles II, III and IV of Book VI of the Commercial Code may only be opened in respect of an institution of foresight or union of institutions of foresight referred to in Article L. 931-4-1 of this Code after the advice of the Autorité de contrôle prudentiel et de résolution.
"The president of the court may not have an application for the opening of the conciliation procedure established by Chapter I of Title I of Book VI of the Code of Commerce with respect to an institution or union referred to in Article L. 931-4-1 of this Code only after the advice of the Autorité de contrôle prudentiel et de résolution.
"A decree in the Council of State specifies the modalities according to which the opinions provided in the first and second paragraphs of this article are given. » ;
(d) After the article L. 931-18-1 are inserted two articles L. 931-18-2 and L. 931-18-3 as follows:
"Art. L. 931-18-2.-Chapters III and VI of Title II of Book III of the Insurance Code apply to pension institutions and unions.
“For the purposes of the provisions of these chapters, it is necessary to hear: “providance institutions” or “union” where is mentioned: “insurers” and “insurance companies”, “participating” where is mentioned: “insured”, “insured” where is mentioned: “insured premiums”, “contract” where is mentioned: “police” and “inheritance bulletin” where is instituted
"For the application of the same provisions, the reference toArticle L. 132-5-1 of the Insurance Code is replaced by the reference toArticle L. 932-15 of the Social Security Code.
"Art. L. 931-18-3.-In the event of the dissolution of a contingency institution not motivated by a withdrawal of approval, the surplus of the net assets on the liabilities is devolved, by a decision of the General Assembly or, where the institution does not have a general assembly, by a decision of the Board of Directors, to institutions governed by this book, or to associations recognized as public utility";
9° Sections 6 and 7 are repealed;
10° Section 9 is amended to read:
(a) In Article L. 931-25, in the first paragraph, the words: "Article L. 931-9" are replaced by the words: "Article L. 931-7-2" and in the second paragraph, the word "employee" is deleted;
(b) In article L. 931-29, the words "of the first two paragraphs" and the words "and the measures taken pursuant to article L. 931-18" are deleted;
11° Section 10 is repealed;
12° Section 11 is amended to read:
(a) Section L. 931-32 is replaced by the following provisions:
"Art. L. 931-32.-At the end of each fiscal year, the pension institutions and their unions include in their management report the value of investments. They also include the share of these investments that correspond to commitments made to their participants, as noted in the case of a portfolio transfer. The rules for calculating this share are set by decree in the Council of State. The provisions of this section shall apply only to the transactions referred to in (a) of section L. 931-1. » ;
(b) Section L. 931-33 is replaced by the following provisions:
"Art. L. 931-33.-Provisional institutions, their unions, social protection insurance groups and social protection insurance companies are subject, under conditions set by regulation, to the obligation to establish annual accounts according to the accounting requirements defined by the Autorité des normes comptables. This obligation applies to all operations carried out from their headquarters or branches abroad. » ;
(c) After the article L. 931-33, the following articles L. 931-33-1 and L. 931-33-2 are inserted:
"Art. L. 931-33-1.- Provident institutions, their unions, social welfare insurance groups and social welfare insurance companies are subject to the accounting obligations set out in the Articles L. 123-12 to L. 123-22 of the Commercial Code.
"Art. L. 931-33-2.-Section L. 341-4 of the Insurance Code applies to pension institutions or their unions and entities referred to in section L. 931-34. » ;
(d) Section L. 931-34 is replaced by the following provisions:
"Art. L. 931-34.-Provisional institutions, their unions and social welfare insurance companies establish and publish consolidated or combined accounts. These accounts are established according to a regulation defined by the Authority of Accounting Standards.
"The second paragraph of section L. 345-2 of the Insurance Code applies to organizations mentioned in the previous paragraph. » ;
(e) After the article L. 931-34, two articles L. 931-34-1 and L. 931-34-2 are inserted as follows:
"Art. L. 931-34-1.-The consolidated or combined accounts referred to in Article L. 931-34 shall be established in accordance with the rules laid down in the articles L. 233-16, L. 233-17-1, L. 233-18 to L. 233-23 and L. 233-25 to L. 233-27 Commercial code.
"Foresight institutions and their unions as well as social welfare groups which, without being held under Article L. 931-34, publish consolidated or combined accounts, comply with the provisions of the articles L. 233-16, L. 233-18 to L. 233-23 and L. 233-25 to L. 233-27 and the provisions of this section. In this case, when their annual accounts are certified under the conditions specified in theArticle L. 823-9 of the Commercial Codetheir consolidated or combined accounts are consolidated under the terms of the second paragraph of this article.
"Art. L. 931-34-2.-Mathetic provisions made by the insurance institutions and unions for life insurance and capitalization operations are calculated according to the provisions of Article L. 343-1 of the Insurance Code.
"For the purposes of this section, it is necessary to hear: "providance institutions", "contributions" and "accession bulletin or contract" where are mentioned in the insurance code, respectively, the words: "insurance companies", "premises" and "contract". » ;
13° Section L. 931-37 is amended to read:
(a) In the first paragraph, the words: "Articles L. 931-9," are replaced by the words: "The provisions of I to VI of Article L. 931-7-2 and Articles";
(b) In the third paragraph, the words "employee or administrator" are deleted;
III.-In chapter II of title III of Book IX of the same Code, after article L. 932-23-2, an article L. 932-23-3 is inserted. Article L. 931-30 becomes new article L. 932-23-3.
IV.- Chapter III of Book IX title III of the same Code is repealed;
V.- Within Title IV of Book IX of the same Code, in Article L. 941-3, the words "Articles L. 931-9" are replaced by the words: "The provisions of Article L. 931-7-2, the provisions of the articles";
VI.-The title V of Book IX of the same code is amended as follows:
1° In the first paragraph of Article L. 951-11, after the words: "for any officer of an institution of foresight", the words are inserted: ", a union of an institution of foresight or a society of an insurance group of social protection";
2° Sections L. 951-14 and L. 951-14-1 are repealed.
The provisions of this heading refer to the provisions of insurance code, monetary and financial code, code of mutuality and Social Security Codein their writing from Articles 1 to 17 of this Order.
For all provisions of this title:
1° The term "Company under the so-called "Solvability II" refers to insurance and reinsurance organizations referred to in sections L. 310-3-1 of the insurance code, L. 211-10 of the mutuality code and L. 931-6 of the Social Security Codein their writing from this order;
2° The term "company not covered by the so-called "Solvability II" refers to insurance and reinsurance organizations referred to in sections L. 310-3-2 of the insurance code, L. 211-11 of the mutuality code and L. 931-6-1 of the Social Security Codein their writing from this order.
I. - Effective from the issuance of this Order, the Autorité de contrôle prudentiel et de résolution may approve:
1° The use of an internal model, integral or partial by a company under the so-called Solvency II regime, in accordance with provisions of Article L. 352-1 of the Insurance Code ;
2° The application by a company under the so-called Solvency II regime of transitional measures on risk-free interest rates and technical provisions, respectively, by articles L. 351-4 and L. 351-5 of the same code.
To give the approvals mentioned in 1° and 2°, the Autorité de contrôle prudentiel et de résolution is based on the criteria and rules defined in title V of Book III of the same code.
II. - Effective from the publication of this Order, the Authority for prudential and resolution control may:
1° Determine the level and scope of group control, pursuant to sections L. 356-1 to L. 356-10-1 of the insurance and insurance codeArticle L. 517-9 of the Monetary and Financial Code ;
2° Identify the control authorities exercising the function of group controller, within the meaning of 6° of Article L. 356-1 of the insurance code, on the basis of the provisions of Article L. 356-6 of the same code;
3° Constitute colleges of controllers and participate in these colleges in accordance with the provisions of Article L. 356-7-1 of the Insurance Code.
III. - Effective from the issuance of this Order, the Authority may receive notifications addressed to it pursuant to the Order II of Article L. 612-23-1 of the Monetary and Financial Code in accordance with the provisions of the articles L. 322-2 and L. 322-3-2 of the Insurance Code, L. 211-13 and L. 114-21 code of mutuality and L. 931-7-1 and L. 931-7-2 Social Security Code.
The Autorité de contrôle prudentiel et de résolution has, in opposition to the notifications:
(a) Six months for notifications received before 31 August 2015;
(b) From a current deadline until 29 February 2016, for notifications received between 1 September 2015 and 31 December 2015.
Individuals, who are the subject of these notifications, are only responsible for their respective functions as of January 1, 2016.
IV. - Effective July 1, 2015, the Autorité de contrôle prudentiel et de résolution may:
1° Determine equivalence in accordance with Article L. 356-11;
2° Make the decisions referred to in Article L. 356-12.
V. - The decisions taken by the Autorité de contrôle prudentiel et de résolution en application des I, III et IV take effect from 1 January 2016.
The securitisation bodies or the compartments of the titrisation bodies mentioned in articles L. 310-1-2 of the insurance codes, which support insurance risks approved before 31 December 2015 are subject to the right of the Member State of the European Economic Area which has approved the securitisation vehicle. Any new activity of these securitization vehicles started after that date is subject to the national legislation of these States, in its provisions derived from the transfer of paragraphs 1, 2 and 2 bis of Article 211 of Directive 2009/138/EC of the European Parliament and the Council of 25 November 2009 (Solvability II).
I. - Without prejudice to the application of the articles L. 325-1 and L. 352-8 of the Insurance Code, companies under the so-called Solvency II regime that meet the solvency requirements applicable to them as at 31 December 2015 but do not have an adequate amount of eligible equity to cover the minimum required capital referred to in section L. 352-5 of the same code, must comply with the provisions of section L. 352-5 by 31 December 2016. If the Authority fails to remove the approval(s) under the conditions set out in Article L. 325-1 of the same code.
II. - Without prejudice to the application of the provisions of Article L. 352-7 of the insurance code, when a company under the so-called Solvency II plan meets the solvency requirements that are applicable to it on December 31, 2015 but does not meet, during the year 2016, the solvency capital required in section L. 352-1 of the same code, the Authority for prudential control and resolution requires that it
The company concerned submits every three months to the Autorité de contrôle prudentiel et de résolution a progress report outlining the measures taken and the progress made to comply with the required solvency capital requirement.
Without prejudice to the application of the provisions of Article L. 356-15 of the Insurance Code, the transitional provisions provided for in Articles L. 351-4, L. 351-5, L. 352-4 and L. 352-9 of the Insurance Code apply to solvency at the group level.
When a company referred to in 2° or 3° of Article L. 356-15 of the insurance code meets the adjusted solvency requirements applicable to it on December 31, 2015 but does not meet, during a current period until December 31, 2016, the requirement of solvency capital required at the level of the group mentioned in the 2° or 3° mentioned in Article L. 356-15, the Authority of prudential control and resolution
The company concerned submits every three months to the Autorité de contrôle prudentiel et de résolution a progress report outlining the measures taken and the progress made to comply with the solvency capital requirement required at the group level.
The branches of insurance companies having their headquarters in a Member State of the European Economic Area and which began their activities before 1 July 1994, in accordance with the provisions of the insurance code in force until that date, shall be deemed to have been the subject of the notice and communication procedure provided for in sections L. 321-11 and L. 362-1 Insurance code.
The provisions of articles L. 321-11 and L. 362-2 the insurance code does not affect the rights acquired by insurance companies that have operated under the free service prior to July 1, 1994.
Reinsurance companies with their head office in France that have been approved or authorized to carry out reinsurance activities before 10 December 2005, in accordance with the provisions of insurance code, code of mutuality and Social Security Code in force until that date, shall be deemed to be approved in accordance with provisions of Articles L. 321-10-1 of the Insurance Code, L. 211-8-1 of the mutuality code and L. 931-4-1 of the Social Security Code.
However, they are required to comply with the provisions of this Order relating to the exercise of reinsurance activity.
I. - Articles L. 322-1-3 and L. 322-1-5 of the insurance code, articles L. 111-4-1 and L. 111-4-2 and articles L. 931-2-2 and L. 931-2-1 of the Social Security Code come into force as of the publication of this Order.
For the application of these articles, 10° of Article L. 310-3 of the Insurance Code and the 1st of section L. 356-1 of the same code shall apply as soon as this order is published.
II. - Mutual Insurance Group Corporations and Group Mutual Unions established prior to the date of publication of this Order must, by December 31, 2017, be in compliance with the provisions, respectively, of theArticle L. 322-1-3 of the Insurance Code and ofarticle L. 111-4-2 of the mutuality code, to be converted respectively into mutual insurance groups referred to in Article L. 322-1-5 of the insurance code or to mutual group unions referred to in thearticle L. 111-4-1 of the mutuality code.
Without prejudice to the provisions of Article L. 356-2 of the Insurance Code, and until 31 December 2017, the provisions of this Order relating to the control of groups shall not apply to mutual insurance companies and group mutualist unions established prior to the date of publication of this Order unless these entities meet the conditions to be part of a group within the meaning of Article L. 356-1 of the Insurance Code.
III. - The parity groupings of foresight mentioned in theArticle L. 933-5 of the Social Security Code, created before 31 December 2015, must before 31 December 2017 be transformed, either as an insurance group of social protection referred to in Article L. 931-2 of the Social Security Code or as an insurance group of social protection referred to in Article L. 931-2-1 of the same Code.
The parity groupings of foresight remain subject to the control of the Autorité de contrôle prudentiel et de résolution until their transformation mentioned in the preceding paragraph.
I. - Insurance or reinsurance organizations insurance code, code of mutuality and Social Security Code, which ceased, as of January 1, 2016, to enter into new insurance or reinsurance contracts and only administer their existing portfolio with a view to ending their activity may, for the purposes of section L. 321-10-3 of the insurance code, be governed by the applicable provisions applicable to them as of December 31, 2015 up to the dates referred to in II when they informed the Autorité de contrôle
(a) Either the agency has committed itself to the Authority for prudential control and resolution to fully and definitively settle its commitments with respect to insured persons, reassigned companies or beneficiary companies, or to transfer all of its portfolio under the conditions set out in the articles L. 324-1 or L. 324-1-2 insurance code, articles L. 212-11 and L. 212-11-1 the code of mutuality and articles L. 931-16 and L. 931-16-1 the Social Security Code, before January 1, 2019;
(b) Either the body is subject to a remediation measure defined in theArticle L. 323-8 of the Insurance Codeand a director was appointed.
II. - The insurance or reinsurance organizations referred to in a of I are, however, governed by the provisions applicable to companies under the so-called Solvency II plan effective January 1, 2019 or a previous date when the Autorité de contrôle prudentiel et de résolution considers that the progress made by the company in the sense of termination of its commitments is not satisfactory.
The insurance or reinsurance organizations referred to in b of I are governed by the provisions applicable to companies under the so-called Solvency II plan effective January 1, 2021 or a previous date when the Autorité de contrôle prudentiel et de résolution considers that the progress made by the organization in the sense of termination of its commitments is not satisfactory.
III. - Insurance and reinsurance organizations are subject to transitional measures referred to in I and II only if the following conditions are met:
(a) The organization is not subject to group control under section L. 356-2 of the insurance code, or if it is, all entities that are part of the group have ceased to subscribe to new insurance or reinsurance contracts;
(b) The organization submits to the Autorité de contrôle prudentiel et de résolution an annual report outlining the progress made in the implementation of the conditions referred to in I.
IV. - The list of insurance and reinsurance organizations referred to in I and II is communicated by the competent authorities to the other Member States.
Subject to the provisions of section 25, sections 1 to 17, 20 to 24 and 26 of this order come into force on January 1, 2016.
The Prime Minister, the Minister of Finance and Public Accounts and the Minister of Social Affairs, Health and Women ' s Rights are responsible for the application of this Order, which will be published in the Official Journal of the French Republic.
Done on April 2, 2015.
François Hollande
By the President of the Republic:
The Prime Minister,
Manuel Valls
Minister of Finance and Public Accounts,
Michel Sapin
Minister of Social Affairs, Health and Women ' s Rights,
Marisol Touraine
