CHAIR OF THE COUNCIL OF MINISTERS

1

Proposal for Law No 264 /XII

Exhibition of Motives

The Directive No 2014 /59/UE, of the European Parliament and of the Council of May 15 of

2014, which sets out a framework for the recovery and resolution of institutions of

credit and investment firms (Directive No 2014 /59/UE), comes in the frame

regulatory of the European Union as a response to the absence of instruments,

harmonized at the European level, suitable to be overcome effectively and efficiently

of financial imbalance or insolvency of credit institutions and companies of

investment (credit institutions).

Thus, Directive No 2014 /59/UE contains standards concerning the recovery processes

and resolution of institutions, specifically, the drafting of recovery plans and

resolution plans, the adoption of corrective intervention measures, the evaluation of the

resolubility of credit institutions and cross-border groups, to the application of

resolution measures-divestation of activity, transfer of activity to institutions

of transition, segregation of assets and internal recapitalization ( bail-in ) -, to the exercise of

general and complementary powers of resolution, to the protection of certain business

legal in which the institution of credit object of resolution is part and the intervention

of the funding mechanisms in the implementation of resolution measures.

With this Law, it transposes itself to the Portuguese legal planning to the Directive

n. 2014 /59/UE, introducing itself to the General Regime of Credit Institutions and

Financial Societies, approved by the Decree-Law No. 298/92, of December 31

(General Regime), substantial changes and innovations in the face of the legal regime of the resolution

created by Decree-Law No 31-A/2012 of February 10, in the sense of deepening

and diversification of the measures there contemplated.

CHAIR OF THE COUNCIL OF MINISTERS

2

In particular, the present law provides for the amendment of the subjective scope of application of the stages of

corrective intervention, interim administration and resolution, introducing a cast of

entities common to the institutions covered by the prudential requirements established by the

Regulation (EU) No 575/2013, of the European Parliament and of the Council, of June 26

of 2013, and by Directive No 2013 /36/UE, of the European Parliament and of the Council, of 26 of

June 2013, transposed into Portuguese legal planning by the Decree-Law

n. 157/2014, of October 24.

In corrective intervention, they prevee, in the context of the prevention of deterioration

of the financial and economic situation of a credit institution, the power of the Bank of

Portugal also replace the holders of top direction positions of that institution and, in the

scope of the coordination of corrective intervention measures and designation of

provisional administrators in groups, new acting powers of the Bank of Portugal to

exercise in conjunction with the remaining relevant supervisory authorities.

On the recovery plans and resolution plans on the one hand,

clarify which informative elements should appear in such plans and, by

another, reinforce the criteria for the evaluation, by the Bank of Portugal of the plans of

recovery and, within the framework of the resolution plans, of the resolubility of institutions of

credit and groups, as well as the powers of the Bank of Portugal to correct deficiencies

the implementation of the recovery plans and to eliminate or mitigate embarrassment to the

resolubility. They are still predict on this framework of joint decision-making with the

supervisory and resolution authorities of the group entities established in others

Member States of the European Union to ensure the evaluation and elaboration

coordinated of the said plans.

CHAIR OF THE COUNCIL OF MINISTERS

3

Arrangements are also introduced regarding the evaluation for the purpose of resolution, with

important related innovations, specifically, with the determination of the moment,

object and objectives of the evaluation and with the need to be carried out an evaluation ex post

for the purpose of calculation of claims due to the shareholders and creditors of the institution of

credit object of resolution and to the Deposit Guarantee Fund in cases in which these

endure a superior injury with the application of the resolution measure to what

would bear in case that institution had entered into liquidation.

Directive No. 2014 /59/UE has, as yet, determined the introduction into the General Regime of Powers

that allow the Bank of Portugal, when a credit institution or a group leaves

of being viable, to reduce their social capital, to reduce the nominal value of the credits resulting from the

entitlements of financial instruments or contracts that are, or have been in some

moment, eligible for the own funds of that institution and convert these credits into

social capital by the issuance of common shares or other representative securities of the

social capital of the credit institution. This amendment is a concretization of the principles

advisors to the application of resolution measures in the sense that the damage of a

credit institution shall be assumed to be given priority by its shareholders and, of

followed and on a level playing field by its creditors, according to the graduation of the

your credits in the event of insolvency.

Regarding the resolution measures, the scheme now instituted preserves, in essence, the

content of the measures previously provided for in the General Regime. However, adheres to

possibility for the Bank of Portugal to transfer to a transitional institution a

entitlements of shares and other securities representative of the social capital of the institution of

credit object of resolution, as well as two innovative measures: the transfer of assets

of the institution of credit object of resolution for an asset management vehicle, created

to manage and to maximize its value, and internal recapitalisation ( bail-in ), which corresponds

to one of the most important innovations introduced by Directive No 2014 /59/UE.

As for the segregation of assets, the introduction of this measure intends to expedite the process of

disposal, in the case of application of the measures to divest from the activity or transfer

of the activity for transitional institutions, and the application of the recapitalization measure

CHAIR OF THE COUNCIL OF MINISTERS

4

internal with the purpose of strengthening the own funds of the credit institution so as to

re-establish their financial soundness and long-term viability.

As for the internal recapitalization, the introduction of this measure has as its purpose to do

to pass on the damage of the credit institution in its creditors by minimising the

need to resort to extraordinary public financial support and by seeking as well

avoid negative repercussions on the financial system. After the exercise of the powers of

reduction and conversion of own funds instruments, the present law provides that with the

recourse to this measure, the damage of the credit institution shall be borne by its

creditors, including by the holders of common credits, and may those credits see their

nominal value reduced or to be converted into the social capital of the credit institution

object of resolution. Please note that the credits for deposits guaranteed by the Fund of

Deposit guarantee, up to the limit of € 100000, are legally safeguarded, not if

finding subjects to the internal recapitalization measure.

It is further signed that the Resolution Fund, whose responsibility for financing

it is up to the financial sector, it will only be able to provide the institution of credit object of resolution

financial support if, on the one hand, the shareholders and creditors of the institution concerned have

supported the damage and contributed to the recapitalisation in amount not less than 8%

the total liabilities of the credit institution, including own funds and, on the other,

such financial support to be provided by the Resolution Fund does not exceed 5% of the total

liabilities of the credit institution, including own funds.

To prevent the structure of liabilities of credit institutions from allowing a

effective application of the internal recapitalisation measure, the Bank of Portugal shall establish,

for each credit institution and for each group, a minimum requirement of own funds

and eligible credits.

Additionally densify and define the mode of exercise by the Bank of Portugal of the

powers of resolution with a view to its effective acting, as a resolution authority, in the

CHAIR OF THE COUNCIL OF MINISTERS

5

pursuit of the finalities of the resolution and the concrete implementation of the resolution measures.

In that context, the resolution powers of the Bank of Portugal are widely broadened,

preventing, inter alia, powers to determine that the institution object of resolution

issue new shares or other representative securities of social capital, to change terms and

contractual conditions in the scope of legal business in which the institution object of

resolution be part and to temporarily suspend payment obligations or

delivery in the terms of contracts.

With the aim of ensuring coordinated action in the event of an insolvency situation of a

cross-border group, predict measures to promote cooperation and prevent solutions

fragmented national that may impact the financial stability of the Union

European, particularly consultation duties and cooperation between resolution authorities

and the constitution of colleges of resolution, as well as, at the level of the consultation of proceedings

of resolution with third countries, provisions on the recognition and enforcement of the

resolution procedures of third countries and the conclusion of framework agreements of

cooperation between the authorities of resolution of the Member States of the European Union and

relevant authorities of third countries.

With respect to the intervention of the Deposit Guarantee Fund and the Fund of

Resolution in the framework of the implementation of resolution measures, it is established that the same

may not be used to support the damage of the credit institution object of

resolution, in respect of the guiding principles of the implementation of resolution measures.

In relation to financing the resolution, the transposition of Directive No 2014 /59/UE

introduces some important changes in the General Regime, since soon because one provides for a

minimum level of the financial resources of the Resolution Fund that must correspond, up to

December 31, 2024, to the representative amount of 1% of the value of deposits

covered by the guarantee provided by the Deposit Guarantee Fund, within the limit

of € 100000, of all authorized credit institutions in Portugal. Relatively to the

CHAIR OF THE COUNCIL OF MINISTERS

6

periodic contributions collected by the Resolution Fund is now predicated on the similarity

of what already exists in the framework of the annual contributions payable by participating institutions

in the Deposit Guarantee Fund, the possibility of the participating institutions in the

Fund stay waived from paying the respect payment, up to the maximum limit of

30% of your contribution, provided that you take the irrevocable commitment to payment to the

Fund, at any time in which this is requested, of the whole or part of the

amount of the contribution that has not been paid in cash.

In transposition of the Directive No 2014 /59/UE, further innovations are introduced in what

respects the protection of certain deposits, concretely from the deposits of persons

singular and micro, small and medium-sized enterprises in the amount exceeding the € guarantee

100000 conferred by the Deposit Guarantee Fund, which they go on to enjoy

general privilege on the mobile goods of the institution object of resolution, with preference

over all the remaining privileges, without prejudice to the receivables of the deposits

guaranteed by the Deposit Guarantee Fund, of the privileges for expenses of justice,

privileges for labour credits of the workers of the institution and privileges by credits

state tax offices, local authorities and social security bodies.

Finally, at the sanctionatory level, the adjustment of the casting of infractions is expected to be expected.

the communication of the commencement of the fact-finding or instruction of the process to the resolution entities

and supervision of the Member States of the European Union, when it proves necessary

to ensure a coordinated action in the cross-border cases, and it is updated the cast of

infractions whose sanctioning is subject to mandatory reporting to the Banking Authority

European.

The transposition of the Directive No 2014 /59/UE also implies the amendment of the Act

n 63-A/2008 of November 24 laying down measures for the strengthening of soundness

financial institutions of credit institutions in the framework of the initiative for the enhancement of stability

financial and the provision of liquidity in financial markets.

This amendment provides for the application of capitalization operations with an investment resource

public, at the initiative of the entities themselves, only to the solvent institutions relatively

CHAIR OF THE COUNCIL OF MINISTERS

7

to which the filling of no requirement for the application of a

resolution measure or for the exercise of the powers of reduction and conversion of

own funds instruments. It is further clarified that this type of operation cannot have

how purpose to compensate for damages that the credit institution has suffered or that is

susceptible to suffering in the near future.

With the transposition of Directive No 2014 /59/UE, the measures for the allocation of charges to

apply prior to the realization of a capitalization operation with resource investment

public, although they have not been changed from a substantial point of view, pass now

to be done through the exercise, by the member of the Government responsible for the area of

finance, the powers of reduction and conversion of own funds instruments

provided for in this Law.

As for the mandatory capitalization operations with recourse to public investment,

reformulates its regime, by passing this to be aligned with the public instrument of

financial stabilization of support for the equity capital provided for in Directive No 2014 /59/UE.

In this way, when, relatively to a credit institution, they are filled in

requirements for the application of resolution measures but the application of the same is not

deemed appropriate to safeguard some of its purposes, the Bank of Portugal

may propose to the member of the Government responsible for the area of finance the achievement of

a mandatory capitalization operation with recourse to public investment that

allow the credit institution to go back to meeting the legal and regulatory requirements for the

maintenance of the authorisation and obtain financing autonomously and in conditions

sustainable with the financial markets.

Also in this context, charge-sharing measures should be applied. In the

however, and contrary to what happens in the capitalization operations with recourse to the

public investment of the initiative of the credit institutions themselves, these measures

will be able to affect not only shareholders and subordinated creditors as yet the creditors

CHAIR OF THE COUNCIL OF MINISTERS

8

common, although never the depositors guaranteed by the Deposit Guarantee Fund,

up to the limit of € 100000, which are legally safeguarded. On the other hand, and the

similarity of the target for the internal recapitalization measure in the General Regime, the

credit institution will only be able to access public investment if its shareholders and

creditors to bear their damage and contribute to the reinforcement of own funds

in amount not less than 8% of the total liabilities, including own funds.

Finally, the excecional character of the capitalization operations of institutions has been accentuated

of credit with recourse to public investment, and the time limit has also been revoked

provided for in Law No. 63-A/2008 of November 24, as the Directive

n. 2014 /59/UE, which sets out a new comprehensive framework on the management of

crises in credit institutions, does not provide for that restriction.

The present law further proceeds to the transposition into the Portuguese legal planning of the

Directive No 2014 /49/EU, of the European Parliament and of the Council of April 16, 2014,

on deposit guarantee systems (Directive No 2014 /49/UE).

As per Directive No 2014 /59/UE, Directive No 2014 /49/UE connates one of the

instruments aimed at the strengthening of financial stability and arises, in the frame

regulatory of the European Union, with the aim of harmonizing the rules regarding the

systems for ensuring national deposits.

The present law thus comes to realize that purpose by introducing, in particular, the

following changes to the General Regime: ( i ) the decrease in the cast of deposits excluded from the

guarantee of refund provided by the Deposit Guarantee Fund; ( ii ) the prediction of a

set of deposits of social character to which, during a given period of

time, the legal limit, of the deposit refund guarantee of € 100000 does not apply; ( iii )

CHAIR OF THE COUNCIL OF MINISTERS

9

the reduction to seven working days of the repayment term to be complied with by the Guarantee Fund of

Deposits, although they are contemplated, for situations related to difficulties

operational of effecting the refund, extended deadlines; ( iv ) the densification of the mode of

cooperation of the Deposit Guarantee Fund with other systems of guarantee of

deposits of the European Union; and ( v ) the prediction of a minimum level of financial resources

of the Deposit Guarantee Fund, which shall correspond, by July 3, 2024, to the

representative amount of 0.8% of the value of the guaranteed deposits, within the limit of €

100000, of all participating credit institutions.

The National Council of Financial Supervisors was heard, the Bank of Portugal, the

Commission of the Securities Market, the Insurance Institute of Portugal, the

Portuguese Association of Banks, the Portuguese Association of Insurance, the Association

Portuguese of Investment Funds, Pensions and Patrimias, the ASFAC-Association of

Specialized Credit Institutions and the ALF-Portuguese Leasing Association,

Factoring and Renting.

The hearing of the National Consumption Council was promoted.

Thus:

Under the terms of the paragraph d ) of Article 197 (1) of the Constitution, the Government presents the

the following proposed law:

Article 1.

Object

1-A This Law transposes to the internal legal order the Directive No 2014 /49/UE, of the

European Parliament and of the Council of April 16, 2014 on the systems of

guarantee of deposits, and the Directive No 2014 /59/UE, of the European Parliament and of the

Council, of May 15, 2014, laying down a framework for recovery

and the resolution of credit institutions and investment firms and amending the

CHAIR OF THE COUNCIL OF MINISTERS

10

Directive No. 82 /891/CEE, of the Council, of December 17, 1982, the Directive

n. 2001 /24/CE, of the European Parliament and of the Council of April 4, 2001, the

Directive No 2002 /47/CE, of the European Parliament and of the Council of June 6 of

2002, Directive Directive No 2004 /25/CE, of the European Parliament and of the Council of April 21

of 2004, the Directive No 2005 /56/CE, of the European Parliament and of the Council, of 26 of

October 2005, the Directive No 2007 /36/CE, of the European Parliament and of the Council,

of July 11, 2007, the Directive No 2011 /35/CE, of the European Parliament and of the

Council, of April 5, 2011, Directive No 2012 /30/UE, of the European Parliament and

of the Council of October 25, 2012, the Directive No 2013 /36/UE, of the Parliament

European and of the Council of June 26, 2013, Regulation (EU) No 1093/2010,

of the European Parliament and of the Council of November 24, 2010 and the Regulation

(EU) No 648/2012, of the European Parliament and of the Council of July 4, 2012.

2-In realization of the provisions of the preceding paragraph, the present law shall carry out the amendment:

a) To the General Regime of Credit Institutions and Financial Societies, approved

by Decree-Law No. 298/92 of December 31 (General Regime);

b) To The Organic Law of the Bank of Portugal, passed by Law No. 5/98, of 31 of

January, amended by the Decrees-Leis n. ºs 118/2001, April 17, 50/2004, 10

of March, 39/2007, of February 20, 31-A/2012, of February 10, and

142/2013, of October 18;

c) The Decree-Law No. 345/98 of November 9, amended by the Decrees-Laws

n. ºs 126/2008, July 21, 211-A/2008, November 3, 162/2009, 20

of July, 119/2011, of December 26, and 31-A/2012, of February 10, which

regulates the operation of the Mutual Agricultural Credit Guarantee Fund;

d) To the Code of Securities, approved by the Decree-Law No. 486/99, of 13

of November;

CHAIR OF THE COUNCIL OF MINISTERS

11

e) The Decree-Law No. 199/2006 of October 25, amended by the Decree-Law

n 31-A/2012, of February 10, which regulates the liquidation of institutions of

credit and financial companies with registered office in Portugal and its branches created

in another member state;

f) To Law No. 63-A/2008 of November 24.

Article 2.

Amendment to the General Regime of Credit Institutions and Financial Societies

Articles 2, 6, 14.-A, 16, 33, 40, 115.-D, 116, 116, 116.-D, 116.

116.-D, 116.-And, 116.-F, 116.-G, 116.-H, 116.-I, 116.-J, 116.-L, 116.-L, 116.

116.-N, 116.-O, 120, 129.-B, 135.-C, 141.-C, 141, 144, 145, 145., 145, 145, 145.

145.-B, 145.-C, 145.-D, 145.-And, 145.-F, 145.-G, 145.-H, 145.-I, 145.-J, 145.-J, 145.

145.-M, 145.-N, 145.-O, 146, 148, 152, 153, 153, 153.-B, 153.-C, 153.

153.-F, 153.-G, 153.-H, 153.-I, 153.-J, 153.-M, 154, 156, 157, 160, 160, 160, 160.

161, 162, 163, 165, 166, 167, 167.-A, 196, 199.-A, 211, 199, 199.

227.-B and 227.-C of the General Regime, go on to have the following essay:

" Article 2.

[...]

1-[...]:

a) [...];

b) "extraordinary public financial support", a State aid in the

acettion of Article 107 (1) of the Treaty on the Functioning of the

European Union, or any other public financial support at the level

supranational, which, if granted at the national level, would constitute a

aid of state, granted to preserve or re-establish the

CHAIR OF THE COUNCIL OF MINISTERS

12

feasibility, the liquidity or the creditworthiness of a credit institution,

of an investment company that exercises the foreseen activities

in the points c ) or f ) of Article 199 (1), with the exception of the

allotment service without warranty, of an entity referred to in paragraph 1

of Article 152 or of a group of which such an institution is a party;

c) "Low-risk assets", assets that inked in the first or the

second categories referred to in Table 1 of Article 336 of the

Regulation (EU) No 575/2013, of the European Parliament and of the

Council, of June 26, 2013, or the assets considered by the

Bank of Portugal as having similar liquidity and security;

d) "Resolution authority at the group level", an authority of

resolution in the Member State of the European Union in which the

authority responsible for supervision on consolidated basis is

situated;

e) "relevant authority of a third country", an authority of a

third country performing duties equivalent to those of the authorities of

supervision and resolution under the Directive No 2013 /36/UE, of the

European Parliament and of the Council of June 26, 2013 and

n. 2014 /59/UE, of the European Parliament and of the Council, of 15 of

may 2014;

f) "Authority responsible for supervision on consolidated basis", the

authority responsible for the exercise of supervision on the basis of

consolidated of credit institutions-mother in the European Union, of

investment firms-mother in the European Union and institutions of

CHAIR OF THE COUNCIL OF MINISTERS

13

credit or investment companies controlled by companies

financial-mother in the European Union or by financial companies

mist-mother in the European Union;

g) [ Previous paragraph (c) ];

h) [ Previous point (d) ];

i) [ Previous point (e) ];

j) [ Previous point f) ];

k) [ Previous point (g) ];

l) [ Previous point (h) ];

m) [ Previous point (i) ];

n) " Symmetric purchase and sale ( back-to-back transaction ) ", an operation

carried out between two entities of a group for the purposes of

transfer, in whole or in part, of the risk generated by another

operation carried out between one of the entities of that group and a third party;

o) "Financial Contract", the following contracts:

i) Contracts on securities, namely:

1º) Contracts for the acquisition, divestance or loan of

securities or securities indexes;

2º) Option contracts on securities or indexes of

securities;

3º) Repurchase or repurchase contracts for securities

or of securities indexes;

CHAIR OF THE COUNCIL OF MINISTERS

14

ii) Contracts on goods, namely:

1º) Contracts for the acquisition, divestance or loan of

goods or indexes of goods for delivery

future;

2º) Option contracts on goods or indexes of

goods;

3º) Contracts for repurchase or resale of goods or of

indexes of goods;

iii) Futures contracts and the deadline, including contracts (with the exception

of contracts on goods) of purchase, sale or

transfer of goods or goods of another type, services

or rights for a certain price, at a future date;

iv) Contracts of swap , namely:

1º) Swaps and related options with interest rates; agreements

on foreign exchange operations in sight or not; foreign exchange; shares or

stock indexes; debt or debt indices; goods or

indices of goods; weather conditions; emissions

or inflation;

2º) Swaps of credit, margin of credit or total return;

3º) Contracts or operations similar to one of the contracts

referred to in the previous points transacted in shape

recurring in the markets of swaps and derivatives;

CHAIR OF THE COUNCIL OF MINISTERS

15

v) Interbank loan contracts when the term of the

loan is equal to or less than 90 days;

vi) Framework agreements relating to all types of contracts

referred to in subparagraphs i ) a v );

p) [ Previous point (j) ];

q) [ Previous point (k) ];

r) [ Previous point l) ];

s) [ Previous point (m) ];

t) [ Previous paragraph (n) ];

u) [ Previous point (o) ];

v) "Critical functions", activities, services or operations whose disruption

may give rise, in one or several Member States of the Union

European, to the disruption of essential services for the economy or the

disturbance of financial stability due to size or quota

of the market of a credit institution or a group, to its

degree of external and internal interlinkage, its complexity or its

cross-border activities, with special emphasis on the

substitutability of these activities, services or operations;

w) [ Previous paragraph (p) ];

x) [ Previous point (q) ];

CHAIR OF THE COUNCIL OF MINISTERS

16

y) [ Previous point r) ];

z) [ Previous point (s) ];

aa) "Strategic business lines", the lines of business and services

associates representing the value of a credit institution, or

of the group of which it is a part, particularly in terms of results

and of value of the brand;

bb) "Micro, small and medium enterprises", the micro, small and medium

Undertakings in the actment of Article 2 of the Annex to Decree-Law

n. 372/2007 of November 6, as amended by the Decree-Law

n. 143/2009 of June 16;

cc) "Covered obligations", the obligations, particularly mortgages,

issued by a credit institution based in a Member State

of the European Union, when it results from its conditions of issuance that

the value by them represented is guaranteed by assets that cover

completely, up to the maturity of the obligations, the commitments

hence arising out of and which are affected by privilege to the reimbursement of the

capital and the payment of interest due in case of default

of the issuer.

dd) [ Previous point (t) ];

ee) [ Previous point u) ];

ff) [ Previous point (v) ] ;

gg) [ Previous point w) ];

hh) "System of institutional protection", a system that fulfils the

requirements set out in Article 113 (7) of the Regulation (EU)

CHAIR OF THE COUNCIL OF MINISTERS

17

No. 575/2013, of the European Parliament and of the Council, of June 26

of 2013;

ii) [ Previous point x) ];

jj) [ Previous point (y) ];

kk) "Financial Societies", the companies, with the exception of institutions

of credit, whose main activity consists in exerting at least

one of the activities allowed to the banks, with the exception of the fearage of

deposits or other reimbursable funds from the public, including the

investment firms and the financial institutions referred to in the

subparagraph ii ) of the paragraph y );

ll) [ Previous Article aa). ]

Article 6.

Types of financial companies

1-[...]:

a) The investment companies referred to in points a ) a d ) and g ) of paragraph 1

of Article 4;

b) ............................................................................................................. The

s financial institutions referred to in subparagraphs ii ) and iv ) of the paragraph z )

of Article 2, -A, in which they include:

i) ..................................................................................................... [

...];

ii) .................................................................................................... [

...];

iii) ................................................................................................... [

...];

CHAIR OF THE COUNCIL OF MINISTERS

18

iv) ................................................................................................... [

...];

v) .................................................................................................... [

...];

vi) ................................................................................................... [

...];

vii) ................................................................................................... [

...];

viii) [...];

ix) ................................................................................................... [

...];

x) .................................................................................................... [

...];

c) .............................................................................................................. [

...];

d) ............................................................................................................. [

...];

e) .............................................................................................................. [

...];

f) .............................................................................................................. [

...];

g) .............................................................................................................. [

...];

h) ............................................................................................................. [

...];

i) .............................................................................................................. [

CHAIR OF THE COUNCIL OF MINISTERS

19

...];

j) .............................................................................................................. [

...];

l) .............................................................................................................. [

...].

2-[...].

3-[...].

4-[...].

Article 14-The

[...]

1-[...].

2-[...].

3-[...].

4-In the event of dispensation, Chapters I and II of Title III, Chapter II-C of the

title VII, the paragraphs 9 and 10 of Article 116-AE and Title VII-A apply to the

set consisting of the central body and the institutions in it

affiliated.

Article 16.

[...]

1-[...].

2-[...].

3-A permission granted and the elements relating to obtaining the permit,

as well as the indication of the deposit guarantee system in which the

credit institution participates, are communicated to the Banking Authority

European.

CHAIR OF THE COUNCIL OF MINISTERS

20

4-[...].

5-[...].

6-[...].

Article 22.

[...]

1-[...].

2-[...].

3-[...].

4-A revocation of the authorisation granted to a credit institution with

registered office in Portugal that is a subsidiary of a cross-border group or a

parent company of a cross-border group is done in fulfillment of the

in the provisions of Articles 145-AI and 145.-AJ respects.

5-[ Previous Article No 4 ].

Article 33.

[...]

1-[...].

2-[...].

3-[...].

4-[...].

5-The provisions of paragraph 3 shall not apply to members of the governing bodies

and audit of credit institutions that benefit from financial support

extraordinary public and who have been designated specifically in the

context of that support.

6-[...].

CHAIR OF THE COUNCIL OF MINISTERS

21

7-[...].

8-[...].

9-[...].

10-[...].

11-[...].

Article 40-The

[...]

1-[...]:

a) [...];

b) [...];

c) [...];

d) [...];

e) Any decisions made in the framework of the exercise of powers of

supervision under Articles 116-C, 116.-D and 116.-AG;

f) [...].

2-[...].

3-[...].

4-[...].

5-[...].

Article 51.

[...]

CHAIR OF THE COUNCIL OF MINISTERS

22

1-A The institution of credit communicates, in writing, to the Bank of Portugal, with the

in advance of 30 days, any change of the elements referred to in the

points a ) a c ) and f ) of Article 49 (1).

2-[...].

Article 81.

[...]

1-[...]:

a) [...];

b) [...];

c) [...];

d) Supervisory and resolution authorities of the Member States of the

European Union, as to the information required for the financial year

respects the functions of supervision and resolution of institutions

of credit and financial institutions;

e) [...];

f) [...];

g) [...];

h) [...];

i) [...];

j) [...];

k) [...];

l) [...].

2-[...]:

a) [...];

CHAIR OF THE COUNCIL OF MINISTERS

23

b) [...];

c) [...];

d) [...];

e) The member of the Government responsible for the area of finance, when the

exchange of this information is related to the application of

resolution measures, as well as when respect to a decision or

matter which requires, pursuant to the law, the notification or consultation of that

member of the Government or may involve the use of funds

public.

3-The Bank of Portugal may exchange information, in the framework of agreements of

cooperation that there is concluded, with supervisory authorities of states

that are not members of the European Union, in a reciprocity regime,

as to the information necessary for supervision, on an individual basis or

consolidated, of credit institutions with registered offices in Portugal and the

institutions of an equivalent nature based in those states.

4-[...].

5-[...].

6-[...].

7-[...].

Article 115-D

Remuneration in credit institutions that benefit from financial support

extraordinary public

CHAIR OF THE COUNCIL OF MINISTERS

24

When credit institutions benefit from public financial support

extraordinary, the political respect of remuneration is still subject to the

following requirements during the intervening period:

a) [...];

b) [...];

c) The variable component of the remuneration of the collaborators of the

credit institution should be limited to a percentage of the profits

where this is necessary for the maintenance of a base of

solid own funds and for the timely cessation of support

public financial extraordinary.

Article 116-The

[...]

1-[...].

2-[...].

3-[...].

4-A The analysis and the assessment referred to in the preceding paragraph are updated by the

less annually for the credit institutions covered by the plan to

activities referred to in Article 116-AC.

5-[...].

6-[...].

Article 116-C

[...]

1-[...].

2-[...].

CHAIR OF THE COUNCIL OF MINISTERS

25

3-[...]:

a) [...];

b) [...];

c) [...];

d) Whose analysis and evaluation in accordance with the provisions of paragraph 5 of the article

116.-B and in paragraphs 6 and 7 of Article 116-AE reveal that the

non-compliance with the requirements for the application of the said methods

in those provisions may lead to own fund requirements

unsuitable;

e) [...];

f) [...].

4-[...]:

a) [...];

b) [...];

c) The result of the analysis and evaluation effected pursuant to the provisions of

in Articles 116-and 116.-AE;

d) [...].

Article 116-D

Recovery plans

1-Credit institutions that are not part of a group subject to

supervision on consolidated basis by a supervisory authority

CHAIR OF THE COUNCIL OF MINISTERS

26

of a Member State of the European Union shall draw up and submit to the

Bank of Portugal a recovery plan that identifies the measures

susceptible to being adopted to timely correcting a situation in

that a credit institution finds itself in financial imbalance, or

at risk of staying, notably when you check any of the

circumstances provided for in the proadmium of paragraph 1 or in Article 141 (2).

2-The recovery plan shall contain at least the following elements

informations:

a) Synthesis of its main elements, a strategic analysis and a

synthesis of the overall recovery capacity of the credit institution;

b) Synthesis of significant changes occurring at the credit institution

since the presentation of the previous recovery plan;

c) A communication and dissemination plan that describes the way in which the

credit institution intends to manage possible negative reactions from the

financial markets;

d) A set of measures to strengthen capital and liquidity

necessary to ensure or restore the viability and the situation

financial from the credit institution;

e) Estimation of the timetable for the implementation of each significant aspetal

of the plan;

f) Detailed description of any significant embarrassment to the

timely and effective execution of the plan, including the consideration of the

impact on the group, customers and the remaining counterparties;

CHAIR OF THE COUNCIL OF MINISTERS

27

g) Identification of the critical functions of the credit institution;

h) Detailed description of the processes for determination of value and

of the commercial viability of strategic business lines, operations

and assets of the credit institution;

i) Detailed description of the way in which the planning of the

recovery is integrated into the government structure of the institution of

credit, as well as the policies and procedures that regulate the

preparation, approval and implementation of the recovery plan and the

identification of the persons in the organization responsible for the preparation

and execution of the plan;

j) Mechanisms and measures to conserve or re-establish funds

own from the credit institution;

k) Mechanisms and measures to ensure that the credit institution has

adequate access to mode contingency funding sources

to ensure that they can continue to carry out their activities and

comply with their obligations as they win,

particularly potential sources of liquidity, an assessment of the

assets available to be provided in warranty and an assessment

of the possibility of transfer of liquidity between entities of the group

and lines of business;

l) Mechanisms and measures to reduce the risk and leverage of the

credit institution;

m) Mechanisms and measures for the restructuring of liabilities;

n) Mechanisms and measures to restructure lines of business;

o) Mechanisms and measures required to maintain continuous access to

infrastructure of financial markets;

p) Mechanisms and measures necessary to maintain functioning

CHAIR OF THE COUNCIL OF MINISTERS

28

continued of the operational processes of the credit institution,

including the infrastructure and services of technologies of

information;

q) Preparatory mechanisms to facilitate the disposal of assets or lines

of business within a time frame appropriate to the restoration of soundness

financial;

r) Other measures or management strategies to restore soundness

financial institution of the credit institution, as well as the potential effects

financial resulting from such measures or strategies;

s) Preparatory measures that the credit institution has adopted, or foresees

adopt, to facilitate the execution of the recovery plan,

particularly those necessary to enable the timely reinforcement of the

own funds from the credit institution;

t) A framework of indicators relating to the financial situation of the

credit institution, of a qualitative and quantitative nature, that are

periodic check-in, which assigns the aspets on the

what the measures referred to in the recovery plan may focus;

u) A set of recovery options, methodologies and

proper procedures to ensure the timely execution of the

recovery measures.

3-The recovery plan must take into account various scenarios

adverse macroeconomics and serious financial effort, appropriate to the

specific conditions of the credit institution, specifically events

systemic and specific effort situations of a given collective person

individualized or from groups.

CHAIR OF THE COUNCIL OF MINISTERS

29

4-The recovery plan should not assume access to financial support

extraordinary public.

5-Without prejudice to the provisions of the preceding paragraph, the recovery plan shall

include, where applicable, an analysis on the form and timing in which the

credit institution may request, under the conditions laid down in the plan, the

access to credit operations with the Bank of Portugal, owing yet

identify the assets that for this purpose can be provided in warranty.

6-The recovery plan must be approved by the board of the

credit institution concerned before it is submitted to the Bank of

Portugal.

7-The recovery plan should be reviewed and, if necessary, updated by the

credit institution:

a) With a periodicity not exceeding one year;

b) After the verification of any event pertaining to the legal organization-

society-making, operational structure, business model or the

financial situation of the credit institution, which can have an impact

relevant in the execution of the plan;

c) When you check any change in the assumptions used

for your elaboration that can have a relevant impact on the implementation

of the plan;

d) Whenever the Bank of Portugal requests it, on the grounds of the

points b ) or c ).

8-The content of the recovery plan does not bind the Bank of Portugal and

does not confer on third parties or to the credit institution any right to

implementation of the measures provided for therein, nor does it preclude from, under a

respect decision of the respective board of directors notified to the Bank of

CHAIR OF THE COUNCIL OF MINISTERS

30

Portugal in good time:

a) Take action under your recovery plan

regardless of the non-compliance of the relevant indicators;

b) Abstain from taking the measures provided for in the recovery plan if

such to prove disappropriate in the face of concrete circumstances.

9-If the credit institution obliged to submit to the Bank of Portugal an

recovery plan pursuant to the provisions of paragraph 1 to exercise a

financial intermediation activity or issue financial instruments

admitted to trading on regulated market, the Bank of Portugal

communicates to the Securities Market Committee the flat respect

of recovery.

10-Without prejudice to the provisions of paragraph 1, the Bank of Portugal may require the

presentation of a recovery plan to any other institution

subject to their supervision, depending on their relevance to the system

national financial, particularly the type provided for in Article 117.

11-The Bank of Portugal may establish, by notice, additional elements for

the recovery plans, as well as the procedures for the

presentation, maintenance and review of these plans.

12-[ Revoked ].

13-[ Revoked ].

14-[ Revoked ].

15-[ Revoked ].

Article 116-And

Simplified obligations in the drafting of the recovery plans

CHAIR OF THE COUNCIL OF MINISTERS

31

1-The Bank of Portugal may determine that certain institutions of

credit are subject to simplified obligations relatively to certain

aspements of the recovery plan, namely the contents of the plan of

recovery and the frequency of your update.

2-In the determination of the simplified obligations provided for in the preceding paragraph,

the Bank of Portugal considers cumulatively the following criteria

referring to the credit institution, safeguarding the principle of

proportionality:

a) Legal nature;

b) Shareholder structure;

c) Provision of the services and exercise of the investment activities to

Referring to Article 199;

d) Participation in an Institutional Protection System or in others

mutualized solidarity systems;

e) Size and systemic importance, in accordance with the provisions of the

points a ) and b ) of Article 138 (2)-B;

f) Risk profile and business model;

g) Scope, substitutability and complexity of your activities, services

or developed operations;

h) Degree of interconnection with other institutions or with the system

financial in general.

3-The Bank of Portugal can dispense, by warning, agricultural credit boxes

mutual fund associates of the Central Fund of Mutual Agricultural Credit of the

presentation of recovery plans pursuant to the provisions of the article

previous, owing to the Central Fund of Mutual Agricultural Credit to present the

recovery plan having by reference the Integrated Credit System

CHAIR OF THE COUNCIL OF MINISTERS

32

Mutual Agricultural.

4-The Bank of Portugal may specify, by warning, the model of analysis of the

criteria referred to in paragraph 2 and the procedures for the determination of

simplified obligations.

5-The Bank of Portugal may at any time revoke the decision of

application of simplified obligations relating to certain aspements of the plan of

recovery pursuant to the provisions of paragraphs 1 and 3.

6-Whenever the Bank of Portugal adopts a decision under the provisions of the

in n. paragraphs 1 or 3, informs the European Banking Authority of that fact.

Article 116-F

Evaluation of the recovery plan

1-The Bank of Portugal assesses the recovery plan within 180 days of

count of their presentation, with a view to the injuring of whether it was met the willing

in Article 116-D, as well as if it is expectable that:

a) The implementation of the proposed mechanisms can reasonably maintain

or re-establish the feasibility and financial situation of the institution of

credit or of the group to which it belongs, taking into account the measures

preparedics or adopted by each institution;

b) The plan and the specific options there contemplated may be

performed quickly and effectively in effort situations

financial, avoiding the maximum significant adverse effects on the

financial system, including scenarios that take other institutions from

credit to carry out recovery plans simultaneously.

2-The Bank of Portugal consults with the supervisory authorities of the states-

CHAIR OF THE COUNCIL OF MINISTERS

33

Members of the European Union in which branches are established

significant, to the extent that this is relevant to those branches.

3-When assessing the recovery plan, the Bank of Portugal takes into account,

particularly the suitability of the capital structure and financing of the

credit institution with respect to the degree of complexity of its

organizational structure and its risk profile and whether the recovery plan

contains measures that are susceptible to negatively affect the resolubility of the

credit institution.

4-The Bank of Portugal may determine, at any time, the provision of

supplemental information that it considers relevant for the evaluation of the

recovery plan in question.

5-If the Bank of Portugal considers that there are significant deficiencies in the

recovery plan, specifically the non-inclusion or incompleteness of

some of the elements of information provided for in paragraphs 2 and 5 of the

article 116-D or the inclusion of concrete indicators to which it relates to

point ( t ) of paragraph 2 of the same article which do not merit the concordance of the

Bank of Portugal , or significant embarrassments to the execution of the plan,

notifies the credit institution or the parent company of the group of that fact and

determines, listened to the institution, which this presents, within 60 days,

extendable for 30 days with the approval of the Bank of Portugal, a plan

revised that it demonstrates in what way these deficiencies or constraints

are solved.

6-Should the Bank of Portugal consider, after analysis of the information

CHAIR OF THE COUNCIL OF MINISTERS

34

complimentary provided by the credit institution pursuant to the

provisions of paragraph 4 and of the revised plan presented in the terms of the number

previous, which remain significant deficiencies in the plan, may

determine to credit institutions the introduction, within a reasonable time, of

specific changes to the plan that you consider necessary to ensure the

adequate fulfillment of the objective underlying the elaboration of the plan of

recovery under the provisions of paragraph 1 of Article 116.

7-Credit institutions must give compliance with the determination of the

Bank of Portugal provided for in the preceding paragraph through the presentation of

a changed recovery plan, within 30 days, which will behold the

specific changes determined by the Bank of Portugal.

8-The time frame provided for in paragraph 1 suspending itself until the time is provided

supplementary information, pursuant to the provisions of paragraph 4 and when

is not given compliance with the determinations of the Bank of Portugal

provided for in paragraphs 5 and 6.

Article 116-G

Unsuitability of the recovery plan

1-If the credit institution does not submit a revised recovery plan

or if the Bank of Portugal considers that it does not correct itself

adequately the shortcomings or potential constraints to their

impaired execution for the objectives referred to in paragraph 1 of the preceding Article and

that it is not possible to correct them by means of specific changes in the terms

of the provisions of paragraph 6 of the same article, the Bank of Portugal requires the

institution that indicates, within a reasonable time, the changes that may

introduce in your activity to correct those deficiencies and

embarrassments.

2-If the credit institution does not indicate the changes within the prescribed period or if the

Bank of Portugal understand that these are not suitable, the Bank of

CHAIR OF THE COUNCIL OF MINISTERS

35

Portugal may determine it, without prejudice to the competence of the organs

social of the institution, the implementation of the measures it deems necessary,

taking into consideration the severity of disabilities or constraints

identified and the impact of these measures on their activity, namely:

a) The reduction of the risk profile, including the risk of liquidity;

b) Timely funding measures of own funds;

c) The change in the financing strategy so as to strengthen the

resilience of strategic business lines and critical functions;

d) The review of the business strategy, notably by changing the

legal organization-societaria, the structure of government or the structure

operational, or those of the group in which the institution which falls;

e) The legal separation, at the level of the group in which the institution falls,

the financial activities of non-financial activities;

f) To the extent that it is possible, the segregation of the activities foreseen

in the points a ) a c ) of Article 4 (1) of the remaining activities of the

institution;

g) The restriction of the activities, operations or networks of balconies;

h) The reduction of the risk inherent in its activities, products and systems;

i) The communication of the additional information to the Bank of Portugal.

3-The provisions of the preceding paragraph shall not increase the possibility of application

by the Bank of Portugal of any corrective intervention measure

provided for in Article 141.

CHAIR OF THE COUNCIL OF MINISTERS

36

4-If the credit institution exercises a financial intermediation activity

or issue financial instruments admitted to trading on market

regulated, the Bank of Portugal communicates to the Market Committee of

Securities the determined measures that may have an impact on the

exercise of these activities.

5-[ Revoked ].

6-[ Revoked ].

7-[ Revoked ].

8-[ Revoked ].

Article 116-H

Group recovery plan

1-A parent company in the European Union of a group subject to supervision in

consolidated base by the Bank of Portugal shall present to the Bank of

Portugal a recovery plan having by reference the group in its

the whole, identifying the measures the implementation of which may be necessary at the level of

parent company and of each of the integrated subsidiaries in the perimeter respect of

supervision on consolidated basis.

2-The group recovery plan aims to achieve the stability of a group

as a whole, or from some of the group's institutions, when they are in

effort situation, so as to solve or eliminate the causes of that

disturbance and re-establish the financial situation of the group or of the

institutions concerned, while taking into account the financial situation

of other entities in the group.

CHAIR OF THE COUNCIL OF MINISTERS

37

3-When the Bank of Portugal is the supervisory authority responsible for the

supervision of subsidiaries of a parent company of a group based in a country

third or in the European Union, may require them to be drawn up and

presentation of a recovery plan on an individual basis, in cases in

that by joint decision with the supervisory authority on the basis of

consolidated if it checks the relevance of this plan in the context of the plan of the

group or, in the lack of joint decision in that sense, the relevance is

understood in a context of systemic importance in domestic scope.

4-Without prejudice to the provisions of Article 81, the Bank of Portugal, when it is a

supervisory authority responsible for the supervision of the group on the basis

consolidated, communicates, when it is the case, the recovery plan of

group:

a) To the relevant supervisory authorities referred to in Articles 135-B

and 137.-B;

b) To the supervisory authorities of the Member States of the Union

European in which significant branches are established, in the

measure in which this is relevant for each branch;

c) To the authorities of resolution of the subsidiaries.

5-The group recovery plan, as well as the plan drawn up for each

one of the branches in that integrated include:

a) The elements specified in Article 116-D;

b) The mechanisms that ensure the coordination and coherence of the

measures to be taken at the level of the parent company in the European Union, das

entities referred to in the ( g ) a m ) of Article 2-The established in the

European Union, of the financial institutions of the group established in the

European Union and which are subsidiaries of a credit institution, of

CHAIR OF THE COUNCIL OF MINISTERS

38

an investment company that pursues the activities foreseen in the

points c ) or f ) of Article 199 (1), with the exception of the service of

allotment without warranty, or of one of the entities provided for in points

g ) a m ) of Article 2 and which are covered by the supervision in

consolidated basis to which is subject to respect to parent company well

how the measures to be taken at the level of the subsidiaries and, if applicable, to the level

of the significant branches;

c) Where applicable, the measures adopted for financial support

intragroup in the terms of an intragroup financial support contract

concluded under the provisions of Article 116-R and following;

d) The various options for recovery that establish the measures to

adopt in the scenarios provided for in Article 116 (3) of the Article-D, including the

existing constraints to the implementation of the recovery measures

within the group , pursuant to the provisions of the paragraph f) of paragraph 2 of the

same article, including at the level of the entities covered by the plan ,

or operational or legal impediments relevant to a

quick transfer of own funds or the restructuring of

liabilities or assets within the group.

6-The group recovery plan must be approved by the organ of

administration of the parent company of the group subject to supervision on the basis of

consolidated before it is submitted to the Bank of Portugal.

7-It is applicable to the group recovery plan, with due adaptations, the

provisions of paragraphs 2 a to 7 and 16 of Article 116-D, in Article 116--E and in the article

previous.

Article 116-I

CHAIR OF THE COUNCIL OF MINISTERS

39

Evaluation of the group recovery plan

1-The Bank of Portugal, as the supervisory authority responsible for the

exercise of the supervision on a consolidated basis, in conjunction with the

supervisory authorities responsible for the supervision of the subsidiaries of the

parent company in the European Union and with the supervisory authorities of the

significant branches, to the extent that this is relevant to those

branches, after consultation with the supervisory authorities referred to in the article

135.-B, should analyze the group recovery plan, taking in view

check if it was complied with the provisions of the previous article.

2-A The analysis referred to in the preceding paragraph shall be made, with due adaptations, of

agreement with the procedure and criteria set out in Articles 116-F and

116.-G and takes into account the potential impact of the recovery measures

for financial stability in all Member States of the Union

European where the group exerts its activity.

3-The Bank of Portugal, as the supervisory authority responsible for the

exercise of supervision on a consolidated basis or as an authority of

supervision of some subsidiary of a parent company in the European Union, must

search, within 120 days from the date of the delivery of the plan of

group recovery pursuant to the provisions of the previous article, take a

joint decision with the remaining relevant supervisory authorities, about:

a) The analysis and evaluation of the group recovery plan;

b) The need to draw up individual recovery plans for the

credit institutions that are part of the group; and

c) The implementation of the measures referred to in paragraphs 4 a to 6 of Article 116-F and in the

CHAIR OF THE COUNCIL OF MINISTERS

40

article 116 .º-G.

4-The Bank of Portugal may request the European Banking Authority to

assist the supervisory authorities in the joint decision-making process

referred to in the previous number.

5-The Bank of Portugal, as the supervisory authority responsible for the

supervision on consolidated basis, in the lack of a joint decision of the

supervisory authorities on the subjects referred to in paragraph 3, takes a

individual decision on such issues, within 120 days of the

date of submission of the plan, taking into account the opinions and reservations

expressed by the remaining supervisory authorities and notifies the parent company

in the European Union and the remaining supervisory authorities, of its decision.

6-The Bank of Portugal, as the supervisory authority responsible for the

supervision of subsidiaries of the group, in the lack of a joint decision of the

supervising authorities within 120 days from the date of

presentation of the recovery plan, makes an individual decision on:

a) The need to draw up specific recovery plans for the

credit institutions subject to their supervision; and

b) The implementation of the measures referred to in Article 116 (4 a) (6)-

F and Article 116-G, at the level of the subsidiaries.

7-If, before the end of the time limits provided for in paragraph 5 or in the preceding paragraph, or

of the adoption of a joint decision, any of the supervisory authorities

CHAIR OF THE COUNCIL OF MINISTERS

41

involved has submitted to the European Banking Authority an issue

on some of the subjects provided for in points a) a c) of the Article 2 (2)

116.-G, pursuant to the provisions of Article 19 of the Regulation (EU)

No. 1093/2010, of the European Parliament and of the Council, of November 24

of 2010, the Bank of Portugal, as the responsible supervisory authority

by supervision on a consolidated basis or supervisory authority of

any of the subsidiaries of the parent company in the European Union, must wait for the

decision to be adopted by the European Banking Authority and makes its decision to

agreement with the decision taken by the same.

8-In the absence of a decision of the European Banking Authority within 30

days, the decision of the Bank of Portugal applies, in the cases provided for in the

n. ºs 5 and 6.

9-The Bank of Portugal can make a joint decision with the rest

non-discordant supervisory authorities regarding the decision

joint pursuant to the provisions of paragraph 6.

10-A The joint decision referred to in paragraph 3 and the preceding paragraph, and the

individual decisions made by the supervisory authorities in the absence of the

joint decision referred to in paragraphs 5 a to 8, are recognized as final

by the Bank of Portugal.

Article 116-J

Resolution plan

1-The Bank of Portugal, after consultation with the authorities of resolution of the

legal ordinances in which branches are established

significant, to the extent that this is relevant to those branches, well

as to the European Central Bank in cases where this is, under the terms of

applicable legislation, the supervisory authority of the credit institution at

CHAIR OF THE COUNCIL OF MINISTERS

42

cause, it draws up a resolution plan for each credit institution that

do not be part of a group subject to supervision on a consolidated basis by

part of a supervisory authority of a Member State of the Union

European.

2-The resolution plan shall provide for the susceptible resolution measures of

be applied when the credit institution meets the requirements for

the implementation of resolution measures provided for in Article 145 (2)--E and

should take into account relatively probable occurrence scenarios and of

significant impact on the credit institution, including the possibility of the

insolvency situation to be idiosyncratic or, instead, occur in periods

of more widespread financial instability or systemic events.

3-The resolution plan shall be drawn up on the assumption that, when

of the implementation of resolution measures, no mechanisms will be used:

a) Extraordinary public financial support, in addition to the use of the

support provided by the Resolution Fund;

b) Ceding liquidity in emergency by the Bank of

Portugal;

c) Ceding liquidity by the Bank of Portugal under conditions no

conventional in terms of constitution of guarantees, of term and of

interest rate.

4-The resolution plan shall contain the following elements, presented,

CHAIR OF THE COUNCIL OF MINISTERS

43

where possible and appropriate, in a quantified manner:

a) The synthesis of the main elements of the plan;

b) The synthesis of the significant changes that occurred at the institution of

credit since the last time information was submitted,

concerning your legal organization-societary, to its structure

operational, the business model or the financial situation of the

credit institution, which can have a relevant impact on the

execution of the plan;

c) The explanation of the way in which critical functions and lines of business

strategic can be legal, economical and operationally

separate, to the extent necessary, from other functions, in order to

ensure its continuity after the verification of a situation of

insolvency of the credit institution;

d) The estimation of the timetable for the implementation of each aspeto

significant of the plan;

e) The detailed description of the assessment of the resolubility, effectuated in the

terms of the provisions of Article 116;

f) The description of the necessary measures, under Article 116-P, for

eliminate the constraints to the resolubility identified in the

sequence of the assessment effected pursuant to the provisions of the article

116.-O;

g) The indication of the value and commercial viability of critical functions and

CHAIR OF THE COUNCIL OF MINISTERS

44

strategic business lines and the assets of the credit institution,

as well as the description of the respects processes of determination;

h) The detailed description of the existing internal processes in the

credit institution intended to ensure that the information to

provide in accordance with the provisions of Article 116 (1) of the Article 116.

updated and can be sent to the Bank of Portugal whenever

this one requests it;

i) The explanation of how the implementation of resolution measures

can be financed without presupposing the resource to the use of the

mechanisms provided for in the previous number.

j) The analysis on the form and timing of which the credit institution

may apply for access to credit operations with the Bank of

Portugal and the identification of the assets that to that effect may be

provided in warranty;

k) The detailed description of the different resolution strategies

that can be applied in function of the different possible scenarios

and the applicable deadlines;

l) The description of the relevant interdependence relationships;

m) The description of options aimed at preserving access to services

of payments and settlement and other infrastructure, as well as the

assessment of the portability of customer positions;

n) The analysis of the impact of the implementation of the planned resolution measures

CHAIR OF THE COUNCIL OF MINISTERS

45

in the plan in the situation of the workers of the credit institution,

including an assessment of the costs of that impact, and the description of the

consultation procedures of collective representation structures

of workers during the resolution process;

o) A communication plan with the media and

with the public;

p) The minimum requirement of own funds and eligible credits required

pursuant to the provisions of Article 145 (1) and the deadline for

reach that level;

q) If applicable, the percentage of the minimum requirement of own funds and

eligible credits to be met through contractual instruments

of internal recapitalisation pursuant to the provisions of the provisions of paragraphs 1 and 9 of the

article 145-Y and the deadline to reach that level;

r) The description of the operations and the essential systems to maintain the

operational processes of the credit institution in operation

continuous;

s) If applicable, the views expressed by the credit institution as

to the elements of the resolution plan that have been

transmitted.

5-The Bank of Portugal transmits the information referred to in para. a ) from the

previous number to the credit institution concerned.

6-The resolution plans are reviewed and, if necessary, updated:

a) With a periodicity not exceeding one year;

b) After the verification of any event pertaining to the legal organization-

CHAIR OF THE COUNCIL OF MINISTERS

46

society-making, operational structure, business model or the

financial situation of the credit institution, which can have an impact

relevant in the implementation of the plans;

c) When you check any change in the assumptions used

for your elaboration that can have a relevant impact on the implementation

of the plan.

7-For the purposes of the provisions of the b ) of the previous number, the institutions of

credit communicate immediately to the Bank of Portugal any event that

require the revision or update of the resolution plan.

8-The content of the resolution plans does not bind the Bank of Portugal and not

confers to third parties or to the credit institution any right to the execution

of the measures laid down therein.

9-The Bank of Portugal may not draw up autonomous resolution plans

for the associated mutual agricultural credit boxes of the Central Box of

Mutual Agricultural Credit whenever it considers sufficient the preparation of

a joint resolution plan for the same, having by reference the

Integrated System of Mutual Agricultural Credit, informing the Authority

European banking whenever you make this decision.

10-If the institution of credit object of the resolution plan exercises a

financial intermediation activity or issue financial instruments

admitted to trading on regulated market, the Bank of Portugal

communicates to the Securities Market Committee the respect of the

resolution plan.

CHAIR OF THE COUNCIL OF MINISTERS

47

11-The Bank of Portugal transmits the resolution plans that it elaborating, well

like any changes to the same, to the supervisory authorities

relevant.

Article 116-K

Group resolution plan

1-The Bank of Portugal, as a resolution authority at the group level,

elabora and updates, together with the resolution authorities of the subsidiaries of the

group within the framework of resolution colleges, and after consultation with the authorities of

resolution and supervision of the legal ordinances in which they are

established significant branches, to the extent that this is relevant

for such branches, the relevant supervisory authorities and the authorities

of resolution of the Member States of the European Union in which it is

established a financial company, mixed financial company or

mixed company of the group, or the parent company of credit institutions of the

group, in cases where such a parent company is a financial company-

mother in the European Union, or a joint financial company-mother in the Union

European, a group resolution plan for each group subject to their

supervision on consolidated basis.

2-In the elaboration and updating of the group resolution plans, the Bank of

Portugal, as a resolution authority at the group level, may also

consult with the resolution authorities of the third countries in whose

legal planning the group has established subsidiaries, companies

significant financial or branch offices, provided that those authorities comply

CHAIR OF THE COUNCIL OF MINISTERS

48

the confidentiality requirements set out in Article 145-AO.

3-The group's resolution plan is adopted by joint decision of the

resolution authority at the level of the group and the resolution authorities of the

group subsidiaries, which must be taken within 120 days of the date

of transmission by the resolution authority at the group level of the

information necessary for the drafting of the group's resolution plan,

received pursuant to the provisions of paragraph 1 of Article 116.

4-The Bank of Portugal may request the European Banking Authority to

assist the resolution authorities in the joint decision process referred to

in the previous number.

5-The Bank of Portugal, as a resolution authority at the group level, in the

lack of a joint decision in accordance with the provisions of paragraph 3, takes a

individual decision on the group resolution plan and communicates it to the

parent company in the European Union, and this decision shall be substantiated and

take the opinions and reserves of the remaining resolution authorities into account.

6-The Bank of Portugal, as the responsible resolution authority for

any of the subsidiaries of the parent company in the European Union, in the absence of a

joint decision in accordance with the provisions of paragraph 3, makes a decision

individual and elabora and updates a resolution plan for the entities with

headquartered in Portugal, substantiating it and exposing the reasons for the disagreement

with the proposed group resolution plan and listening to the opinions and the

reserves of the remaining supervisory and resolution authorities, notifying

the remaining members of the college of resolution of its decision.

7-If, prior to the making of the joint decision referred to in paragraph 3 and during the period

there established, some of the resolution authorities have submitted to the

European Banking Authority issues in the terms provided for in Article 19 para.

of Regulation (EU) No 1093/2010, of the European Parliament and of the

Council, of November 24, 2010, the Bank of Portugal, as

CHAIR OF THE COUNCIL OF MINISTERS

49

resolution authority at the group level or as a resolution authority

of some of the subsidiaries of a parent company in the European Union, awaits for

decision to be taken by the European Banking Authority and makes its decision in

compliance with the decision taken by the same.

8-In the absence of a decision of the European Banking Authority within 30

days, applies to the decision of the Bank of Portugal as the authority of

resolution at the group level, in the case provided for in paragraph 5, and of authority of

resolution of some of the subsidiaries of a parent company in the European Union, in the

case provided for in paragraph 6.

9-The Bank of Portugal may object to that the European Banking Authority

pay the assistance referred to in paragraph 7 should you consider that the subject matter of

disagreement can somehow collide with responsibilities

budget of the country.

10-The Bank of Portugal, as the resolution authority of some of the subsidiaries of

a parent company in the European Union, may make a joint decision

with the remaining branch-resolution authorities who do not disagree with us

terms of the provisions of paragraph 3 on a resolution plan of the group that

cover the entities concerned.

11-The joint decisions referred to in paragraph 3 and the preceding paragraph and the

individual decisions to which refer to paragraphs 5 and 6, when taken by

other resolution authorities in the lack of the joint decision referred to in the

n. 3, are recognized as final by the Bank of Portugal.

12-Should joint decisions be adopted pursuant to the provisions of paragraphs 3 and

10 and the Bank of Portugal consider that an issue object of disagreement

regarding group resolution plans may have an impact on the

CHAIR OF THE COUNCIL OF MINISTERS

50

budgetary responsibilities of the country, must, as a resolution authority

Group level, reevaluate the group resolution plan, including the

minimum requirement of own funds and eligible credits.

13-The Bank of Portugal, as a resolution authority at the group level,

transmits the group's resolution plan, as well as any changes to the

even, to the relevant supervisory authorities.

14-Group resolution plans must be reviewed and, if necessary,

updated:

a) With a periodicity not exceeding one year;

b) After the verification of any event pertaining to the legal organization-

society-making, operational structure, business model or the

financial situation of the group, or of any entity of the group, which

may have a relevant impact on the implementation of the plan;

c) When you check any change in the assumptions used

for your elaboration that can have a relevant impact on the implementation

of the plan.

15-Addressing a group that includes entities that exercise activities of

financial intermediation or issue financial instruments admitted to the

trading on regulated market, the provisions of paragraph 10 of the

article 116-J.

Article 116-L

Scope of the group resolution plan

1-The group resolution plans referred to in the previous article shall

include a plan for the resolution of the group as a whole through the application

of resolution measures at the level of the parent company in the European Union, and a

plan that provides for the separation of the group and the implementation of measures of

resolution to its subsidiaries.

CHAIR OF THE COUNCIL OF MINISTERS

51

2-Group resolution plans must:

a) Define possible resolution measures to be applied to the parent company in the

European Union, the subsidiaries of the parent company in the European Union and the

subsidiaries established in third countries, to the entities referred to in

points g ) a m ) of Article 2-The established in the European Union, to

financial institutions of the group established in the European Union and

that are branch offices of a credit institution, of a company of

investment that pursues the activities provided for in the ( c ) or f ) from the

n Article 199 (1), with the exception of the service of allotment without

warranty, or of one of the entities provided for in points g ) a m ) from the

article 2, and which are covered by the supervision on the basis of

consolidated to which is subject to parent company-mother's respect;

b) Contain the analysis of the extent to which the powers and measures of

resolution can be applied and exerted in a coordinated manner to

group entities established in the European Union, including

measures to facilitate the acquisition by third parties of the Group's ensemble,

of lines of business or separate activities developed by a

or various group entities;

c) Identify potential constraints to a coordinated resolution;

d) Should a group include subsidiaries established in third countries,

identify appropriate cooperation and coordination mechanisms with

relevant authorities of these third countries and the implications of the

resolution in the European Union;

e) Identify necessary measures to facilitate the resolution of the group

CHAIR OF THE COUNCIL OF MINISTERS

52

when the conditions for the triggering are met,

in particular the legal, economic and operational separation of

specific functions or lines of business;

f) Define supplementary measures that it intends to apply in the resolution

of the group;

g) Identify how the resolution measures might be

funded and, if necessary, establish principles for the sharing of

responsibilities among the sources of funding in the different

Member States of the European Union concerned that they have on the basis

equitative and balanced criteria and take into account the

provisions of Article 145-AK and the impact on financial stability

of those Member States;

h) Describe in detail the assessment of the resolvability effected in the

terms of the provisions of Article 116.

3-The group's resolution plan shall be drawn up on the assumption that,

when the implementation of resolution measures will not be used

mechanisms of:

a) Extraordinary public financial support, in addition to the support provided

by the Resolution Fund and the remaining national mechanisms of

funding for the resolution of each of the entities that do

part of the group;

b) Ceding liquidity in emergency by the Bank of

Portugal or by other central banks;

c) Lending of liquidity by the Bank of Portugal or by other banks

central to unconventional conditions in terms of constitution

of guarantees, of term and of interest rate.

CHAIR OF THE COUNCIL OF MINISTERS

53

4-A The parent company of a group subject to supervision on a consolidated basis by

part of the Bank of Portugal should report to this the set of information

elenced in paragraph 1 of the following article, and this information shall be concerning the

own parent company and to each entity of the group, including those referred to in

points g ) a m ) from article 2.º-A.

5-The Bank of Portugal, as a resolution authority at the group level,

transmits the information received in the terms of the provisions of the number

previous, provided that the confidentiality requirements are ensured

established in Article 145-AO:

a) To The European Banking Authority;

b) To the resolution authorities of the group's subsidiaries;

c) To the authorities for the resolution of the legal ordinances in which

are established significant branches, to the extent that such

is relevant to these branches;

d) To the relevant supervisory authorities referred to in Articles 135-B

and 137.-B; and

e) To the authorities of resolution of the Member States of the Union

European where the entities referred to in the European Union are established

points g ) a m ) from article 2.º-A.

6-Regarding the information relating to subsidiaries of the group established in

third countries, the Bank of Portugal, as a resolution authority at the level

of the group, only transmits this information with the consent of the

supervisory authority or the resolution authority of the third country in

CHAIR OF THE COUNCIL OF MINISTERS

54

cause.

7-The resolution plan of a group should not provide for an impact

disproportional in any Member State of the European Union.

Article 116-M

Reporting duties of information for elaboration of the plans of

resolution

1-For the purposes of the elaboration, revision or updating of the resolution plans

provided for in Articles 116-J and 116.-K, the credit institution or the company-

mother of the group concerned must report to the Bank of Portugal the following

elements:

a) Detailed description of the organisational and society-technical structure of the

credit institution and, where it is the case, of the parent and the

other entities of the group to which it belongs, including an organogram

and a list of all entities, with identification of the holders and the

percentage of the direct social shareholdings, with and without the right of

vote, in each identified entity;

b) Location, legal planning where it was constituted and description of the

social object of each of the entities identified in the (

previous;

c) Identification of the administrators of each entity identified in the

point ( a );

d) Identification of the supervisory authority and the authority of

resolution of each entity identified in the paragraph a );

e) Identification of critical functions and strategic business lines of

each entity identified in the ( a ) and brief description of the criteria

that served as a basis of that classification, with an indication of the first

responsible for the same;

CHAIR OF THE COUNCIL OF MINISTERS

55

f) Identification of the portfolios of assets, liabilities, and positions in

off-balance-sheet risk associated with the critical functions and lines of

strategic business, with indication of the respective amount of respect, for each

entity referred to in paragraph a );

g) Stratification of the liabilities of the entities identified in the a )

second the settlement scheme provided for in the applicable law, with

segregation by guaranteed debt, unsecured debt and debt

subordinate, and discrimination of the amounts, by intervals of

maturity, between short, medium and long term;

h) Identification of eligible claims, pursuant to the provisions of the paragraph

a ) of Article 145 (1)-U;

i) Identification, by critical functions and strategic business lines, of the

major counterparties of the entities identified in the a ), well

as the analysis of the impact on the financial situation of these of the eventual

insolvency of each identified counterparty;

j) Description of the materially risk coverage strategy

relevant associated with each critical operation and line of business

strategic, by each entity identified in the ( a ) and

corresponding alignment with the underlying business strategy;

k) Identification of the processes required to determine in favour of

who the entities identified in the ( a ) have constituted guarantees, the

person who holds the goods provided in warranty and which the

legal ordinances in which these goods are located;

l) Description of the possible sources of liquidity for support for the application of

resolution measure;

CHAIR OF THE COUNCIL OF MINISTERS

56

m) Information as to the burdensome assets, net assets, activities

extrapatrimonals and coverage strategies for each entity

identified in point (a);

n) Identification of the existing interconnections and interdependencies between the

several entities identified in the a ), specifically at the level of:

i) systems, facilities and personnel;

ii) capital mechanisms, financing or liquidity;

iii) existing or contingent credit risks;

iv) contragarantia contracts, cross-guarantee, provisions in

cross-compliance matter and conventions of

compensation and novation between subsidiaries;

v) risk and purchase and sales transfer contracts

symmetric ( back-to-back transactions ); and

vi) service level agreements;

o) Each system in which the entities identified in the a ) carry out

a significant number of operations, with discrimination by

entities, critical functions, and strategic business lines;

p) Each system of payments, clearing or settlement of which the

entities identified in the ( a ) are part, direct or

indirectly, with discrimination by entities, critical functions and

strategic business lines;

CHAIR OF THE COUNCIL OF MINISTERS

57

q) Detailed inventory and description of the main systems of

management information used by the entities identified in the

a ), including those for risk management, accounting and reporting

financial and regulatory, with discrimination by entities,

critical functions and strategic business lines;

r) Identification of the owners of the systems identified in the

previous, associated service level agreements and programs, systems

or computer licenses, with discrimination by entities, functions

criticism and strategic business lines;

s) Identification of contracts concluded by the identified entities

in the paragraph a ) that can be resolved in the context of the application of a

resolution measure, with indication as to whether the consequences of the

respect for resolution may affect the implementation of the resolution measures;

t) Identification and contact of members of the governing bodies

of the various entities identified in the a ) responsible for providing

the information necessary for the drafting of the resolution plan, well

as of those responsible for the different critical functions and lines of

strategic business;

u) Description of procedures designed to ensure, in the event of

resolution, the timely availability of all information that the

Bank of Portugal request for understanding necessary for application

of the resolution measures.

CHAIR OF THE COUNCIL OF MINISTERS

58

2-The Bank of Portugal may determine at any time that the

credit institution or the parent company of a group subject to its

supervision on a consolidated basis pay, within the reasonable time frame the Bank of

Portugal fixtures, all clarifications, information and documents,

regardless of the nature of your support, and inspect your

establishments, examine the writing on site and extract copies and trassides of

all the relevant documentation.

3-Case the Bank of Portugal does not draw up, pursuant to the provisions of paragraph 9 of the

article 116-J, autonomous resolution plans for the credit boxes

associated mutual agricultural of the Central Fund of Mutual Agricultural Credit,

may dispense with such institutions of the duty of communication referred to in the n.

1, notwithstanding being the Central Fund for Mutual Agricultural Credit obliged to

report such information with respect to its associates having on the basis

the Embedded System of the Mutual Agricultural Credit.

4-Without prejudice to the emergent counterordinational liability of that

conduct, if the credit institution or the parent company of a group subject to

supervision on consolidated basis on the part of the Bank of Portugal not sending

to the Bank of Portugal the informative elements necessary for the elaboration,

review or update of the respective resolution plan, or not to provide the

additional information requested pursuant to the provisions of paragraph 2

within the defined period, the Bank of Portugal may determine the application of the

corrective measures provided for in Article 116-C that show appropriate to

prevent the risks associated with this omission.

Article 116-N

Partial dispensation of the duty of communication of information for elaboration of the

CHAIR OF THE COUNCIL OF MINISTERS

59

resolution plans

1-The Bank of Portugal can partially dispense with certain institution

of credit or group parent company subject to their supervision on the basis of

consolidated of the duty of communication of information for elaboration of the

respect for resolution plan or group resolution plan, having in

account:

a) The legal nature;

b) The shareholder structure;

c) The provision of the services and exercise of the investment activities to

Referring to Article 199;

d) Participation in an Institutional Protection System or in others

mutualized solidarity systems;

e) The systemic size and importance, according to the provisions of the

points a ) and b ) of Article 138 (2)-B;

f) The risk profile and business model;

g) The scope, substitutability and complexity of its activities,

services or developed operations;

h) The degree of interconnection with other institutions or with the system

financial in general;

i) The impact that your insolvency and subsequent settlement process,

under the terms of the settlement scheme provided for in the applicable law, may

have in the financial markets, in other institutions, in the conditions of

funding or the economy in general.

2-Whenever the Bank of Portugal grants waivers under the provisions of the

in the preceding paragraph, may elaborate, for such credit institutions or

groups, a resolution plan that does not include all the elements predicted

CHAIR OF THE COUNCIL OF MINISTERS

60

in Article 116 (4)-J, informing the European Banking Authority of the

waivers granted and the simplified plans it has drawn up.

3-The Bank of Portugal may specify, by warning, the model of analysis of the

criteria referred to in paragraph 1 and the procedures for the granting of

waivers.

4-The Bank of Portugal may, at any time, revoke its decision to

dispensation pursuant to the provisions of paragraph 1.

Article 116-The

Evaluation of the resolubility of credit institutions and groups

1-A credit institution or a group is considered to be passable

if the Bank of Portugal considers enforceable and credible its settlement in the

terms of the law or the application of a measure of resolution, which allows

ensure the continuity of critical functions developed by the institution

of credit or by the entities of the group, avoiding as much as possible,

significant adverse consequences, including situations of instability

more widespread financial or systemic events for the financial system

national, of other Member States of the European Union or of the Union

European.

2-The Bank of Portugal, whenever it elaborating and updating the plans of

resolution, assesses the resolubility of a credit institution, having in

consideration of the following:

a) The capacity of the credit institution to discriminate against the lines of

strategic business and the critical functions developed by each

of the collective people of the group;

CHAIR OF THE COUNCIL OF MINISTERS

61

b) The alignment of legal, society-based and operational structures with

strategic business lines and critical functions;

c) The existence of mechanisms that ensure human resources, the

infrastructure, financing, liquidity and capital needed to

support and maintain strategic business lines and critical functions;

d) To what extent it will be possible, in the event of the implementation of measures of

resolution, ensure that the credit institution will not need to

have recourse to mechanisms of extraordinary public financial support,

in addition to the use of the support provided by the Resolution Fund, à

cedence of liquidity by the Bank of Portugal in a situation of

emergency, or the ceding of liquidity by the Bank of Portugal in

unconventional conditions in terms of constitution of guarantees,

of term and interest rates;

e) To what extent it will be possible, in the event of a resolution, to ensure

validity and effectiveness of contracts for the provision of services concluded

by the credit institution;

f) To what extent the structure of government of the credit institution is

appropriate to manage and ensure compliance with internal policies of the

institution with respect to its level of service agreements;

g) To what extent the credit institution has processes that

allow the transition of services provided to third parties under the

service level agreements, in the event of separation of critical functions

or of the strategic business lines;

h) To what extent there are plans and contingency measures for

ensure continuity of access to payment systems and

settlement;

i) Suitability of management information systems to ensure that

CHAIR OF THE COUNCIL OF MINISTERS

62

resolution authorities can obtain exact information and

complete with respect to strategic business lines and the

critical functions, in such a way as to facilitate a speedy decision-making process;

j) The capacity of the management information systems to provide the

essential information for the effective resolution of the institution of

credit at any time, even under conditions of celere

change of conditions;

k) To what extent the credit institution has assessed the suitability of its

management information systems, through the realization of tests with

basis in effort scenarios defined by the Bank of Portugal;

l) To what extent the credit institution is able to secure the

continuity of its management information systems, whether

relatively to the institution to be resolved as to a new institution to

create, in the case of critical functions and strategic business lines

be separated from the remaining functions and lines of business;

m) To what extent the credit institution has established mechanisms

appropriate to ensure the provision to the Bank of Portugal and to

remaining too many resolution authorities of the information required to

identification of their depositors and the amounts secured by the

Deposit Guarantee Fund, within the limit set out in the

article 166;

n) In case of provision of intra-group guarantees, to what extent those

guarantees are premised on market conditions and the systems of

risk management associated with them are solid;

o) In case of celebration by the group of purchase and sale agreements

CHAIR OF THE COUNCIL OF MINISTERS

63

symmetric ( back-to-back transactions ), to what extent these agreements are

celebrated in market conditions and the risk management systems

associated with them are solid;

p) To what extent the provision of intragroup guarantees or operations

symmetric accounting ( back-to-back booking transactions ) increases the

contagion within the group;

q) To what extent the legal structure of the group limits the application of

resolution measures as a result of the number of entities, of the

complexity of the structure of the group or the difficulty in identifying

which entities of the group exercise each of the business lines of the

group;

r) The amount and type of eligible credits from the credit institution;

s) Should the assessment involve a mixed financial company, where

measure the resolution of group entities that are institutions of

credit or financial institutions established in the European Union and

that are branch offices of a credit institution, of a company of

investment that pursues the activities provided for in the ( c ) or f ) from the

n Article 199 (1), with the exception of the service of allotment without

warranty, or of one of the entities provided for in points g ) a m ) from the

article 2, and which are covered by the supervision on the basis of

consolidated to which is subject to the parent company's respect, may have

negative impact on the non-financial part of the group;

t) The existence and soundness of the service level agreements;

u) To what extent the authorities of third countries have the

resolution instruments required to support the measures of

resolution adopted by the resolution authorities of the European Union,

as well as the possibility to perform coordinated measures between

these and the authorities of third countries;

CHAIR OF THE COUNCIL OF MINISTERS

64

v) Suitability of the application of resolution measures to their purposes,

taking into account the available measures and the structure of the institution of

credit;

w) To what extent the structure of the group allows the Bank to

Portugal proceed to the resolution of the group as a whole or of its

entities without provoking significant negative consequences in the

financial system, in confidence in the market or in the economy and having

in view to value to the fullest the group as a whole;

x) Mechanisms and means by which the resolution could be

facilitated in the case of groups with branches established in various

legal ordinances;

y) Credibility of the adoption of resolution measures in accordance with the

your goals, taking into account the possible consequences on the

creditors, workers, customers and counterparties, as well as the

possible measures that may be carried out by authorities of

third countries;

z) To what extent the consequences of the resolution of the institution of

credit on the financial system and on trust in the markets

financial can be assessed in an appropriate manner;

aa) To what extent the resolution of the credit institution may cause

significant negative consequences in the financial system, in the

confidence in the market or economy;

bb) To what extent the contagion to other credit institutions or to the

financial markets can be contained through the application of

measures and powers of resolution;

cc) To what extent the resolution of the credit institution may cause

CHAIR OF THE COUNCIL OF MINISTERS

65

a significant effect on the operation of the systems of

payment and settlement.

3-To the assessment of the resolubility of groups applies, with the necessary

adaptations, the provisions of the preceding paragraph, and such assessment shall be

always weighted by the colleges of resolution referred to in Article 145-

AG.

4-Should a credit institution or a group not be considered

passable in resolution, the Bank of Portugal notifies the Banking Authority

European from that fact.

Article 120.

[...]

1-[...].

2-[...].

3-[...].

4-[...].

5-[...].

6-[...].

7-[...].

8-[...].

9-[...].

10-The Bank of Portugal may require credit institutions to retain

detailed records relating to the financial contracts in which

intervene as part or any other title.

11-The Bank of Portugal may establish, by notice, rules on the duration, the

content and the file mode of the records referred to in the previous number.

CHAIR OF THE COUNCIL OF MINISTERS

66

Article 129-B

[...]

1-Credit institutions meet the obligations provided for in Chapter II-C

of Title VII and in paragraphs 9 and 10 of Article 116-AE, on an individual basis, save

dispensation by the Bank of Portugal from the application of prudential requirements in

individual basis, pursuant to the provisions of Article 7 of the Regulation (EU)

n 575/2013, of the European Parliament and of the Council, of June 26 of

2013.

2-[...].

3-[...].

4-The obligations set out in Articles 116, 116.-A to 116.-C and 116.

116.-AI is complied with, on an individual or consolidated basis, pursuant to the

provisions of Articles 6 to 24 of Regulation (EU) No 575/2013 of the

European Parliament and of the Council of June 26, 2013.

5-[...].

Article 135-C

[...]

1-[...].

2-[...].

3-[...].

4-[...].

5-[...].

6-[...].

7-[...].

8-[...].

CHAIR OF THE COUNCIL OF MINISTERS

67

9-[...].

10-[...].

11-The decisions referred to in paragraphs 1, 4 and 5 are updated annually or,

in excectional circumstances, where the competent authority

responsible for the supervision of the subsidiaries of a credium institution-mother of the

European Union, of a financial company company of the European Union or

of a mixed financial company-mother of the European Union present by

written a duly reasoned request to the responsible authority

by consolidated supervision in the sense of updating the decision on

the implementation of the corrective measures provided for in Article 116 (3)-C or the

decision on specific liquidity requirements in the terms of the provisions of the

article 116-AG.

12-[...].

Article 138-C

[...]

1-The provisions of this Title shall not apply to investment firms

who do not find themselves allowed to provide the services and activities of

trading investment on its own and from firm outlet or

allotment with guarantee of financial instruments, in the acea,

Respect from the points c ) and f ) from Article 199 (1)-A,

in particular the investment companies referred to in points b ) a d ) from the

n. 1 of Article 4.º-A.

CHAIR OF THE COUNCIL OF MINISTERS

68

2-[...].

3-[...].

Article 141.

[...]

1-When a credit institution does not comply, or is at risk of no

comply, legal or regulatory standards that discipline their activity, the

Bank of Portugal may determine the application of the following measures, in a

term it considers appropriate, taking into account the general principles

set out in Article 139:

a) Elaboration and presentation, by the body of the institution of the institution

of credit, of an action program that identifies and proposes

calendarized solutions with a view to ensuring compliance or

eliminate the risk of failing to comply, legal or regulatory standards that

discipline your activity;

b) The implementation, by the body of administration, of mechanisms or measures

set out in the recovery plan or the update, in the terms

of the provisions of Article 116 (7) of the said plan when the

circumstances that motivated the corrective intervention to be distinct

of the assumptions provided for in the initial recovery plan and the

implementation of mechanisms or measures provided for in the plan of

updated recovery, within a specific time frame, having in

seen to ensure compliance or eliminate the risk of failure to comply,

legal or regulatory standards that discipline your activity.

c) The corrective measures provided for in Article 116-C;

CHAIR OF THE COUNCIL OF MINISTERS

69

d) Submission of a restructuring plan by the institution of

credit in question, pursuant to the provisions of Article 142;

e) Designation of a supervisory commission or a single tax supervisor,

pursuant to the provisions of Article 143;

f) Restrictions on the granting of credit and the application of funds in

certain species of assets, in particular in respect of

operations carried out with subsidiaries, with their parent company or with

branches of this, as well as with entities based in ordinances

legal offshore ;

g) Restrictions on the receiving of deposits, depending on the respects

modalities and remuneration;

h) Imposition of the constitution of special provisions;

i) Prohibition or limitation of the distribution of dividends;

j) Subjection of certain operations or certain acts to the prior approval of the

Bank of Portugal;

k) Imposition of additional reporting of information;

l) Presentation by the credit institution of a plan for the

negotiation of the debt restructuring with the creditors ' respective respects, of

agreement with the recovery plan, if applicable;

m) Realization of an audit of the whole or the part of the activity of the

credit institution, by independent entity designated by the

Bank of Portugal, at the expense of the institution;

n) Application, at all time, to the chairman of the assembly table

general the convening of a general assembly with certain order

of the day and proposals for deliberation, or in the event of default

of that determination, the convening of the general meeting by the Bank of

CHAIR OF THE COUNCIL OF MINISTERS

70

Portugal;

o) Changes in the legal or operational structures of the institution of

credit;

p) Changes in the functional structures of the credit institution,

notably by the elimination or alteration of positions of direction of

top or by the cessation of affection to that post of the titular respects;

q) Change in the management strategy of the credit institution;

r) Realization of on-site inspections aiming to gather the information

needed to update the resolution plan and prepare the eventual

resolution of the credit institution, as well as to evaluate its

assets, liabilities and off-balance-sheet elements in the terms of the provisions

in Article 145-I;

s) Removal and replacement of members of the governing bodies and

of supervision when, for any reason, they cease to be

fulfilled the requirements of suitability, professional qualification,

independence or availability, provided for in Article 30;

t) Realization of contacts, by the credit institution concerned, with

possible purchasers of their rights and obligations, which constitute

assets, liabilities, off-balance-sheet elements and assets under management of the

institution, or of the title of the shares or other securities

representative of its social capital, with a view to the preparation of the

possible application of the measure of resolution provided for in Article 145.-M.

2-For the purposes of the assessment of the risk provided for in the preceding paragraph, release the

fact that the credit institution defaults or there are objective elements

to allow to conclude that the institution leaves, in the short term, to comply with the

legal or regulatory standards that discipline their activity, being

considered, among other attendant circumstances whose relevance the Bank

CHAIR OF THE COUNCIL OF MINISTERS

71

of Portugal appreciates in the light of the general principles set out in Article 139, the

following situations:

a) Risk of non-compliance with the minimum regulatory levels of

suitability of own funds;

b) Difficulties in the liquidity situation that may endanger the

regular compliance with the obligations of the credit institution;

c) The system of government or the administration body of the institution of

credit having left to offer sound and prudent management guarantees;

d) The accounting organization or the internal control system of the

credit institution present serious shortfalls that do not

allow to properly assess the patrimonial situation of the institution.

3-The holders of top management positions, or of other posts, who have

cessation of duties pursuant to the provisions of the paragraph p ) of paragraph 1 shall

provide immediate all information, as well as provide the collaboration

that are required to them by the Bank of Portugal or by the credit institution

when this one deems necessary.

Article 143.

[...]

1-A supervisory commission designated by the Bank of Portugal under the

provisions of the paragraph and ) of Article 141 (1) shall be composed of a minimum of

three elements, one of which must be an official reviewer of accounts or society

of official auditors of accounts, who presides over, owing the remaining course

superior appropriate to the exercise of the functions and knowledge in audit

or accounting.

2-[...].

3-[...].

CHAIR OF THE COUNCIL OF MINISTERS

72

4-[...].

5-[...].

6-[...].

7-[...].

8-[...].

9-Without prejudice to another type of liability, the members of the committee

of surveillance or the single tax only are liable to the

shareholders and creditors of the credit institution for the damages that result from

actions or wrongful omissions by them committed in the performance of their duties

with dolo or serious guilt.

10-Collective or individual persons suspended or substituted under the terms of the

willing in the previous figures must immediately provide all the

information, as well as to provide the collaboration required by them by the

Bank of Portugal or by the credit institution when this one considers

necessary.

Article 144.

[...]

[...]:

a) Suspend or impeach members of the governing body, if they are

meeting the requirements set out in Article 145 (1), and designate

provisional members of the governing body under the provisions of the

in Article 145;

b) Apply a resolution measure, if this is necessary to ensure the

fulfillment of the purposes laid down in Article 145 (1) and if

are meeting the requirements set out in Article 145 (2).--E;

c) [...].

CHAIR OF THE COUNCIL OF MINISTERS

73

Article 145.

Suspension or removal of members of the governing bodies

1-The Bank of Portugal may suspend or impeach members of the organ from

administration of the credit institution when the intervention measures

concealment provided for in Article 141 para. prove to be insufficient or there is fair

fear of their insufficiency to overcome the situation of deterioration

significant of the institution and the respect of financial recovery, or if

check any of the situations set out below, which is susceptible to

putting in serious risk the financial balance or creditworthiness of the

institution or to constitute a threat to the stability of the system

financial:

a) Detetion of a serious or repeated violation of legal standards or

regulatory that disciplined the activity of the credit institution,

as well as of the respective statutory standards;

b) Verification of attentive reasons for suspecting the existence of

serious irregularities in the management of the credit institution;

c) Verification of attentive reasons for suspecting the inability of the

shareholders, the members of the management body of the institution of

credit to ensure sound and prudent management or to

recover financially from the institution;

d) Verification of attentive reasons for suspecting the existence of

other irregularities that put in serious risk the interests of the

depositors and creditors.

2-The members of the board of directors who have ceased duties in the

terms of the provisions of the preceding paragraph shall immediately provide all

the information, as well as providing the collaboration required by them by the

CHAIR OF THE COUNCIL OF MINISTERS

74

Bank of Portugal or by the credit institution when this one considers

relevant and necessary.

3-From the cessation of functions of the members of the planned administration body

in paragraph 1 does not emerge the right to compensation stipulated in the contract with

the same concluded or in the general terms of law.

4-[ Revoked ].

5-[ Revoked ].

6-[ Revoked ].

7-[ Revoked ].

8-[ Revoked ].

9-[ Revoked ].

10-[ Revoked ].

11-[ Revoked ].

12-[ Revoked ].

13-[ Revoked ].

14-[ Revoked ].

Article 145-The

Assignment of provisional administrators

1-When you consider that the suspension or removal of the members of the organ

of administration is not enough to solve some of the situations

described in the paragraphs a ) a d ) of paragraph 1 of the previous article, the Bank of Portugal

may assign interim administrators to the credit institution.

2-Without prejudice to other legally-foreseen duties or to come to them

be determined by the Bank of Portugal under the subparagraph c ) of paragraph 1 of the

article 116, impens on the provisional administrators the duties of:

CHAIR OF THE COUNCIL OF MINISTERS

75

a) Keep the Bank of Portugal informed about the financial situation and

on the management of the credit institution during the period of

designation, particularly through the drafting of reports with the

periodicity defined by this and at the end of the term;

b) Observe the generic guidelines and strategic objectives

defined by the Bank of Portugal, with a view to the performance of its

functions;

c) Provide all the information and the collaboration required by the Bank of

Portugal on any matters relating to its activity and

with the credit institution;

d) Subject to the prior approval of the Bank of Portugal the acts referred to in the

the following number.

3-In addition to the powers conferred by law and bylaws, they may be

conferred on the provisional admins appointed by the Bank of

Portugal, inter alia, the following:

a) Vetoing the deliberations of the general meeting that may because of the

objectives of the measures implemented or to be implemented by the Bank of Portugal

with a view to safeguarding the viability of the credit institution and the

financial stability;

b) Vetting the deliberations of the remaining social bodies of the institution of

credit;

c) Revoke decisions previously adopted by the organ of

administration of the credit institution;

d) Convene the general assembly of the institution and determine the order of the

day, after prior approval by the Bank of Portugal;

CHAIR OF THE COUNCIL OF MINISTERS

76

e) Promote the detailed assessment of the equity and financial situation

of the credit institution, in accordance with the defined assumptions

by the Bank of Portugal;

f) Present to the Bank of Portugal proposals for the recovery

financial from the credit institution;

g) Diligeny in the sense of the immediate correction of eventual

irregularities previously committed by the social organs of the

institution or by some of its members;

h) Adopt measures that understand convenient in the interest of the

depositors and the credit institution;

i) Promote the agreement between shareholders and creditors of the institution of

credit with respect to measures that allow for recovery

financial of the institution, namely the renegotiation of the conditions

of debt, the conversion of debt into social capital, the reduction of capital

social for coverage of damage, the increase in social capital or the

divestation of part of the activity to another authorized institution for the

your exercise;

j) Managing totality or some of the strategic business lines of the

credit institution;

k) Determine the achievement of financial and legal audits of the institution

of credit.

4-The Bank of Portugal may subject to its prior approval certain acts to

practice by the provisional administrators, as well as delimit some of the

powers set out in the preceding paragraph.

CHAIR OF THE COUNCIL OF MINISTERS

77

5-In the designation of the provisional trustees, the Bank of Portugal has

into account the criteria of idoneity, qualification, availability and

independence, being correspondingly applicable to the provisions of the articles

30. to 33.

6-Interim administrators perform their duties by the deadline that the

Bank of Portugal to determine, at most of one year, extended title

excecional for equal period, upon duly substantiated decision

of the Bank of Portugal in case of persistence of the grounds that led

to your assignment.

7-Only the Bank of Portugal can, at any time, impeach

provisional administrators, or change the duties and powers that have been given to you

been conferred, applying with due adaptations, the provisions of the n.

3 of Article 145.

8-A remuneration of the provisional trustees is fixed by the Bank of

Portugal and supported by the credit institution.

9-Without prejudice to another type of liability, the administrators

provisional only are accountable to the shareholders and creditors of the

credit institution for the damages that result from unlawful actions or omissions

by them committed in the exercise of their duties with dolo or serious guilt.

10-A The designation of interim administrators is not dependent on the preview

determination of any other measures of corrective intervention, nor

undermines its application.

11-With the designation of provisional administrators, can the Bank of

Portugal also appoint a supervisory commission or a tax

CHAIR OF THE COUNCIL OF MINISTERS

78

single, applying the provisions of Article 143.

12-While in office some interim administrator, the Bank of

Portugal may determine the application of the provisions of Article 147, with the

necessary adaptations.

13-In the framework of cautionary procedures that have per object the suspension

of deliberations taken by the administration body of the institution of

credit that has as members provisional trustees, presumed,

for all legal effects, that the injury resulting from the suspension is

superior to what may derive from the execution of deliberation.

14-The Bank of Portugal publishes, on its website, the designation or the

prolongation of the functions of any provisional member of the organ of

administration, specifying the functions and powers that are assigned to it.

Article 145-B

Coordination of corrective intervention measures and designation of administrators

provisional in groups

1-When verifying the assumptions of implementation of measures of

corrective intervention, pursuant to the provisions of Article 141 or of

designation of interim trustees, pursuant to the provisions of the

article 145-A, in respect of a parent company in the European Union, the

Bank of Portugal, as the authority responsible for the exercise of

supervision on consolidated basis, notifies the European Banking Authority and

consults the other supervisory authorities in the framework of the college of

supervisory authorities, pursuant to the provisions of Article 135.-B.

2-Following the notification and consultation provided for in the preceding paragraph, the

Bank of Portugal, as the authority responsible for the exercise of

CHAIR OF THE COUNCIL OF MINISTERS

79

supervision on consolidated basis, decides whether to apply one of the envisaged measures

in Article 141, taking into account the impact of such measures on the entities of the

group established in other Member States of the European Union, or if

assigns interim administrators to the parent company, pursuant to the

provisions of Article 145-A, notifying the European Banking Authority and the

other supervisory authorities in the framework of the college of authorities of

supervision, pursuant to the provisions of Article 135.-B.

3-When verifying the assumptions of implementation of measures of

corrective intervention, pursuant to the provisions of Article 141 or of

designation of interim trustees, pursuant to the provisions of the

article 145-A, in respect of a subsidiary of parent company in the Union

European, the Bank of Portugal, as the authority responsible for the financial year

of the supervision on the individual basis of that subsidiary, notifies the Banking Authority

European and consults the authority responsible for the exercise of supervision

on consolidated basis of the respective group.

4-Following the notification and consultation provided for in the preceding paragraph, the

Bank of Portugal decides whether to apply one of the measures provided in the

article 141 or if it designates provisional administrators for the parent company,

pursuant to the provisions of Article 145, by notifying the Authority

European Banking, the authority responsible for the exercise of supervision

CHAIR OF THE COUNCIL OF MINISTERS

80

on consolidated basis of the respective group and the remaining authorities of

supervision within the framework of the college of supervisory authorities, in the terms

of the provisions of Article 135.-B.

5-When the Bank of Portugal is the consulate entity, pursuant to the

previous number, communicates your assessment to the consultant entity on time

of three days.

6-When more than one supervisory authority intends to apply any

measure similar to those described in Article 141 or appoint administrators

provisional for more than one institution of the same group, the Bank of

Portugal, as the authority responsible for the exercise of supervision in

consolidated basis or authority responsible for the supervision of a subsidiary

of a parent company in the European Union, decides, along with the rest

relevant supervisory authorities, within five days of the

notification provided for in paragraph 4, whether it is appropriate to coordinate the application of the

measures provided for in that article or appoint the same administrators

provisional for all the entities concerned with a view to facilitating the

restoration of the financial situation of the group.

7-A Joint decision taken pursuant to the provisions of the preceding paragraph

must be substantiated in writing and notified to the parent company in the Union

European by the Bank of Portugal, when this is the responsible authority

by the exercise of supervision on consolidated basis.

8-The Bank of Portugal may request the European Banking Authority to

assist the supervisory authorities to arrive at a joint decision in the

terms of the provisions of Article 31 of Regulation (EU) No 1093/2010 of the

CHAIR OF THE COUNCIL OF MINISTERS

81

European Parliament and of the Council of November 24, 2010.

9-In the absence of a joint decision within five days of the

notification provided for in paragraphs 1 and 3, the Bank of Portugal, as an authority

responsible for the exercise of supervision on a consolidated basis or of

authority responsible for the supervision of a subsidiary of a parent company

in the European Union, you can make an individual decision as to the application

of some of the measures provided for in Article 141 or as to the appointment of

provisional administrators for the institution subject to its supervision.

10-When the Bank of Portugal does not agree with the decision that it is

notified by a supervisory authority in analogous situations to the

described in paragraphs 1 and 3, may submit the matter to the Banking Authority

European in the terms and for the purposes of the provisions of Article 19 (3) of the

Regulation (EU) No 1093/2010, of the European Parliament and of the Council,

of November 24, 2010, save if:

a) Has already ended the consultation period referred to in paragraph 5;

b) Has ended the period of five days provided for in paragraph 6; or

c) A joint decision has been adopted by the authorities of

supervision.

11-A The decision of the Bank of Portugal taken in accordance with the provisions of paragraph 9 and

in the preceding paragraph takes into account the opinions and reservations expressed by the

too much supervisory authorities during the consultation period referred to in the

n. 6, as well as the potential impact of its decision on stability

financial from the Member States of the European Union where the group exercises

activities.

12-When a supervisory authority disagrees with a decision that

has been notified by the Bank of Portugal in the terms of the provisions of the

CHAIR OF THE COUNCIL OF MINISTERS

82

n. paragraphs 1 or 3 or of a position by this assumed in the scope of paragraph 6, and

submit the matter to the European Banking Authority, the Bank of Portugal

suspending its decision by the three-day deadline to date of communication

to that authority, save this decide on the matter before elapsed

that deadline.

13-The Bank of Portugal adopts its decision in accordance with the decision of the

European Banking Authority taken pursuant to the provisions of paragraph 10 and

in the previous number.

Article 145-C

Purposes of the resolution measures

1-In the application of resolution measures, the Bank of Portugal continues the

following purposes:

a) Ensuring the continuity of the provision of financial services

essential for the economy;

b) Preventing the occurrence of serious consequences for stability

financial, notably preventing contagion between entities,

including to market infrastructure, and maintaining discipline in the

market;

c) Safeguarding the interests of taxpayers and the public purse,

minimizing the resource to extraordinary public financial support;

d) Protect depositors whose deposits are guaranteed by the Fund

of Deposit Guarantee and the investors whose credits are

covered by the Investor Compensation System;

e) Protect the funds and assets held by credit institutions in

name and on account of its customers and the provision of the services of

CHAIR OF THE COUNCIL OF MINISTERS

83

related investment.

2-The Bank of Portugal determines the resolution measures that best

allow to achieve the purposes provided for in the preceding paragraph, the relevance of which

should be appreciated in the light of the nature and circumstances of the concrete case.

3-[ Revoked ].

4-[ Revoked ].

5-[ Revoked ].

Article 145-D

Guiding principles of the implementation of resolution measures

1-In the application of resolution measures, to pursue the purposes of

provided for in the previous article:

a) The shareholders of the credit institution object of resolution support

as a matter of priority the damage of the institution concerned;

b) The lenders of the credit institution object of resolution support from

followed, and under a level playing field, the damage of the institution in

cause, in accordance with the graduation of your credits;

c) No shareholder or creditor of the credit institution object of

resolution may withstand a superior injury to what it would bear case

that institution had entered into liquidation;

d) Depositors do not support damage with respect to deposits

guaranteed by the Deposit Guarantee Fund pursuant to the

provisions of Article 166.

2-The costs of the implementation of the resolution measures and the amount of support

financial need for their application must be proportionate and appropriate to the

pursuit of the purposes of such measures, owing to the Bank of Portugal

CHAIR OF THE COUNCIL OF MINISTERS

84

seek to minimize that amount and avoid loss of value beyond the

that if it proves necessary.

3-The decisions and measures taken by the Bank of Portugal in the framework of the

this chapter should be applied thematically and, when

necessary, with the urgency due, being that, whenever they are susceptible

of having an impact in some Member State of the European Union, these must:

a) Be taken in a transparent, efficient and coordinated manner among the

several intervening authorities;

b) Taking into account, specifically, its impact on stability

financial, the budgetary resources, the resolution fund, the system

of guarantee of deposits or the system of compensation of the

investors of the Member States in which the parent companies in the

European Union, subsidiaries or significant branches of the institution of

credit object of these decisions or measures are established; and

c) Ensure an equitable treatment of the interests of the different

Member States of the European Union concerned, avoiding,

notably, an unfair apportionment of the charges.

4-In the application of resolution measures to credit institutions that are

branches of a group, the Bank of Portugal seeks to minimise the impact on the

remaining entities of the group and in the group as a whole, as well as the effects

adverse for financial stability in the European Union, in its

Member States and, in particular, in those in which the group operates.

Article 145-And

Measures for resolution

1-The Bank of Portugal may apply the following resolution measures:

CHAIR OF THE COUNCIL OF MINISTERS

85

a) Partial or total divestance of the activity;

b) Partial or total transfer of the activity to institutions of

transition;

c) Segregation and partial or total transfer of activity for vehicles

of asset management;

d) Internal recapitalization.

2-The Bank of Portugal may apply the resolution measures provided for in the

previous number if the following requirements are fulfilled:

a) Has been declared by the Bank of Portugal, in the exercise of its

supervisory authority or resolution functions, which a

credit institution is at risk or in insolvency situation;

b) It is not foreseeable that the insolvency situation will be averted in a

reasonable time through recourse to measures implemented by the

credit institution, the application of intervention measures

corrective or exercise of the powers provided for in Article 145-I;

c) The resolution measures are necessary and proportionate to the

pursuit of some of the purposes provided for in Article 1 of the article

145.-C; and

d) The entry into liquidation of the credit institution, by virtue of the

revocation of the authorization for the exercise of its activity, not

allow to achieve with greater effectiveness the purposes laid down in paragraph 1 of the

article 145 .ºC.

3-For the purposes of the provisions of the a ) of the preceding paragraph, considers that

a credit institution is at risk or in insolvency situation

when you check out one of the following circumstances:

a) The credit institution will fail to meet the requirements for the

CHAIR OF THE COUNCIL OF MINISTERS

86

maintenance of the authorisation for the exercise of its activity or

there are founded reasons to consider that, in the short term, the

institution cees to comply with them, enabling the revocation of the

authorization, particularly because it presented or probably

will present susceptible losses of absorbing, totally its

own funds or a significant part of them;

b) The assets of the credit institution are lower than its liabilities

or there are founded reasons to consider that they are short-term;

c) The credit institution is unable to comply with its

obligations or there are founded reasons to consider that the short

deadline can stay;

d) Be required to provide public financial support

extraordinary, except when such support, intended to prevent or

contain a serious disturbance of the economy and preserve stability

financial, consist of the:

(i) Concession by the State of personal guarantees to compliance

of the obligations assumed in financing contracts,

including in credit operations with the Bank of Portugal

and in new bond issues;

(ii) Realization of capitalization operations with recourse to the

public investment, as long as it does not occur, at the moment

in which extraordinary public financial support is granted,

any of the circumstances referred to in the ( a ) a c ) or in paragraph 2

of Article 145.-I.

4-A The application of resolution measures is not dependent on the prior application of

corrective intervention measures nor does it impair its application in any

moment.

CHAIR OF THE COUNCIL OF MINISTERS

87

Article 145-F

Cessation of functions of the social organs and top direction

1-When the Bank of Portugal applies a measure of resolution, the members

of the administrative and supervisory body of the institution of credit object

of resolution and its official reviewer of accounts or the society to whom

compete to issue the legal certification of accounts that does not integrate the respect

supervisory body shall cease its functions, except in cases in which it

full or partial maintenance, depending on the circumstances, be considered

necessary to achieve the purposes laid down in Article 145 (1).

2-In the case provided for in the preceding paragraph, the Bank of Portugal designates to the

credit institution object of resolution new members of the organ of

administration, pursuant to the provisions of the following article, a commission of

monitoring or single tax, which is governed, with the necessary adaptations, by the

provisions of Article 143 and an official reviewer of accounts or society of

statutory auditors for carrying out such functions.

3-The Bank of Portugal may still determine the disposal or alteration of

top directing positions or the cessation of affection to that post of the

respect holders and designate new holders to perform such duties, save

in cases where full or partial maintenance, depending on the

circumstances, of the exercise by the same of the respective respects as

deemed necessary to achieve the purposes laid down in paragraph 1 of the article

145 .ºC-C.

CHAIR OF THE COUNCIL OF MINISTERS

88

4-The members of the administration and supervisory bodies and the holders of

top management positions of the credit institution object of resolution, well

as the official reviewer of accounts or the society of official reviewers of

accounts, which have ceased functions pursuant to the provisions of paragraphs 1 and 3,

must immediately provide all information, as well as provide the

collaboration that is required to them by the Bank of Portugal or the institution

of credit object of resolution when this one deems necessary.

5-Without prejudice to another type of liability, the members of the organ of

administration, the single supervisory or tax commission and the holders of

top direction posts, designated under the n. ºs 2 and 3, are only

accountable to the shareholders and creditors of the credit institution

object of resolution by the damage that results from illicit actions or omissions

by them committed in the exercise of their duties with dolo or serious guilt.

6-From the cessation of functions of the members of the governing body and to

supervision provided for in paragraph 1 does not emerge the right to compensation

stipulated in the contract with the same concluded or in the general terms of the

right.

7-[ Revoked ].

8-[ Revoked ].

9-[ Revoked ].

10-[ Revoked ].

11-[ Revoked ].

CHAIR OF THE COUNCIL OF MINISTERS

89

12-[ Revoked ].

13-[ Revoked ].

14-[ Revoked ].

15-[ Revoked ].

16-[ Revoked ].

17-[ Revoked ].

18-[ Revoked ].

19-[ Revoked ].

Article 145-G

Administrators appointed by the Bank of Portugal

1-In the designation of directors, pursuant to the provisions of paragraph 2 of the

previous article, the Bank of Portugal takes into account criteria of suitability,

qualification, availability and independence in the exercise of duties in the

financial sector, being correspondingly applicable the articles 30 to

33.

2-Administrators have all the competences conferred by law and

by the contract of society to the general meeting and to the governing bodies,

only may they exercise them under the guidance of the Bank of Portugal.

3-Administrators must take all necessary measures to the

pursuit of the purposes laid down in Article 145 (1) and the

proper implementation of the resolution measures adopted in accordance with the

decisions of the Bank of Portugal, namely to deliberate the modification of the

structure of participations of the credit institution object of resolution,

including the increase of its social capital or the alienation of the entitlement of

shares or other securities representative of your social capital to persons or

institutions with a sound financial and heritage situation and a

CHAIR OF THE COUNCIL OF MINISTERS

90

clear organizational structure and appropriate to the development of its activity.

4-The duty provided for in the preceding paragraph shall prevail, in the event of a conflict, on

all other duties provided for in the law or in the contract of society.

5-The Bank of Portugal may subject to its prior approval certain acts to

practice by the administrators, as well as limit their skills.

6-Administrators must submit reports to the Bank of Portugal on

the economic and financial situation of the credit institution and the acts

performed in the exercise of their functions, with the periodicity defined by the

Bank of Portugal, as well as at the beginning and the end of its term.

7-Administrators carry out their duties by the deadline that the Bank of

Portugal to determine, at most of one year, extended, by title

excecional, for equal period.

8-The Bank of Portugal may, at any time, replace some of the

administrators or putting an end to their functions, if it considers to be a reason

attendant.

9-From the cessation of functions of the members of the planned administration body

in the preceding paragraph does not emerge the right to compensation stipulated in the

contract with the same concluded or in the general terms of law.

10-The Bank of Portugal publishes, on its website, the appointment or the

prolongation of the functions of the administrators.

11-A the remuneration of the administrators is fixed by the Bank of Portugal and

supported by the institution of credit object of resolution.

12-[ Revoked ].

13-[ Revoked ].

14-[ Revoked ].

CHAIR OF THE COUNCIL OF MINISTERS

91

Article 145-H

Evaluation for the purpose of resolution

1-Prior to the application of a measure of resolution or exercise of the

powers provided for in Article 145-I, the Bank of Portugal designates a

independent entity, at the expense of the credit institution object of

resolution, to, in a time limit to be fixed by the one, to assess fairly,

prudent and realistic the assets, liabilities, and off-balance-sheet elements of the

institution concerned.

2-A The assessment provided for in the preceding paragraph has as a purpose:

a) To ensure that all the damage of the institution concerned, including the

arising from the assessment provided for in the preceding paragraph, are

fully recognized in their accounts when they are applied

resolution measures or be exercised the powers provided for in the

article 145-I;

b) Sustaining the statement of reasons for the Bank of Portugal's decision

to the following aspets, depending on the measure applied:

(i) Verification of the conditions for implementing resolution measures or

to exercise the powers provided for in Article 145-I;

(ii) Determination of the appropriate resolution measures to be applied to the

credit institution;

CHAIR OF THE COUNCIL OF MINISTERS

92

(iii) Measure of the reduction of social capital or dilution of the

social participation of shareholders or holders of securities

representative of the social capital, pursuant to the provisions of the n.

2 of Article 145-J, as well as to the extent of the reduction of the

nominal value of the credits resulting from the title of the

too much instruments of own funds or conversion

of those credits in social capital;

(iv) Determination of rights and obligations, which constitute assets,

liabilities, off-balance-sheet elements and assets under management, the

transfer in the framework of the implementation of resolution measures, well

how about the value of the eventual counterpart to be paid to the

credit institution object of resolution or to shareholders or

holders of other representative titles of the social capital, in the

terms of the provisions of Article 145 (2) of the Article-Q and paragraph 4 of the

article 145-T;

(v) Determination of the conditions that are considered to be conditions

commercial, for the purposes of Article 145 (1);

(vi) Measure of the reduction of the nominal value of eligible credits or

of the conversion of eligible credits into social capital, nos

terms of the provisions of paragraphs 1 and 2 of Article 145-U.

CHAIR OF THE COUNCIL OF MINISTERS

93

3-A The assessment provided for in paragraph 1 should be carried out using methodologies

commonly accepted and must be based on prudent assumptions and

transparent, which are as realistic as possible and substantiated from

proper and detailed form, particularly as to the rates of

default and to the seriousness of the losses, and should not assume any

extraordinary public financial support, the concession by the Bank of Portugal

of liquidity in the event of an emergency or liquidity in conditions not

conventional as well as the provision of guarantees, deadlines and interest rates.

4-A The assessment provided for in paragraph 1 takes into account that:

a) The Bank of Portugal and the Resolution Fund are entitled to recover

any reasonable expenses incurred by virtue of the application of the

resolution measures, pursuant to the provisions of paragraph 4 of the

article 145-L;

b) The Resolution Fund has the right to charge interest or commissions

in relation to loans or guarantees granted to the institution of

object of resolution.

5-A The assessment provided for in paragraph 1 is complemented with:

a) An updated balance sheet and a report on the financial situation of the

credit institution;

b) An analysis and estimation of the book value of the assets, and

this being complemented, should it be necessary to substantiate the

decisions referred to in subparagraphs ( iv ) and ( v ) of the paragraph b ) of paragraph 2, by

an analysis and estimation of the market value of the assets and liabilities of the

credit institution;

CHAIR OF THE COUNCIL OF MINISTERS

94

c) The list of the liabilities and off-balance-sheet elements of the institution of

credit, with the indication of the corresponding credits and the respect

graduation.

6-A The assessment provided for in paragraph 1 graduates the shareholders and creditors according to

the law and the terms and conditions of the respected instruments and contracts, and

carries out an estimate of the foreseeable consequences for the shareholders and

for each class of creditors if the credit institution entered into

settlement, without prejudice to the assessment provided for in paragraph 14.

7-A The assessment provided for in paragraph 1 shall be considered final when they are

met all the requirements set out in the preceding paragraphs.

8-Case, in the event of the urgency of the circumstances, it is not possible to realize the

independent assessment provided for in paragraph 1 or it is not possible to include the

elements provided for in paragraphs 5 and 6, the Bank of Portugal carries out a

provisional evaluation of the assets, liabilities and off-balance-sheet elements of the

credit institution, taking into account the requirements set out in paragraphs 1, 5 and

6, and such assessment shall include an item, duly justified, to

possible additional damage, as well as, whenever possible and case

be applicable, be complemented with an analysis of the sensitivity that

consider different levels of additional damage, with attribution of

probabilities to the different scenarios considered.

9-In case the assessment provided for in paragraph 1 does not comply with all the requirements set out

in this Article, it shall be considered provisional until an entity

independent effectue a definitive assessment that complies with these requirements.

CHAIR OF THE COUNCIL OF MINISTERS

95

10-A definitive assessment expected in the final part of the previous number is effected

as soon as possible for the purpose of ensuring that the damage is

fully recognized in the accounts of the institution concerned and substantiate

the decision to repose the nominal value of the credits or to increase the value of the

counterpart to be paid under the provisions of the following number.

11-Should the value of the credit institution's own capitals or the value of the

difference, if positive, between assets and liabilities transferred, ascertained in the

scope of the assessment referred to in the final part of paragraph 9, shall be higher than

estimate of that same value ascertained in the interim assessment of the same

institution, the Bank of Portugal can:

a) Increase the nominal value of the credits that have been reduced in the

scope of the exercise of the powers provided for in Article 145-I and of the

application of the measure provided for in Article 145-U;

b) Determine the counterpart to be paid by the transitional institution or

by the asset management vehicle to the institution of credit object of

resolution or shareholders or other holders of securities

representative of the social capital, pursuant to the provisions of paragraph 2 of the

article 145-Q and in Article 145 (4)-T.

12-Without prejudice to the provisions of paragraph 1, the Bank of Portugal may apply

resolution measures or exercise the powers provided for in Article 145-I com

basis in the interim assessment carried out pursuant to the provisions of paragraph 8.

13-The assessments carried out in the terms of the provisions of the preceding paragraphs

integrate the decision to apply a measure of resolution or to exercise the

powers provided for in Article 145-I, for what they may not be

autonomously challenged.

14-For the purposes of the provisions of the c ) of Article 145 (1)-D,

immediately after the production of effects of the resolution measure, the Bank

of Portugal designates an independent entity, at the expense of the institution

CHAIR OF THE COUNCIL OF MINISTERS

96

of credit object of resolution, to, within a reasonable period of time to be fixed by that,

assess if, if the resolution measure had not been applied and the

institution of credit object of resolution enter into liquidation in the

moment in which that was applied, the shareholders and the creditors of the

credit institution object of resolution, as well as the Guarantee Fund

of Deposits and the Mutual Agricultural Credit Guarantee Fund, in the

cases in which the Bank of Portugal determines its intervention in the terms

of the provisions of Article 167 (1)-B or in the terms of the provisions of the article

15.-B of the Decree-Law No. 345/98 of November 9, as amended by the

Decrees-Laws n. ºs 126/2008, of July 21, 211-A/2008, of 3 of

November, 162/2009, of July 20, 119/2011, of December 26, and

31-A/2012, of February 10, respectively, would bear an injury

lower than what they endured as a result of the application of the measure of

resolution, determining this assessment:

a) The damage that shareholders and creditors, as well as the Fund of

Deposit Guarantee and the Guarantee Fund of Agricultural Credit

Mutual, would have supported if the institution of credit object of

resolution had gone into liquidation;

b) The damage that shareholders and creditors, as well as the Fund of

Deposit Guarantee and the Guarantee Fund of Agricultural Credit

Mutual, effectively endured as a consequence of the application of the

measure of resolution to the institution of credit object of resolution; and

c) The difference between the damage to which it relates to ( a ) and the damage

supported as referred to in previous subparagraph.

15-A The assessment provided for in the preceding paragraph shall assume that the measure of

resolution would not have been applied or produced effects and that the institution

of credit object of resolution would enter into liquidation at the time when

CHAIR OF THE COUNCIL OF MINISTERS

97

the measure of resolution has been applied, and shall not also take into account,

when it is the case, the granting of extraordinary public financial support to the

credit institution object of resolution.

16-In case the assessment provided for in paragraph 14 determines that the shareholders, the creditors,

the Deposit Guarantee Fund or the Credit Guarantee Fund of

Agricultural Mutual have endured a superior injury to what they would bear case

has not been applied for the resolution measure and the credit institution

object of resolution entered into liquidation at the time that was

applied, have the same right to receive this difference from the Fund of

Resolution, pursuant to the provisions of the paragraph f ) of Article 145 (1)-AA.

17-A evaluation provided for in paragraph 1 or the definitive assessment provided for in the final part

of paragraph 9 may be carried out by the same independent entity that proceed

to the assessment provided for in paragraph 14, separately or jointly.

18-A the entity that carries out the assessments provided for in paragraph 1, in the final part of the

number 9 and in paragraph 14 shall be independent of the institution concerned, of the

Bank of Portugal and of any public authority.

Article 145-I

Powers of reduction or conversion of own funds instruments

1-The Bank of Portugal, in the exercise of its functions of authority of

resolution and for the purpose of the reduction or elimination of a shortfall of

CHAIR OF THE COUNCIL OF MINISTERS

98

own funds, either alone or jointly with the application of a

resolution measure, it exercises the following powers:

a) Reduction of social capital by amortization or by reduction of value

nominal of the shares or representative securities of the social capital of a

credit institution;

b) Suppression of the nominal value of the representative shares of the social capital

of a credit institution;

c) Reduction of the nominal value of the credits resulting from the title of the

remaining financial instruments or contracts that are, or have

been at some point, eligible for the own funds of the

credit institution in accordance with legislation and regulation

applicable;

d) Increase in social capital by conversion of the credits referred to in

previous article by the issuance of common shares or securities

representative of the social capital of the credit institution.

2-The powers provided for in the preceding paragraph shall be exercised in relation to

any financial instruments or contracts that are, or have been

at some point, eligible for the own funds of the institution of

credit in accordance with applicable legislation and regulation, henceforth

designated for the purpose of this title by means of funds

CHAIR OF THE COUNCIL OF MINISTERS

99

own, where any of the following situations occur:

a) The Bank of Portugal, in the exercise of its functions of authority of

supervision or resolution, has determined that the requirements for the

application of resolution measures provided for in paragraph 2 of the

article 145-And they are filled and have not been yet applied

resolution measure;

b) The Bank of Portugal has determined that the credit institution

is no longer viable if the powers provided for in the preceding paragraph do not

are exercised;

c) In the case of financial instruments or contracts issued by a

credit institution that is a subsidiary of a credit institution, of

an investment company that pursues the activities foreseen in the

points c ) or f ) of Article 199 (1), with the exception of the service of

allotment without warranty, or of an entity referred to in paragraph 1 of the

article 152 that they integrate or have integrated the funds

own on individual basis and on consolidated basis of the group in which

if it falls, the Bank of Portugal and the relevant authority in the State-

Member of the European Union of the authority responsible for

supervision on a consolidated basis of the group in which such subsidiary is to be established

have determined, through a joint decision, in the terms of the

provisions of Article 145 (4), 5 and 7 of Article 145-AJ, which the group cees to be

feasible if the powers provided for in paragraph 1 are not exercised;

d) In the case of financial instruments or contracts issued by a

parent company, with registered office in Portugal, of a credit institution,

of an investment company that exercises the foreseen activities

in the points c ) or f ) of Article 199 (1), with the exception of the

unsecured allotment service, or an entity referred to in the n.

1 of Article 152, whose authority responsible for supervision on the basis of

CHAIR OF THE COUNCIL OF MINISTERS

100

consolidated be the Bank of Portugal, and which integrate or have

integrated own funds on an individual basis at the company level-

mother or on consolidated basis of the group in which it falls, the Bank of

Portugal has determined that the group cees to be viable should the

powers provided for in the preceding paragraph shall not be exercised in relation

to those instruments;

e) Be required extraordinary public financial support, except if the

even take one of the forms provided for in the sub-paragraph ( ii ) of the paragraph d )

of Article 145 (3)-E.

3-For the purposes of the provisions of the preceding paragraph, the institution shall be deemed to

of credit or the group is no longer viable when the credit institution

or the group is at risk or in insolvency situation and is not predictable

that the insolvency situation can be avoided by recourse to measures

performed by the credit institution itself and the implementation of measures of

corrective intervention.

4-For the purposes of the provisions of the preceding paragraph, a

credit institution is at risk or in insolvency situation when

check one of the circumstances provided for in article 145 (3).

5-For the purposes of the provisions of paragraph 3, a group is deemed to be at risk

or in insolvency situation when the latter ceased to comply or exist

founded reasons to consider that, in the short term, it will cease to comply with the

consolidated prudential requirements, particularly because it presented or

likely to present susceptible losses from fully absorbing the

their own funds or a significant part of them.

CHAIR OF THE COUNCIL OF MINISTERS

101

6-For the purposes of the provisions of the c ) of paragraph 2, the exercise in relation to a

group of powers provided for in paragraph 1, or of equivalent powers of agreement

with the legislation applicable in the Member State of the European Union in which

is headquartered the parent company, it cannot result in a more treatment

unfavourable to holders of the own funds instruments issued by

a subsidiary in the face of the one to which the holders of the instruments of

own funds issued by the parent company with the same degree in

case of insolvency.

Article 145-J

General procedure

1-The Bank of Portugal exercises the powers provided for in paragraph 1 of the preceding Article

according to the graduation of credits in the event of insolvency, no

may a class of credits be converted into social capital while

those powers are not exercised in a full or substantial way to another

hierarchically lower class of credits according to that

graduation.

2-In the exercise of the powers provided for in paragraph 1 of the preceding Article, the Bank of

Portugal ensures that, in respect of shareholders or holders of securities

representative of the social capital of the credit institution, if it produces one of the

following effects:

a) In cases where the assessment is carried out pursuant to the provisions of the

article 145-H concludes that the credit institution presents capitals

negative own, the extinction of the social shareholdings of the shareholders

CHAIR OF THE COUNCIL OF MINISTERS

102

or holders of representative securities of the social capital of the institution

of credit through the exercise of power set out in paragraph a ) of paragraph 1

of the previous article, or the transfer of the title of the shares or

securities representative of the social capital of the credit institution of the

same for holders of credit institution credits in

cause that they are subject to the exercise of the powers provided for in the

points c ) and d ) of paragraph 1 of the preceding Article;

b) In cases where the assessment is carried out pursuant to the provisions of the

article 145-H concludes that the credit institution presents capitals

own positives, the severe dilution of the social shareholdings of the

shareholders or holders of securities representative of the social capital of the

credit institution as a result of the conversion into capital of

credits resulting from the entitlement of other fund instruments

own.

3-The provisions of the preceding paragraph also apply to shareholders and holders

of securities representative of the social capital of the credit institution should the

your shares or representative securities of the social capital have been

previously issued or assigned by conversion of credits resulting from the

entitlements of other own funds instruments, according to the

applicable contractual conditions, by virtue of the occurrence of a

event prior to or concurrent to the determination that the institution

of credit fulfils the requirements for the application of resolution measures

CHAIR OF THE COUNCIL OF MINISTERS

103

provided for in Article 145 (2)-E.

4-The provisions of paragraph 2 shall also apply to shareholders and holders of securities

representative of the social capital of the credit institution whose shares or

representative titles of social capital results from the conversion of credits

resulting from the entitlement of other own funds instruments in

social capital upon issuance of common shares or securities

representative of the social capital of the credit institution.

5-In the exercise of power provided for in the d ) of paragraph 1 of the previous article, the

applicable conversion rate is determined by the Bank of Portugal,

account for the purpose of, if necessary on the basis of the result of the estimation

provided for in Article 145 (6)-H, adequately compensate holders

of affected own fund instruments.

6-The Bank of Portugal can determine different conversion rates for

each category of own fund instruments, owing the rate of

conversion to apply to the hierarchically superior credits according to

the graduation of the credits in the event of insolvency being higher than the rate of

conversion to apply to the hierarchically inferior credits.

7-The Bank of Portugal assesses the suitability of new shareholders who pass the

be holders of a qualified participation in accordance with the established

in Article 103, with the necessary adaptations, applying still the

next:

a) The attribution of the title of the shares or representative securities of the

social capital of the credit institution produces effects with the decision of

exercise of the powers provided for in paragraph 1 of the preceding Article;

b) During the period of assessment of appropriateness, voting rights

CHAIR OF THE COUNCIL OF MINISTERS

104

resulting from the securitisation of the shares or representative securities of the

social capital of the credit institution concerned can only be

exerted by the Bank of Portugal, which it cannot be

held responsible for the damage that is due to the exercise of these

rights, except when acting with dolo or serious guilt;

c) When you have completed your assessment, the Bank of Portugal notifies

the new shareholders or holders of representative securities of the capital

social institution of the credit institution of its decision;

d) Should the Bank of Portugal consider it shown to be the shareholder or

the holder of representative titles of the social capital of the institution of

credit holder of a qualified participation brings together conditions that

guarantee a sound and prudent management of the credit institution, the

voting rights resulting from the title of these shares or securities

may be exercised by the shareholders ' respective shareholders or holders of the

securities after the receipt of notification of the decision in question;

e) Case the Bank of Portugal does not consider demostrated that the shareholder

or the holder of representative securities of the social capital of the institution of

credit holder of a qualified participation brings together conditions that

guarantee a sound and prudent management of the credit institution, fixed a

term during which that shareholder or holder shall proceed to the

divestments of your shares or securities, which takes into account the conditions

beams on the market.

8-In the situation provided for in the paragraph and ) of the previous number, the voting rights

resulting from the title of these shares or representative securities of the capital

CHAIR OF THE COUNCIL OF MINISTERS

105

social institution of the credit institution can only be exercised by the Bank of

Portugal in accordance with the provisions of the paragraph b ) of the same number.

9-The exercise by the Bank of Portugal of the voting rights referred to in the

previous number do not release for the purposes of the application of the rules of

imputation of voting rights, communication and disclosure of shareholdings

qualified and duty to launch mandatory public offerings or

other similar obligations arising from the legislation relating to the values

securities.

10-A reduction of the social capital or the nominal value of the credits resulting from the

title of the remaining instruments of own funds:

a) It is final, without prejudice to the provisions of the following number;

b) Does not imply payment to your holders of any compensation

that is not the one that results from the conversion of these credits into the

terms of the provisions of paragraph d ) of paragraph 1 of the preceding Article;

c) Makes cessation of any obligation or right related to the

tool of own funds in the amount in which the respect

nominal value has been reduced with the exception of obligations already

vanquished.

11-If the exercise of the powers provided for in paragraph 1 of the preceding article is carried out

on the basis of the provisional assessment carried out pursuant to the provisions of paragraph 8

of Article 145-H and the amount in which the nominal value of the credits

resulting from the title of own funds instruments is reduced

prove superior to the necessary according to the results of the evaluation

definitive carried out in accordance with the provisions of the final part of paragraph 9 of the article

145.-H, the Bank of Portugal may repose, in the necessary measure, the value

nominal of these credits.

12-The increase in social capital by conversion of the credits resulting from the

CHAIR OF THE COUNCIL OF MINISTERS

106

entitlements of the remaining instruments of own funds by means of

issuance of common shares or representative securities of the social capital of the

credit institution meets the following conditions:

a) The common shares or representative securities of the social capital of the

credit institution must be issued prior to any issuance

of special shares or other representative securities of social capital

by the credit institution for the purpose of capitalization operations

with recourse to public investment;

b) The common shares or representative securities of the social capital of the

credit institution must be issued and assigned immediately

after the decision of the Bank of Portugal to exercise the power provided in the

point ( d ) of paragraph 1 of the previous article, with no need for any

deliberation of the general assembly.

13-For the purposes of the exercise of the powers provided for in paragraph 1 of the preceding Article, the

Bank of Portugal performs all the acts necessary for the exercise of these

powers, and may notably request the Market Committee to

Securities that order the relevant entity:

a) The amendment of all relevant records;

b) The suspension or exclusion of quotation or trading on market

regulated or multilateral trading system of shares, securities

representative of the social capital of the credit institution object of

resolution or debt instruments;

c) The admission to the listing or trading on regulated market or

multilateral trading system of new shares or securities

representative of the social capital of the credit institution object of

resolution;

d) The readmission to the quotation or trading on regulated market

CHAIR OF THE COUNCIL OF MINISTERS

107

or multilateral trading system of any instrument of

debt whose nominal value has been reduced without need of

disclosure of an approved prospeit pursuant to the Code of

Securities.

14-The exercise of the powers provided for in paragraph 1 of the preceding Article shall not depend

of the consent of the holders of own fund instruments, of the

parties to contracts related to the rights and obligations of the institution of

credit nor of any third parties, and may not constitute grounds

for the exercise of early expiration rights, resolution, denunciation,

opposition to the renewal or alteration of conditions stipulated in any

terms and conditions applicable to the credit institution or to an entity that

with it find itself in group relationship, or for the execution of guarantees

by these premised with respect to the fulfilment of any obligation

provided for in those terms and conditions.

15-The exercise of the powers provided for in paragraph 1 of the preceding Article shall produce effect

regardless of any legal or contractual provision to the contrary,

particularly the possible existence of rights of preference of the

shareholders, being title enough for the fulfillment of any

legal formality related to the exercise of those powers.

16-The exercise of the powers provided for in paragraph 1 of the preceding Article:

a) It does not lack any deliberation of the general assembly, nor any other

legal or statutorily required procedure;

b) It does not depend on the prior fulfilment of the legal requirements

related to the commercial register and too much procedures

CHAIR OF THE COUNCIL OF MINISTERS

108

provided for by law, without prejudice to the subsequent compliance with the

same at the earliest possible time.

Article 145-L

General principles

1-The Bank of Portugal may apply any single measure of resolution or

cumulatively, except the measure provided for in ( c ) of paragraph 1 of the

article 145--E, which can only be applied together with another measure

of resolution, either simultaneously or at a later time.

2-If the Bank of Portugal applies the measures referred to in points a ) or b ) from the

n Article 145 (1)-And in isolation and transfer only part of the rights and

bonds, which constitute assets, liabilities, off-balance-sheet elements and

assets under management, must revoke the authorization of the credit institution

object of resolution within an appropriate time frame, taking into account the provisions of the

article 145-AP, following the settlement regime provided for in the applicable law.

3-If the application of a resolution measure results in damages to be incurred

by creditors or the conversion of their credits, the Bank of Portugal

exercises the powers provided for in Article 145-I immediately before or at

set with the application of the resolution measure.

4-The Bank of Portugal and the Resolution Fund may recover the expenses

reasonable inraces by force of the implementation of the resolution measures, of the

exercise of the powers of resolution or of the powers provided for in the

article 145-I, as follows:

a) As a deduction for countermatches paid by a transmitter, for the

what have been transferred rights, obligations, shares or other securities

representative of the social capital of the credit institution object of

CHAIR OF THE COUNCIL OF MINISTERS

109

resolution, to the institution of credit object of resolution or, if applicable,

to holders of shares or other representative securities of the capital

social of the credit institution;

b) From the institution of credit object of resolution;

c) Of the product generated at the close of the activities of the institution of

transition or from the asset management vehicle.

5-For the purposes of the provisions of the preceding paragraph, the Bank of Portugal and the

Resolution Fund, as applicable, are holders of a right of

credit on the institution of credit object of resolution, on the institution

of transition, on the asset management vehicle or on the institution

acquirer, as the cases, in the amount corresponding to those

resources, benefiting from the receivable privilege provided for in paragraphs 1 and 2 of the

article 166.

6-No provisions of the provisions of Articles 120 and following of the Code of the

Insolvency and Business Retrieval to the decisions adopted under the

this chapter.

Article 145-M

Partial or total divestance of the activity

1-The Bank of Portugal may determine the partial or total divestance of

rights and obligations of a credit institution object of resolution, which

constitute assets, liabilities, off-balance-sheet elements and assets under management

of the institution, and of the title of the shares or other representative securities

of your social capital.

2-The Bank of Portugal ensures, in appropriate terms at the imposed speed

by the circumstances, the transparency of the process and the fair treatment

of those interested.

3-For the purposes of the provisions of paragraph 1, the Bank of Portugal promotes the

CHAIR OF THE COUNCIL OF MINISTERS

110

transfer to an acquirer of the rights and obligations and the title

of the shares or other securities representative of the social capital of the institution of

credit object of resolution ensuring transparency and correctness of the

information provided, taking into account the circumstances of the case and the

need to maintain financial stability, promoting the absence of

conflicts of interest and the speed, not unduly discriminating

potential acquirers and maximizing, within the possible, the price of

divestments of rights and obligations or of shares or other securities

representative of the social capital of the credit institution object of

resolution.

4-The provisions of the preceding paragraph shall not prevent the Bank of Portugal from

invite certain potential acquirers to submit proposals of

acquisition.

5-If this is necessary to ensure the pursuit of the intended purposes

in Article 145 (1)-C, the Bank of Portugal may promote divestance

of the rights and obligations and of the title of the shares or other securities

representative of the social capital of the credit institution object of

resolution without compliance with the provisions of paragraph 3.

6-The Bank of Portugal may divest different sets of rights and

bonds or of shares or other securities representative of the social capital of the

institution of credit object of resolution to more than one acquirer.

7-The proposals for the acquisition of the rights and obligations of the credit institution

resolution object can only be submitted by credit institutions

authorized to develop the activity in question or by entities that

have required the Bank of Portugal to consent to the exercise of that

activity, by staying the decision referred to in paragraph 1 conditioned to the decision

CHAIR OF THE COUNCIL OF MINISTERS

111

on the application for permission.

8-In the selection of the acquirer, the Bank of Portugal takes into consideration the

purposes set out in Article 145 (1).-C.

9-To prospective purchasers must be immediately provided

conditions of access to relevant information on the financial situation and

patrimonial of the credit institution object of resolution, for the purposes of

assessment of rights, obligations and shares or representative securities of the

social capital of the institution of credit institution object of resolution, not being

opponent, for this purpose, the duty of secrecy provided for in Article 78, but

without prejudice to them themselves being subject to the said secret

regarding the information in question.

Article 145-N

Application of the measure of partial or total divestance of the activity

1-A The disposal is effected under commercial conditions and takes into account the

circumstances of the concrete case, the assessment referred to in Article 145-H

and the principles, rules and guidelines of the European Union in respect of

state aid.

2-Should the disposition of the title of the shares or representative securities of the

social capital of the credit institution object of resolution result in the

acquisition or increase in participation qualified by the acquirer, the

Bank of Portugal effectuates the assessment referred to in Article 103 of

fearful form and in conjunction with the decision referred to in paragraph 1 of the

previous article so as not to delay the alienation and not to put into question the

purposes set out in Article 145 (1).-C.

3-After the divestance provided for in paragraph 1 of the preceding Article, the Bank of Portugal

CHAIR OF THE COUNCIL OF MINISTERS

112

can, at all time:

a) Divest other rights and obligations and the entitlement of other shares or

securities representative of the social capital of the institution of credit object

of resolution;

b) Return to the institution of credit object of resolution rights and

obligations that had been alienated to an acquirer, upon

authorization of this, or return the title of shares or other securities

representative of the social capital of the credit institution object of

resolution to the respective holders at the time of the expected decision in the

n. 1 of the previous article, not the institution of credit object

of resolution or those holders object to such devolution and

by proceeding, if necessary, to the reckoning of the counterpart fixed in the

moment of alienation.

4-Without prejudice to the provisions of paragraph 7, they shall not be disposed of any

credit rights on the institution of credit object of resolution held

by persons and entities which, in the two years prior to the date of application of the

resolution measure, have had participation, direct or indirect, equal or

greater than 2% of the social capital of the institution credit or have been

members of the credit institution's board of directors, save if it stays

demonstrated that they have not been, by action or omission, at the origin of the

financial difficulties of the credit institution and which have not contributed,

by action or omission, for the aggravation of such a situation.

5-Without prejudice to the provisions of Article 145 (4)-L, the product of the divestance

revert to:

a) The shareholders or holders of other representative securities of the capital

social institution of the credit institution object of resolution, in case the alienation

has been effected through the divestment of the securitisation of the shares or

of representative titles of their social capital;

CHAIR OF THE COUNCIL OF MINISTERS

113

b) The institution of credit object of resolution, in case the disposal has

been carried out through the divestance of part or the whole of

rights and obligations.

6-A Decision determining the divestance provided for in paragraph 1 of the preceding Article

it produces, on its own, the effect of transmitting the entiarity of the rights and

obligations transferred from the institution of credit object of resolution to the

acquirer, being this considered, for all legal effects and

contractual, as a successor in the rights and obligations alienated.

7-A The possible partial disposal of the rights and obligations shall not impair the

full assignment of the contractual positions of the institution of credit object of

resolution, with transmission of the responsibilities associated with the elements

of the asset transferred, particularly in the case of warranty contracts

financial, of securitisation operations or other contracts that

contain compensation and novation clauses.

8-A Decision determining the divestance provided for in paragraph 1 of the preceding Article

produces effects regardless of any legal provision or

contractual to the contrary, being title quite a lot for the fulfillment of

any legal formality related to the alienation.

9-A The disposal decision provided for in paragraph 1 of the preceding Article does not depend on the

consent of shareholders or holders of other representative securities

CHAIR OF THE COUNCIL OF MINISTERS

114

of the social capital of the institution of credit institution object of resolution, of the parties to

contracts related to the rights and obligations to be disposed of or of

any third parties, and may not constitute grounds for the exercise of

early expiration rights, resolution, denunciation, opposition to

renewal or change of conditions stipulated in the contracts in question.

10-The acquirer, succeeding to the institution of credit object of resolution, exercises

the rights regarding participation and access to payment systems, of

compensation and settlement, to the securities markets, to the

investor compensation systems and guarantee systems for

deposits, as well as participation and adherence to other systems or

associations of a public or private nature, necessary for development

of the activity transferred, and the exercise of these rights may not be denied

on the grounds of the absence or insufficiency of the risk rating of the

acquirer by a rating agency.

11-The exercise of the rights provided for in the preceding paragraph shall include all the

services, functionalities and operations of which the institution of credit object

of resolution disposing at the time of application of the resolution measure

provided for in paragraph 1 of the previous article.

12-If the acquirer does not meet the criteria for participation or membership in

any of the systems referred to in paragraph 10, the respect rights are

exercised by the purchaser during a period fixed by the Bank of

CHAIR OF THE COUNCIL OF MINISTERS

115

Portugal, not more than 24 months, extended upon application by the

acquirer to the Bank of Portugal.

13-Without prejudice to the provisions of Section V of this Chapter, the shareholders and

creditors of the institution of credit object of resolution, and other creditors

whose rights and obligations are not alienated, do not have any right

on the rights and obligations divested.

14-If the divestance provided for in paragraph 1 of the preceding Article shall be carried out

of concentration pursuant to the applicable law in respect of

competition, this operation can be carried out before it has been the subject of a

decision not to opposition on the part of the Competition Authority, without

injury to the measures that are subsequently determined by this

Authority.

Article 145-The

Partial or full transfer of the activity to transitional institutions

1-The Bank of Portugal may determine the partial or total transfer of

rights and obligations of a credit institution, which constitute assets,

liabilities, off-balance-sheet elements and assets under management, and the transfer

of the title of the shares or other securities representative of its capital

social for transitional institutions for the constituted effect, with the

goal to allow for their further alienation.

2-The Bank of Portugal may still determine the partial or total transfer

of rights and obligations of two or more credit institutions included in the

CHAIR OF THE COUNCIL OF MINISTERS

116

same group and the transfer of the title of shares or other securities

representative of the social capital of credit institutions included in the

same group for transitional institutions, with the same purpose

predicted in the previous number.

3-A The transitional institution is a collective person authorized to exercise the

activities related to the transferred rights and obligations.

4-A The transitional institution ensures the continuity of service provision

financial inherent in the transferred activity, as well as the administration of the

assets, liabilities, off-balance-sheet elements, assets under management and shares or

other instruments of ownership transferred pursuant to the provisions of

in paragraphs 1 and 2, with a view to the valorisation of the developed business, seeking

proceed to your disposal, as soon as the circumstances advise you, in

terms that maximize the value of the heritage in question.

5-A The transfer decision provided for in paragraphs 1 and 2 produces, by itself, the effect

of transmission of the title of the rights and obligations of the institution of

credit object of resolution for the transitional institution, this being

considered, for all legal and contractual effects, as a successor in the

rights and obligations transferred.

6-A possible partial transfer of the rights and obligations to the institution

of transition should not prejudice the full assignment of contractual positions

of the institution of credit object of resolution, with transmission of the

responsibilities associated with the elements of the transferred asset,

particularly in the case of financial guarantee contracts, of operations of

CHAIR OF THE COUNCIL OF MINISTERS

117

securitisation or other contracts containing clauses of

compensation and novation.

7-A The transfer decision provided for in paragraphs 1 and 2 produces effects

regardless of any legal or contractual provision to the contrary,

being title quite a lot for the fulfillment of any legal formality

related to the transfer.

8-A The transfer decision provided for in paragraphs 1 and 2 does not depend on the

consent of shareholders or holders of other representative securities

of the social capital of the credit institution, of the parties to contracts

related to the rights and obligations to be transferred nor from any

third parties, and may not constitute grounds for the exercise of rights

of early maturity, resolution, denunciation, opposition to renewal or

amendment of conditions stipulated in the contracts in question.

9-Without prejudice to the provisions of Section V of this Chapter, the shareholders and

creditors of the institution of credit object of resolution, and other third parties

whose rights and obligations are not transferred, do not have any right

on the rights and obligations transferred to the transitional institution.

10-The Code of Commercial Societies is applicable to transitional institutions,

with the necessary adaptations to the objectives and the nature of these institutions.

11-A The transitional institution must obey, in the development of its

activity, the management criteria that ensure low level maintenance

of risk.

12-A transitional institution, succeeding to the institution of credit object of

resolution, exercises the rights relating to participation and access to systems of

CHAIR OF THE COUNCIL OF MINISTERS

118

payments, compensation and settlement, to the value markets

securities, investors ' compensation systems and systems

of guarantee of deposits, as well as participation and adherence to others

systems or associations of a public or private nature, necessary to

development of the transferred activity, not the exercise of these

rights to be denied on grounds in the absence or insufficiency of

risk rating of the institution of transition by a rating agency of

risk.

13-The exercise of the rights provided for in the preceding paragraph shall include all the

services, functionalities and operations of which the institution of credit object

of resolution disposing at the time of application of the resolution measure

provided for in paragraph 1.

14-If the transitional institution does not meet the criteria for membership or

participation in any of the systems referred to in paragraph 12, the respects

rights are exercised by the transitional institution for a period

set by the Bank of Portugal, not more than 24 months, extended

upon request from the Institution of transition to the Bank of Portugal.

Article 146.

[...]

1-[...].

2-If it considers that there is no urgency in making the decision nor the risk of

that its execution or usefulness may become compromised, the Bank of

Portugal listens to members of the social bodies and the officeholders of

top direction that cease functions in the terms of the provisions of the article

145.-F, holders of qualified participations and holders of duties

essential referred to in Article 33, with dispensation of any formality

of notification, on the relevant aspets of the decisions to be taken, on the deadline,

by the form and through the means of communication deemed appropriate.

CHAIR OF THE COUNCIL OF MINISTERS

119

3-A hearing provided for in the preceding paragraph is held, with dispensation of

any formality of notification, on relevant aspets of the decisions to

adopt, at the deadline, by the form and through the means of communication that if

show appropriate to the urgency of the situation.

Article 147.

[...]

1-When a measure of resolution is adopted, and as long as it lasts, stay

suspended, by the maximum term of one year, all executions, including the

tax, against the credit institution, or that cover their assets, without

exception of those with an end to the collection of credits with preference or

privilege, and the limitation periods of limitation or expiry are interrupted

opponents by the institution.

2-In case the institution of credit object of resolution is a party to a process

judicial, the Bank of Portugal may request the suspension of that process, by

a suitable period of time, when this proves necessary for the

effective implementation of the resolution measure.

Article 148.

[...]

1-Without prejudice to other specifically foreseen cooperation duties,

treating to credit institutions that exercise activities of

financial intermediation or emit financial instruments admitted to the

trading on regulated market, the Bank of Portugal keeps the

Commission of the Securities Market informed of the arrangements

to take in the terms of the provisions of this title, listening to it, always

which possible, before deciding the application of them.

CHAIR OF THE COUNCIL OF MINISTERS

120

2-Within the framework of a decision by one resolution authority of another

Member State of the European Union for the transfer of rights and

bonds, which constitute assets, liabilities, off-balance-sheet elements and

assets under management, and of the entitlement of shares or other securities

representative of the social capital located in Portugal or governed by the

national law, the Bank of Portugal provides the necessary assistance to

ensure that that transfer produces its effects on that other

Member State, without prejudice to the legal and regulatory provisions

national on the subject.

3-Within the framework of a decision by one resolution authority of another

Member State of the European Union for the exercise of the powers provided for in the

article 145-I or the application of the measure provided for in Article 145-U, and in the

case of the eligible credits or the instruments of own funds of the

credit institution object of resolution include instruments or

claims governed by domestic law or credits whose holders are

situated in Portugal, the Bank of Portugal cooperates with that authority of

resolution in the sense of ensuring that the reduction or conversion is

applied in the terms and conditions determined by the authority of

resolution of that Member State.

4-Without prejudice to the provisions of Articles 80 to 82, and for the purposes of the provisions of

in Section VI of this Chapter, the Bank of Portugal:

a) It provides the resolution authorities and the supervisory authorities,

when this is requested, the relevant information to allow the

CHAIR OF THE COUNCIL OF MINISTERS

121

exercise, by the authorities intervening in the resolution of a group

cross-border, of the tasks that compete them;

b) Coordinates, when it is the resolution authority at the group level, the

flow of all relevant information among the authorities of

resolution;

c) It provides, when it is the resolution authority at the group level,

the access of the resolution authorities of other Member States of the

European Union to all relevant information to enable the

exercise of the tasks referred to in points b ) a i ) of paragraph 4

article 145-AG.

5-For the purposes of the provisions of the preceding paragraph, when an application for

information incited or includes information provided by an authority of

resolution of a third country and this has not consented to the transmission, the

Bank of Portugal requests the consent of that resolution authority

to transmit this information, not being obliged to transmit

information provided by a resolution authority of a third country

if the latter has not consented to its transmission.

6-Within the framework of a decision by one resolution authority of another

Member State of the European Union for the application of a measure of

resolution or exercise of a power of resolution in which to determine

entities of the group of the credit institution object of resolution

established in Portugal access to clarifications, information,

documents, information systems and facilities or the provision of

services referred to in Article 145-AP, the Bank of Portugal collaborates with

such a resolution authority in the sense of such entities making available

that access or preset those services.

CHAIR OF THE COUNCIL OF MINISTERS

122

Article 152.

Financial institutions and financial companies

1-The measures provided for in this title may also be applied, with

the necessary adaptations, to the following entities:

a) Financial institutions that are subsidiaries of a credit institution,

of an investment company that exercises the foreseen activities

in the points c ) or f ) of Article 199 (1), with the exception of the

unsecured allotment service, or of one of the forecasted entities

in the following points, and which are covered by the supervision in

consolidated basis to which it is subject to parent company-mother's respect;

b) Financial companies, joint financial companies and companies

mixed;

c) Financial companies-mother in Portugal and financial companies

mist-mother in Portugal.

2-The Bank of Portugal may apply resolution measures to the institutions

referred to in para. a ) of the previous number if they are filled in the

requirements set out in Article 145 (2)-And in relation to the same and the

parent company subject to supervision on a consolidated basis.

CHAIR OF THE COUNCIL OF MINISTERS

123

3-The Bank of Portugal may apply resolution measures to the entities

provided for in points b ) and c ) of the n. 1 should the requirements be fulfilled

provided for in Article 145 (2)-and in relation to that entity and by the

less one of its subsidiaries that is a credit institution or company

of investment that pursues the activities provided for in the ( c ) or f ) from the

n Article 199 (1), with the exception of the unsecured allotment service,

or, should the subsidiary not be established in the European Union, should the authority

of the third country has determined that the branch meets the conditions of

resolution under the law of that country.

4-Without prejudice to the provisions of the preceding paragraph, the Bank of Portugal may

apply resolution measures to the entities provided for in points b ) and c ) of the n.

1 not being fulfilled the requirements set out in Article 145 (2).

in relation to such entities, provided that their insolvency situation puts

in cause the soundness of a credit institution or company of

investment that pursues the activities provided for in the ( c ) or f ) of paragraph 1.

of Article 199, with the exception of the unsecured allotment service, or of the

group as a whole, and these requirements are fulfilled for some of the

your branches that is a credit institution or investment company

to carry out the activities provided for in the ( c ) or f ) of paragraph 1 of the article

199.--A, with the exception of the warrantless placement service.

CHAIR OF THE COUNCIL OF MINISTERS

124

5-When a mixed financial company indirectly owns branches that

are credit institutions or investment firms that exercise the

activities provided for in the ( c ) or f ) from Article 199 (1)-A, with

the exception of the unsecured allotment service, the Bank of Portugal, to

effects of the resolution of the group, may apply resolution measures to

intermediate financial company, and not to that mixed financial company.

6-For the purposes of the provisions of paragraphs 2 and 3, the Bank of Portugal, when assessing the

fulfillment of the requirements laid down in Article 145 (2)-And, may not

take into account the intragroup exhibitions and the possibility of transfer of

damage between entities, including the exercise of reduction powers or

conversion of capital instrument.

Article 153.

[...]

The provisions of this Title shall apply, with due adaptations, to

branches of credit institutions not understood in Article 48 and the

branches of financial institutions covered by Article 189 that exercise

the activities provided for in the ( c ) or f ) of Article 199 (1).

Article 153-B

Nature of the Resolution Fund

1-The Resolution Fund, hereinafter referred to by Fund, is a person

public law collective, endowed with administrative and financial autonomy

and of own heritage.

2-[...].

3-The Fund shall be governed by the present diploma and its regulations.

CHAIR OF THE COUNCIL OF MINISTERS

125

Article 153-C

[...]

The Fund has the object to provide financial support for the implementation of measures of

resolution adopted by the Bank of Portugal, pursuant to the provisions of the article

145.-AB, and perform all the remaining functions conferred upon it

by law in the context of the implementation of such measures.

Article 153-D

[...]

1-............................................................................................................. [

...]:

a) [...];

b) The investment companies that exercise the activities foreseen in the

points c ) or f ) of Article 199 (1), with the exception of the service of

allotment without warranty;

c) [...];

d) The branches of financial institutions covered by Article 189 and

to carry out the activities provided for in the ( c ) or f ) of paragraph 1 of the

article 199, with the exception of the unsecured allotment service;

e) [...].

2-............................................................................................................. [

...].

Article 153-F

[...]

1-............................................................................................................. [

CHAIR OF THE COUNCIL OF MINISTERS

126

...]:

a) [...];

b) [...];

c) [...];

d) [...];

e) [...];

f) [...];

g) Any other recipes, income or values that come from the

your activity or that by law or contract are assigned to you,

including the amounts received from the credit institution object of

resolution or the transitional institution.

2-............................................................................................................. The

s financial resources of the Fund shall have as a minimum level the amount

corresponding to 1% of the value resulting from the sum of the amount of the

deposits guaranteed by the Deposit Guarantee Fund, within the

limit laid down in Article 166, of all credit institutions

authorized in Portugal and the amount of deposits guaranteed by the

Mutual Agricultural Credit Guarantee Fund, within the limit set out in the

article 12 of the Decree-Law No 345/98 of November 9, amended by the

Decrees-Laws n. ºs 126/2008, of July 21, 211-A/2008, of 3 of

November, 162/2009, of July 20, 119/2011, of December 26, and 31-

A/2012, of February 10.

3-............................................................................................................. S

and, after being reached the minimum level provided for in the preceding paragraph, the

financial resources of the Fund to become less than two-thirds of that

minimum level, the Bank of Portugal fixes the amount of the contributions

periodicals in such a way as to achieve the said level-minimum within a time limit of six

CHAIR OF THE COUNCIL OF MINISTERS

127

years.

4-............................................................................................................. The

Fund may borrow or other forms of support from the

participating institutions, financial institutions or third parties if the

contributions collected pursuant to the provisions of the following article and in the

article 153-H are not sufficient for fulfillment of your obligations

and for coverage of the losses, costs or other expenses arising out of

of the use of the funding mechanisms and the planned contributions

in Article 153-I shall not be immediately accessible or not

enough.

5-............................................................................................................. The

s loans provided for in paragraph d ) of paragraph 1 shall not be granted

by the Bank of Portugal.

6-............................................................................................................. The

Fund may borrow from the remaining mechanisms of

funding for resolution of the European Union if:

a) The resources coming from the initial and periodic contributions of the

participating institutions are not sufficient for compliance with the

your obligations and for coverage of losses, costs or other

expenses arising from the use of the Fund;

b) The special contributions provided for in Article 153-I shall not be

CHAIR OF THE COUNCIL OF MINISTERS

128

immediately accessible; and

c) The means of funding provided for in paragraph 5 are not

immediately accessible under reasonable conditions.

7-The Fund may also provide loans to other mechanisms of

funding for resolution of the European Union at the request of these and in the

circumstances specified in the preceding paragraph, owing to the decision of

provision of the required loan be taken with urgency.

8-The Fund, whenever it rewants a loan and whenever it decides

provide a loan, wakes up the interest rate, the repayment term and the

remaining conditions of the same with the remaining mechanisms of

resolution funding involved.

9-Whenever the Fund grants a loan to a mechanism of

funding for resolution of another Member State of the European Union and

other mechanisms for funding resolution in the European Union

decide also to participate, the loans must have the same period of

reimbursement, interest rate and too much conditions, the amount being borrowed

by each participating mechanism proportional to the amount of deposits

guaranteed by the officially recognized deposit guarantee system

in that Member State of the European Union, within an equivalent limit

as provided for in Article 166, with respect to the aggregate amount of the

deposits guaranteed by the deposit guarantee systems officially

recognized in the Member States of the European Union participating,

within a limit equivalent to that provided for in Article 166, unless agreement

contrary to all the participating financing mechanisms.

10-Loans granted by the Fund pursuant to the provisions of paragraph 8

CHAIR OF THE COUNCIL OF MINISTERS

129

are treated as an asset of the Fund and can be accounted for in the

your level-minimum.

11-The proceeds from the contributions referred to in points b ) and c ) from the

n. 1 may only be used for the purposes provided for in Article 1 (1)

145.-AB, to reimburse the borrowings by the Fund to

these effects or to grant loans to other mechanisms of

funding under the provisions of paragraph 8.

Article 153-G

[...]

1-Within 30 days of the registration of the beginning of its activity, the

participating institutions deliver to the Fund an initial contribution whose

value is fixed by notice of the Bank of Portugal, on a proposal from the commission

directive from the Fund.

2-A The initial contribution focuses on the amount of own capitals

accounting existing at the time of the respective constitution.

3-Are dispensed with initial contribution the institutions that result from

merger, spin-off or processing operations of participants in the Fund and the

institutions of transition.

Article 153-H

[...]

1-Participating institutions deliver to the Fund periodic contributions to

set by the Bank of Portugal under the applicable law.

2-The value of the periodic contribution of each participating institution is

proportional to the amount of the liability of that institution, excluding the

own funds, deducted from the deposits secured by the Fund of

Deposit guarantee, within the limit set out in Article 166, or of the

CHAIR OF THE COUNCIL OF MINISTERS

130

deposits guaranteed by the Mutual Agricultural Credit Guarantee Fund,

within the limit set out in Article 12 of the Decree-Law No. 345/98, 9 of

november, changed by the Decrees-Laws n. ºs 126/2008 of July 21,

211-A/2008, of November 3, 162/2009, of July 20, 119/2011, of 26

of December, and 31-A/2012, of February 10, in relation to these values

ascertained to the pool of the participating institutions.

3-The value of the periodic contribution is adjusted in proportion to the profile of

risk of the participating institution and takes into account the phase of the economic cycle and

the potential impact of pro-cyclical contributions on the financial situation of the

institution.

4-The value of the periodic contribution of the Central Cash of Agricultural Credit

Mutual should have by reference the consolidated financial situation of the System

Integrated of the Mutual Agricultural Credit.

5-The Bank of Portugal, on a proposal from the Fund, sets a contributory fee

applicable to the basis of incidence provided for in paragraph 2 that allows to reach the level

minimum set out in Article 153 (2) and which makes it possible to achieve the

amount that every time the Bank of Portugal deems appropriate

to ensure that the Fund is capable of fulfilling its obligations and

purposes.

6-Up to the limit of 30% of the periodic contributions, the institutions

participants can be excused from paying their respects at the

deadline due as long as they assume the commitment to payment to the Fund,

irrevocable and guaranteed by financial pawn in favour of the Asset Fund of

low risk to the free disposition of this and who are not burdensome by rights

of third parties, at any time in which the Fund requests it, in part or

of the totality of the amount of the contribution that has not been paid in

CHAIR OF THE COUNCIL OF MINISTERS

131

cash.

7-The value of irrevocable payment commitments to which the

previous number may not exceed 30% of the total amount of resources

financial available at each time in the Fund.

Article 153-I

[...]

1-If the resources of the Fund are shown to be insufficient for compliance

of its obligations, the member of the Government responsible for the area of

finance may determine, by portaria, that the participating institutions

make special contributions, setting out the amounts, benefits, deadlines

and too much terms of those contributions, according to the forecast in the

following numbers.

2-Special contributions are rematches by the participating institutions of

agreement with the one provided for in paragraphs 2 and 3 of the preceding Article and shall not

exceed the triple of the amount of the last periodic contributions of the

same article.

3-The special contributions set out in this Article shall apply

in Article 153 (11).-F.

4-The Bank of Portugal may suspend, partially or fully, for a term

not more than 180 days, extended at the request of the institution concerned, the

obligation to pay special contributions on the part of a

participating institution, if such payment compromises liquidity or

solvability of that institution.

CHAIR OF THE COUNCIL OF MINISTERS

132

5-In cases provided for in the preceding paragraph, as soon as the payment of the

special contribution does not compromise the liquidity or creditworthiness of the

participating institution whose obligation has been suspended, the Bank of Portugal

determines the end of that suspension and imposes that special contributions

suspended are paid right away.

Article 153-J

Excecional financial support of the State

1-To the resources provided for in the previous article may be further added,

excecionally, the provision of financial support from the State to the Fund,

particularly in the form of loans or provision of guarantees.

2-Without prejudice to the provisions of the preceding paragraph, it does not fall back on the State

any obligation to provide excecional financial support to the Fund, nor

any liability for the financing of the implementation of measures of

resolution.

Article 153-M

[...]

1-[...].

2-The resources made available under the provisions of the preceding paragraph

that are not used for the realization of the social capital of the institution of

transition gives the Fund a right of credit on the institution of

credit object of resolution, on the transitional institution, on the vehicle

of asset management or on the procuring institution, as the cases, in the

amount corresponding to these resources, benefiting from the privilege

CHAIR OF THE COUNCIL OF MINISTERS

133

receivable provided for in paragraph 166 and 2 of Article 166.

3-A The provision of financial resources pursuant to the provisions of the

this article shall process with observance of the principles, rules and

guidelines from the European Union on State aid.

Article 154.

Nature of the Deposit Guarantee Fund

1-The Deposit Guarantee Fund, hereinafter referred to as the Fund, is a

collective person of public law, endowed with administrative autonomy and

financial and own heritage.

2-[...].

3-The Fund shall be governed by the present diploma and its regulations.

Article 155.

[...]

1-[...].

2-The Fund may still intervene in the context of the implementation of measures of

resolution under the terms of the scheme provided for in Article 167-B.

3-[...].

4-[...].

5-Are covered by the provisions of the preceding paragraph the funds represented

by certificates of deposit issued by the credit institution up to 2 of

July 2014 to the order of an identified holder, but not the represented

by other debt securities by it issued or by the instruments

financial provided for in points a ) a f ) of Article 2 (1) of the Code of

CHAIR OF THE COUNCIL OF MINISTERS

134

Securities nor the emerging debits of own accepted or of

promissory notes in circulation.

6-[...].

7-A correspondence between the Fund and depositors of the institutions of

participating credit is done in the following languages:

a) In the official language of the Member State of the European Union used by the

credit institution where the deposit guaranteed by the

Fund to communicate with the depositor;

b) In the official language or languages of the Member State of the European Union

where the deposit guaranteed by the Fund has been constituted; or

c) In the language chosen by the depositor at the time of the opening of the

deposit account, if the credit institution acting in another State-

Member of the European Union under the scheme of the free provision of

services.

8-The Fund makes available, on its website, all the information that

consider necessary for depositors, namely the information

relating to the amount, scope of the coverage and refund procedure

of the deposits.

Article 156.

[...]

CHAIR OF THE COUNCIL OF MINISTERS

135

1-[...]:

a) [...];

b) Credit institutions with headquarters in countries that are not

members of the European Union, regarding the capped deposits

by its branches in Portugal, save if those deposits are

covered by a country of origin guarantee system in terms of

that the Bank of Portugal considers equivalent to those afforded

by the Fund, specifically with respect to the scope of coverage

and to the limit of the guarantee, and without prejudice to existing bilateral agreements

on the matter;

c) [ Revoked ].

2-[...].

3-[ Revoked ].

4-[ Revoked ].

5-[ Revoked ].

6-[...].

7-[...].

8-Should a credit institution cease to be a participant of the Fund shall, in the

period of 30 days from the time of cessation of participation,

inform depositors depositors of such a fact.

Article 157.

[...]

1-[...].

CHAIR OF THE COUNCIL OF MINISTERS

136

2-[...].

3-In the event that a credit institution uses more than one brand, it must

inform the depositors depositors of that fact and that the limit referred to in the

n Article 166 (1) shall apply to the overall value of deposits of which the

depositors are holders in the credit institution concerned.

4-A information must be found available on the balconies, in place well

identified and directly accessible, and must be provided to depositors

prior to the conclusion of the deposit contract.

5-The information referred to in paragraph 1 is made available in the language

agreed between the depositor and the credit institution at the time of

opening of the deposit account, or in the official language of the Member State of the

European Union in which the branch is established.

6-depositors must confirm the recetion of the information provided in

compliance with the provisions of paragraph 1 by filling out the fact sheet of

constant information in Annex I to Directive No 2014 /49/UE, of the

European Parliament and of the Council of April 16, 2014.

7-Credit institutions must confirm to depositors that the

contracted deposits are deposits secured by the Fund through the

inclusion in the account extracts from a reference to the information sheet

referred to in the preceding paragraph, and this fact sheet shall be provided to the

depositor at least once a year.

8-A advertising carried out by credit institutions to their deposits

only may include, with regard to the information to which the

n. ºs 1 and 2, the factual reference to the fact that the Fund guarantees them and the

functioning of this, and may not, specifically, refer to a

unlimited coverage of the deposits.

CHAIR OF THE COUNCIL OF MINISTERS

137

9-A The request of the person concerned, the entities referred to in paragraph 1 shall provide

information on the conditions for which the reimbursement is dependent on the

guarantee of deposits and on the formalities required for your

getting.

10-[ Previous Article No 5 ].

11-[ Previous Article No 6 ].

12-In the event of a merger, conversion of subsidiaries into branches or similar operations,

the credit institutions concerned must notify their depositors

of this operation with a advance minimum of 30 days in the face of the date on which the

operation produces effects, save if the Bank of Portugal authorizes a deadline

shorter on grounds of commercial secrecy or financial stability.

13-In the situation provided for in the preceding paragraph, depositors of the institutions of

credit in question they have a period of 90 days, to be counted from the notification to

that refers to the previous number, to rescue or transfer to another

credit institution, without any penalty, the amount of its

deposits guaranteed by the Fund, including the totality of the interest accrued

and of the acquired benefits, which with such an operation passes on the

limit set out in Article 166 (1).

14-If a depositor uses services from homebanking , the information that

shall be premised on the strength of this article may be

communicated by electronica, unless the same requires that it

are communicated on paper.

CHAIR OF THE COUNCIL OF MINISTERS

138

15-Branches in Portugal of credit institutions based in countries that

are not members of the European Union, whose deposits are covered

by a system of guarantee of deposits from the country of origin in terms that the

Bank of Portugal consider equivalent to those provided by the Fund,

they provide their depositors with the information referred to in paragraph 1, in

Portuguese language, or in the language agreed between the depositor and the institution

of credit at the time of opening of the deposit account.

Article 159.

[...]

1-The Fund has the following resources:

a) Initial contributions from participating credit institutions;

b) Periodic contributions from participating credit institutions;

c) Income from the application of resources;

d) Liberalities;

e) Any other recipes, income or values that come from the

your activity or that by law or contract are assigned to you,

including the product of the fines applied to the credit institutions.

2-The financial resources of the Fund shall have as a minimum level the

amount corresponding to 0.8% of the value of the deposits guaranteed by the

Fund, within the limit set out in Article 166, of all the institutions of

participating credit.

CHAIR OF THE COUNCIL OF MINISTERS

139

3-If, after being reached the minimum level provided for in the preceding paragraph, the

financial resources of the Fund to become less than two-thirds of that

minimum level, the Bank of Portugal fixes the amount of the contributions

periodicals in such a way as to achieve the said level-minimum within a time limit of six

years.

4-Until March 31 of each year, the Bank of Portugal informs the Authority

European Bank of the amount of deposits constituted in Portugal

guaranteed by the Fund, within the limit set out in Article 166, and of the

amount of financial resources available in the Fund in 31 of

December of the previous year.

Article 160.

[...]

1-[...].

2-Are dispensed with initial contribution the institutions that result from

merger, spin-off or processing operations of participants in the Fund and the

institutions of transition.

Article 161.

[...]

1-The participating credit institutions deliver to the Fund, up to the last

day of the month of April, a periodic contribution.

2-The value of the periodic contribution of each credit institution is defined

depending on the average value of monthly balances of deposits of the year

previous guaranteed by the Fund, within the limit set out in Article 166, and

of the risk profile of the credit institution.

3-The Bank of Portugal fixed, listened to the Fund and the representative associations

CHAIR OF THE COUNCIL OF MINISTERS

140

of the participating credit institutions, the concrete method of calculating the

periodical contributions, which takes into account the phase of the economic cycle and the

potential impact of pro-cyclical contributions.

4-The Bank of Portugal sets a contributory rate applicable to the base of

incidence provided for in paragraph 2, as well as a minimum contribution, which

allow to achieve the minimum level set out in Article 153 (2) of the Article-F and

that makes it possible to reach the amount that at every time the Bank of

Portugal consider it suitable to ensure that the Fund is able to comply

their obligations and purposes.

5-The Bank of Portugal informs the European Banking Authority of the method

set under the provisions of the preceding paragraph.

6-Whenever the Fund countering a loan from other systems of

guarantee of officially recognised deposits in a Member State of the

European Union in accordance with the provisions of paragraph 9 of the following article, the

periodic contributions collected in the following years must be in value

sufficient to reimburse the loan amount and to re-establish the

minimum level referred to in Article 159 (2) the most rapidly

possible.

7-Up to the limit of 30% of the periodic contributions to credit institutions

participants can be excused from paying their respects at the

deadline set out in paragraph 1 provided that they undertake the commitment of

payment to the Fund, irrevocable and guaranteed by financial pawn in favour

of the low-risk asset fund at the disposal of this and that are not

burdened by third party rights, at any time in which the Fund

solicit, of part or of the totality of the amount of the contribution that does not

has been paid in cash.

8-The value of irrevocable payment commitments to which the

previous number may not exceed 30% of the total amount of resources

CHAIR OF THE COUNCIL OF MINISTERS

141

financial available at each time in the Fund.

Article 162.

[...]

1-[...].

2-[...].

3-The member of the Government responsible for the area of finance determines, by

would pore, the amounts, benefits, deadlines and too much terms of the

special contributions referred to in ( a ) of paragraph 1, in accordance with the

provided for in the following numbers.

4-The overall value of the special contributions of a credit institution does not

may exceed, in each period of exercise of the Fund, 0.5% of its

deposits covered by the Fund's guarantee within the limit set out in the

article 166.

5-In excecional circumstances, and with the approval of the Bank of Portugal,

contributions may be imposed in excess of the limit referred to in the number

previous.

6-In the terms of the same porterie, the new participating institutions, with

exception of those resulting from merger, spin-off, or transformation operations of

participants, may not be required to make special contributions

over a period of three years.

7-The Bank of Portugal may suspend, partially or fully, for a term

not more than 180 days, extended at the request of the credit institution at

cause, the obligation to pay special contributions on the part of

CHAIR OF THE COUNCIL OF MINISTERS

142

a participating credit institution, if such payment compromises

materially the liquidity or solvability situation of that institution.

8-In cases provided for in the preceding paragraph, as soon as the payment of the

special contribution cede no materially compromising the situation of

liquidity or creditworthiness of the participating credit institution whose

obligation has been suspended, the Bank of Portugal determines the end of that

suspension and imposes that special suspended contributions are paid from

immediate.

9-The Fund may borrow from other guarantee schemes

of officially recognized deposits in a Member State of the Union

European, if the following conditions are met:

a) The Fund does not have the capacity to fulfil the obligations it

incumbent due to the insufficiency of the planned financial

in Article 159 (1);

b) Have been determined the payment of special contributions

provided for in paragraph a ) of paragraph 1;

c) The Fund will commit itself to using the resources from the

loan for the refund provided for in Article 164;

d) The Fund does not find itself, at that time, obliged to reimburse

a loan to other deposit guarantee schemes in the terms

of the provisions of this Article;

e) The Fund shall state the amount of the loan requested;

f) The total loan amount granted does not exceed 0.5% of the

deposits guaranteed by the Fund, within the limit set out in the

article 166.

CHAIR OF THE COUNCIL OF MINISTERS

143

10-Whenever the Fund requests a loan to other guarantee systems

of officially recognized deposits in a Member State of the Union

European, informs tempestively the European Banking Authority of the

requested amount and the verification of all the conditions referred to in the

previous number.

11-The Fund may also provide loans to guarantee schemes of

officially recognized deposits in another Member State of the Union

European at the request of these and upon verification of the conditions referred to

in paragraph 9, with due adaptations, owing in such cases the Fund

communicate to the European Banking Authority the initial interest rate and the deadline

of the loan effective.

12-To borrowings under the provisions of paragraph 9, as well as

to those granted in the terms of the provisions of the preceding paragraph, is applied, in the

minimum, an interest rate equivalent to the interest rate of the facility

standing ceding liquidity of the European Central Bank during the

term of the loan.

13-The loans referred to in paragraphs 9 and 11 shall be redeemed at the time

of five years, and such reimbursement may be made by periodic instalments,

and interest pays only due on the date of the refund.

14-[ Previous Article No 7 ].

15-[ Previous Article No 8 ].

16-Without prejudice to the possibility of the State granting loans or

provide guarantees to the Fund, does not fall under the State any obligation to

provide excecional financial support to the Fund, nor any

liability for financing the activity of the Fund.

CHAIR OF THE COUNCIL OF MINISTERS

144

Article 163.

[...]

Without prejudice to the provisions of Article 167-B, the Fund shall apply the resources

available in low-risk financial operations and sufficiently

diversified, upon plan of applications agreed with the Bank of

Portugal.

Article 164.

[...]

[...]:

a) Of deposits constituted in Portugal or in other States-

Members of the European Union together with credit institutions with

registered in Portugal;

b) Of deposits constituted in Portugal together with branches referred to

in the paragraph b ) of Article 156 (1);

c) [...].

Article 165.

[...]

1-[...]:

a) The deposits constituted in the name and on account of institutions of

credit, investment firms, financial institutions, companies

of insurance and reinsurance, collective investment institutions,

pension funds, entities of the national administrative public sector

and foreign nationals and supranational or international bodies, with

CHAIR OF THE COUNCIL OF MINISTERS

145

exception:

i) Of the deposits of pension funds whose associates are

small or medium-sized enterprises;

ii) From the deposits of local authorities with an annual budget

equal to or less than € 500000;

b) [...];

c) The deposits whose holder has not been identified in the terms of the

provisions of Article 8 of Law No 25/2008 of June 5, amended

by Decrees-Leis n. ºs 317/2009, October 30, 242/2012, 7

from November, 18/2013, from February 6, and 157/2014, from 24 of

October, through the presentation of the elements provided for in the article

7. of the said law, at the date of the unavailability of the

deposits.

d) The deposits of persons and entities which, in the two years prior to

date on which to check the unavailability of the deposits, or in which

a measure of resolution has been adopted, have had

participation, direct or indirect, equal to or greater than 2% of the capital

social institution of the credit institution or have been members of the organs

of administration of the credit institution, save if it is demonstrated

who have not been, by action or omission, at the origin of the difficulties

financial institution of the credit institution and who have not contributed, per share

or omission, for the aggravation of such a situation.

e) [ Revoked ];

f) [ Revoked ];

g) [ Revoked ];

h) [ Revoked ];

CHAIR OF THE COUNCIL OF MINISTERS

146

i) [ Revoked ];

j) [ Revoked ];

k) [ Revoked ];

l) [ Revoked ].

2-[...].

3-[ Revoked ].

4-[...].

Article 166.

[...]

1-[...].

2-The limit set out in the preceding paragraph shall not apply to the following deposits,

for a period of one year from the date on which the amount has been

credited in the respect account:

a) Deposits arising from real estate transactions related to

private housing urban buildings;

b) Deposits with social objectives, determined in a diploma of their own;

c) Deposits whose amount results from the payment of benefits of

insurance or compensation for damages resulting from the practice of a

crime or undue conviction.

3-For the purposes of the provisions of paragraph 1, existing balances shall be deemed to be

date on which to check the unavailability of the deposits.

4-The value referred to in paragraph 1 shall be determined with observance of the following

criteria:

a) The set of the deposit accounts shall be considered

interested be a holder in the institution concerned, regardless of the

CHAIR OF THE COUNCIL OF MINISTERS

147

your modality;

b) To be included in the balances of deposits the interest accrued interest

but unpaid, counted up to the date referred to in paragraph 3;

c) They will be converted into euros, to the exchange of the same date, the balances of

deposits expressed in foreign currency;

d) In the absence of a provision to the contrary, they shall be presumed to belong

in equal parts to the holders the balances of the collective, joint accounts

or sympathies;

e) If the account holder is not the holder of the right to the amounts

deposited and this has been, or may be, identified before

verified the unavailability of the deposits, the guarantee covers the holder

of the right;

f) If the right has several holders, the part imputable to each of them,

under the terms of the rule set out in paragraph d ), is guaranteed up to the limit

provided for in paragraph 1;

g) The deposits in an account to which they have access several persons in the

quality of members of an association or a commission

special devoid of legal personality are aggregated as if

had been made by a single depositor and do not count towards

effects of the calculation of the limit set out in paragraph 1 applicable to each

CHAIR OF THE COUNCIL OF MINISTERS

148

of these people.

5-In the case of a credit institution that is the object of a measure of

resolution, the deposits that are transferred in the scope of the application of the

same are taken into account in the calculation of the limit set out in paragraph 1,

case a situation of unavailability of deposits in the case will occur

credit institution that has been subject to the said measures.

6-The repayment of deposits consisting of participating institutions is

Effected in euros.

7-The Fund may require the participating institutions, at any time, the

dispatch of the aggregate amount of the deposits guaranteed by the Fund, well

like any other elements of information that it considers relevant.

Article 166-The

[...]

1-[...].

2-[...].

3-[...].

4-Credits by deposits of natural persons and micro, small and

medium enterprises in the amount exceeding the limit set out in Article 166,

as well as the entirety of the credits for deposits of these persons and

companies consisting of branches established outside the Union

European institutions of participating institutions, for which they are not

check none of the situations provided for in Article 165 (1), enjoy

of general privilege on the mobile assets of the credit institution and of

special privilege on the real estate of the institution with preference

CHAIR OF THE COUNCIL OF MINISTERS

149

about all the too many privileges, although subordinated to the privileges

receivables predicted in the previous numbers.

Article 167.

[...]

1-The refund must take place within seven working days from the date on

that occurs the unavailability of the deposits and does not depend on the

submission of an application by the depositors to the Fund for this purpose.

2-In the situations referred to in points and ) and f ), from Article 166 (4), the

repayment term will be 90 days from the date on which the

unavailability of the deposits.

3-The Fund may ask the Bank of Portugal for the deferment of the term

referred to in paragraph 1, if:

a) Be it uncertain that the depositor is entitled to receive the refund;

b) Whether a judicial or counterordinational process is under way

by the practice of any acts related to guaranteed deposits

by the Fund in violation of legal or regulatory standards;

c) The deposit is subject to restrictive measures imposed by Governments

national or by international bodies;

d) No transactions relating to the deposit account have been registered in the

last two years;

e) It deals with one of the deposits provided for in Article 166 (2).

f) The amount of the refund is paid by the guarantee system of

officially recognised deposits in the Member State of

hosting, pursuant to the provisions of paragraph 2 of the following article.

4-Saving the limitation period set out in the law, the term of the

deadlines set out in paragraphs 1 and 2 shall be without prejudice to the right of depositors to

CHAIR OF THE COUNCIL OF MINISTERS

150

claim from the Fund the amount that for this is due to them.

5-If the account holder or of the right to the deposited amounts has been

accused by the practice of acts of money laundering, the Fund

suspending the refund than it is due up to the transit on trial of the

final sentence.

6-You will not be refunded the deposits whose deposit account does not have

registered any transaction in the last two years and the amount of which is

lower than the administrative costs in which the Fund would incur by effectiping the

refund.

7-[ Previous Article No 5 ].

8-[ Previous Article No 6 ].

9-[ Previous Article No 7 ].

10-A depositary institution is obliged to provide to the Fund, within two

working days from the date on which this the request and in the terms to be defined by

notice of the Bank of Portugal, a complete relation of the credits of the

depositors, as well as all the other information that the Fund

it lacks to meet its commitments, it is up to the Fund to look at the

accounting of the institution and collect on the premises of this any other

relevant information elements.

11-For the purposes of the provisions of the preceding paragraph, credit institutions

indicate all deposits covered by the Fund's guarantee.

12-The Bank of Portugal, in collaboration with the Fund, regulates, scrutinizes and

carries out periodic tests on the effectiveness of the mechanisms referred to in paragraph 10,

may determine the achievement of such tests by the institutions themselves

participants.

13-Without prejudice to the use of the financial resources listed in paragraph 1

of Article 162 being conditioned on the verification of a situation of

insufficiency of the resources set out in Article 159, the Fund may,

CHAIR OF THE COUNCIL OF MINISTERS

151

in advance, proceed to studies and plan and prepare the mechanisms

so that the financing under the conditions set out in Article 162 para.

allow for the fulfilment of the deadlines set out in paragraph 1.

14-The Fund carries out, at least every three years, effort tests to the

its mechanisms to ensure the effectiveness of the same in a situation of

unavailability of deposits, namely compliance with deadlines

set out in paragraph 1.

15-The Fund retains the information received for the purposes of the provisions of the

n. ºs 10 a to 14 only during the period necessary for your treatment.

16-[ Previous Article No 11 ] .

Article 167-The

Cooperation with other deposit guarantee schemes

1-In the event of an unavailability of the deposits of a credit institution

headquartered in another Member State of the European Union with branch in

Portugal, the Fund effectuates the repayment of deposits constituted in

Portugal on behalf of the deposit guarantee scheme of the Member State

of origin and in accordance with the instructions by this provided, not being

responsible for the acts practiced in accordance with those instructions.

2-In the event of an unavailability of the deposits of a credit institution

headquartered in Portugal with branch in another Member State of the Union

European, the Fund makes the necessary funding available in advance

for the effectivation of the repayment of deposits constituted in those

branches by the system of deposit guarantee of the Member State of

hosting, we provide you with the necessary instructions and compensate you for the

incurred costs.

3-The Fund provides the necessary information and is entitled to receive

correspondence of the depositors of branches in Portugal of institutions

of credit based in other Member States of the European Union on behalf of

CHAIR OF THE COUNCIL OF MINISTERS

152

of the deposit guarantee systems of the Member States of origin.

4-The Fund, in the quality of system of guarantee of deposits of the State-

Member of origin, shares with the deposit guarantee systems of the

Host Member States the communication of the Bank of Portugal

received in accordance with the provisions of paragraph 9 of the preceding Article and the results

obtained in the tests carried out under paragraph 12 of the preceding Article.

5-Should a credit institution cease to be a participant of the Fund and adheres to

another deposit guarantee system officially recognised in another

Member State of the European Union, the Fund transfers to such a system the

contributions paid by the credit institution during the 12 months

previous to the cessation of participation in the Fund, with the exception of

special contributions made under the letter (s) a ) of the Article 1 (1)

162., in the proportion of the amount of deposits transferred guaranteed by the

Fund within the limit set out in Article 166.

6-The Fund celebrates cooperation agreements with the other systems of guarantee

of deposits of the Member States of the European Union with which to

relates, and shall notify the European Banking Authority of existence and

of the content of such agreements.

7-If, in the framework of the conclusion and implementation of the cooperation agreements

provided for in the preceding paragraph, some dispute arises between the Fund and the

other deposit guarantee systems of the Member States of the Union

European, the Fund may apply for the aid of the European Banking Authority

to resolve this dispute, pursuant to the provisions of Article 19 of the

Regulation (EU) No 1093/2010, of the European Parliament and of the Council,

CHAIR OF THE COUNCIL OF MINISTERS

153

of November 24, 2010.

Article 196.

[...]

1-Except the provisions of Article 199 (2)-I and in special law, Title VII is

applicable, with the necessary adaptations, to financial companies with

exception of Articles 91, 92, 116.-D to 116.-Z, 117 to 117.-B and 122.

124.

2-[...].

3-[...].

Article 198.

[...]

1-Unless the provisions of special law, it shall apply, with the necessary adaptations,

to financial companies and branches established in Portugal the willing

in Chapters I, II and IV of Title VIII.

2-Addressing financial societies that exercise activities of

financial intermediation, the Bank of Portugal maintains the Commission of the

Securities market informed of the arrangements it takes in the

terms of the chapters referred to in the previous number, listening to it, whenever

possible, before deciding the application of the arrangements or decisions provided for

in Articles 141 to 145 .º-B.

Article 199-I

[...]

1-[...].

CHAIR OF THE COUNCIL OF MINISTERS

154

2-Without prejudice to the provisions of Article 198 (1), the provisions of

articles 116-D to 116.-Z and in Title VIII shall apply to companies of

investment that pursues the activities provided for in the ( c ) or f ) of paragraph 1

of Article 199,-with the exception of the unsecured allotment service.

3-[ Revoked ].

4-[...].

5-[...].

6-[...].

Article 211.

[...]

1-[...]:

a) [...];

b) [...];

c) [...];

d) [...];

e) [...];

f) [...];

g) [...];

h) [...];

i) [...];

j) [...];

l) [...];

m) [...];

CHAIR OF THE COUNCIL OF MINISTERS

155

n) [ Previous point (o) ];

o) [ Previous paragraph (p) ];

p) [ Previous point (q) ];

q) [ Previous point r) ];

r) [ Previous point (s) ];

s) [ Previous point (t) ];

t) The violation of the standards on elaboration, presentation and review of the

recovery plans and group recovery plans, well

as the lack of introduction of the changes required by the Bank of

Portugal to those plans;

u) The failure to comply with the informative duties necessary for the elaboration,

review and update of the resolution plans and plans of

group resolution set out in Articles 116-J and 116.-K;

v) Failure to comply with the duty of notification provided for in paragraph 1 of the

article 116-X, as well as the provision of intragroup financial support

in failure to comply with the provisions of paragraph 7 of the same article;

w) The failure to comply with the communication duties provided for in the

article 116-Z, as well as the duty of information provided for in paragraph 6

of the same article;

x) The failure to comply with the measures determined by the Bank of Portugal

for the purposes of removing the deficiencies or the constraints to the

implementation of the recovery plan or the elimination of the

constraints to the resolubility, pursuant to the provisions of paragraph 2

of Article 116-G and in paragraphs 3 and 4 of Article 116-P;

y) The failure to comply with the corrective intervention measures provided for in the

CHAIR OF THE COUNCIL OF MINISTERS

156

points a ) a d ), f ) a l ) and n ) a q ) of Article 141 (1);

z) [...];

aa) The practice or omission of an act that is susceptible to preventing or hindering the

exercise of the powers and duties incumbent on the commission of

supervision and the single supervisor or the members of the administration

provisional, in the terms provided for, by respect, in Articles 143 and

145.

bb) The failure to comply with the information and collaboration duties to which

are obliged, pursuant to the provisions of Article 141 (3), in the

n Article 143 (10), Article 145 (2) or 4 (4) of the article

145.-F, the members of the administrative and supervisory bodies, the

single tax, the holders of top management positions, the official reviewer

of accounts or the society of statutory auditors suspended or

replaced;

cc) [...];

dd) [...];

ee) [...];

ff) [...];

gg) [...];

hh) [...];

ii) [...];

jj) [...];

kk) [...];

ll) [...];

mm) [...];

CHAIR OF THE COUNCIL OF MINISTERS

157

nn) [...];

oo) [...].

2-[...].

3-[...].

4-[...].

Article 227-B

[...]

1-[...].

2-[...].

3-[...]:

a) [...];

b) [...];

c) The publication can, as far as it is possible to determine, cause

disproportionate damage in the face of the seriousness of the infraction to the

collectives or natural persons concerned.

4-[...].

5-[...].

6-[...].

Article 227-C

[...]

The Bank of Portugal communicates to the European Banking Authority the sanctions

applied by the practice of the infractions provided for in points a ), b ), q ), t ) a v ) and w ) from the

article 211, regarding non-compliance with the duty of notification of the

insolvency situation or the risk of staying, and in the paragraphs cc ) a ll ) of the referred

CHAIR OF THE COUNCIL OF MINISTERS

158

article and by the violation of the rules of Regulation (EU) No 575/2013, of the

European Parliament and of the Council of June 26, 2013, the situation and the

result of the resources of the decisions that apply them. "

Article 3.

Addition to the General Regime of Credit Institutions and Financial Societies

They are deferred to the General Regime the Articles 116-P, 116.-Q, 116.-R, 116.-S, 116-T,

116.-U, 116.-V, 116.-W, 116.-X, 116.-Y, 116.-Z, 116.-AA, 116.-AB, 116.-AC, 116.-

AD, 116.-AE, 116.-AF, 116.-AG, 116.-AH, 116.-AI, 145.-K, 145.-P, 145.-Q, 145-Q.

R, 145. º-S, 145.-T, 145.-V, 145.-V, 145.-X, 145.-X, 145.-Z, 145.-Z, 145.

AB, 145.-AC, 145.-AD, 145.-AE, 145.-AF, 145.-AG, 145.-AH, 145.-AI, 145.-AJ,

145.-AK, 145.-AL, 145.-AM, 145.-AO, 145.-AP, 145.-AP, 145.-AQ, 145.

AS, 145. º-AT, 145.-AU, 145.-AV, 167.-B and 213.-A, with the following essay:

" Article 116-P

Powers to eliminate or mitigate embarrassments to the resolubility of the

credit institutions

1-Whenever the Bank of Portugal, following the evaluation of the

resolubility of credit institutions effectuated in the terms of the article

previous, and after consultation with the European Central Bank in cases where this

is, pursuant to the applicable law, the supervisory authority of the

institution in question, determine that there are constraints

significant to the resolubility of a credit institution, notifies that

fact, both reasons and in writing, the institution concerned, the Bank

European Central in the above cases and the resolution authorities

of the legal ordinances in which branches are established

significant.

2-Within 120 days of the receipt of the notification provided for in the number

CHAIR OF THE COUNCIL OF MINISTERS

159

previous, the credit institution proposes to the Bank of Portugal possible

measures to eliminate or mitigate the identified constraints, and this,

after consultation with the European Central Bank in cases where this is, in the

terms of the applicable law, the institution's supervisory authority in

cause, evaluates whether these measures eliminate or effectively mitigate the

embarrassments in question.

3-If the Bank of Portugal considers that the measures proposed by the institution

of credit do not eliminate or effectively mitigate the constraints

identified, notifies that fact, grounded and in writing, the

credit institution and requires that the same adopt alternative measures

specific, justifying that they form the same are proportional to the

goal of elimination or mitigation of these constraints.

4-For the purposes of the provisions of the preceding paragraph, the Bank of Portugal may:

a) Require the credit institution to celebrate or re-see contracts from

intragroup financing, or celebrate any contracts of

provision of services, with a view to the continuity of the provision of the

critical functions;

b) Require the credit institution to limit its individual exposures

and maximum aggregates, namely the measure in which it holds credits

eligible, pursuant to the provisions of paragraph a ) of paragraph 1 of 145.-U, de

other institutions;

c) Require the credit institution to provide additional information,

punctual or periodic, which is relevant for the purposes of the resolution;

d) Require the credit institution to proceed to the disposal of assets

specific;

e) Require that the institution of credit limit or cesse activities

CHAIR OF THE COUNCIL OF MINISTERS

160

specific, already in progress or foreseen;

f) Restrict or prohibit the development of new business lines

or existing, or the sale of new or existing products;

g) Require changes to legal, economic or operational structures

of the institution of credit, or of any entity of the group

controlled directly or indirectly, so as to reduce your

complexity and ensure that critical functions can be legal,

economical and operationally separated from the remaining functions through

of the implementation of resolution measures;

h) Require that the credit institution or the parent company constitute a

financial company-parent company in Portugal or a company

financial-parent in the European Union;

i) Require that the credit institution or one of the entities referred to in the

points g ) a m ) of Article 2, constitute eligible credits for

meet the requirements of Article 145-Y;

j) Require the institution of credit, or one of the entities referred to in the

points g ) a m ) from Article 2, take other measures to satisfy the

minimum requirement of own funds and eligible credits in the

terms of the provisions of Article 145-Y, namely to try

renegotiate any eligible liabilities and own funds instrument

additional level 1 or level 2 that it has issued, having in view

ensure that any decision of the resolution authority in the sense

of reducing or converting that liability or instrument produce

CHAIR OF THE COUNCIL OF MINISTERS

161

effects under the law of legal planning that governs them; and

k) If the credit institution is a subsidiary company of a mixed company, require

that this constitutes a separate financial company to control

the institution, should it be necessary to facilitate its resolution and avoid

that the implementation of the resolution measures referred to in Section III of the

chapter III of Title VIII has negative consequences on the part no

financial of the group.

5-When identifying the measures referred to in paragraph 3, and after consultation with the Bank

European Central in cases where this is, under the terms of the

applicable legislation, the supervisory authority of the credit institution at

cause, the Bank of Portugal ponders the threat to financial stability that

the constraints to the identified resolubility may constitute, well

as the potential effect of alternative measures on the activity and

stability of the credit institution concerned, on its capacity to

contribute to the economy, on the internal market of services

financial and on financial stability in other Member States of the

European Union and in the European Union as a whole.

6-Within 30 days after the receipt of the notification referred to in paragraph 3, the

credit institution presents to the Bank of Portugal a plan on the

implementation of the measures required of it.

7-If the credit institution exercises a financial intermediation activity

or issue financial instruments admitted to trading on market

regulated, the Bank of Portugal consults in advance to the Commission of the

Securities Market on the measures to be adopted may have

CHAIR OF THE COUNCIL OF MINISTERS

162

impact on the development of these activities.

8-Where the Bank of Portugal, in accordance with the provisions of paragraph 1,

determine that there are significant constraints to the resolubility of

a credit institution, only elaborates the respectable plan of resolution

when there is accepted the measures aimed at removing the constraints

identified in accordance with the provisions of paragraph 2 or when the same hajam

been decided in the terms of the provisions of paragraph 3.

Article 116-Q

Powers to eliminate or mitigate embarrassments to the resolubility of groups

1-The Bank of Portugal, as a resolution authority at the group level,

together with the authorities of resolution of the subsidiaries within the framework of the college

of resolution, and after consultation of the college of supervision and the authorities of

resolution of the legal ordinances in which they are established

significant branches, to the extent that this is relevant to those

branches, weighs the assessment required under the provisions of the article

116.-The and seeks to adopt a joint decision on the application of the

measures identified in paragraph 3 of the previous article in respect of all

integral credit institutions in the group.

2-The Bank of Portugal, as a resolution authority at the group level, in

cooperation with the European Central Bank in cases where this is, in the

terms of the applicable law, the authority responsible for supervision in

consolidated basis and with the European Banking Authority, and after consultation

of the resolution authorities of the group, elaborates and presents a report to the

parent company in the European Union, to the resolution authorities of its subsidiaries

CHAIR OF THE COUNCIL OF MINISTERS

163

and to the authorities for the resolution of the legal ordinances in which they are

established significant branches, in which it presents an analysis of the

concrete constraints to the effective implementation of the group of measures of

resolution, taking into consideration the impact on the business model of the

group credit institution, and recommends proportionate measures and

specifically targeted that it considers necessary or appropriate for

eliminate these embarrassments.

3-Should the Bank of Portugal be the resolution authority of any of the

subsidiaries of the parent company in the European Union and receive the report referred to in

previous number of the resolution authority at the group level, presents this

report to the subsidiaries of the group based in Portugal.

4-Within 120 days of the date of receiving the report, the company-

mother in the European Union may submit observations and propose to the authority

of resolution at the level of the group alternative measures for the correction of the

embarrassments identified in the report.

5-The Bank of Portugal, as a resolution authority at the group level,

communicates the measures proposed by the parent company in the European Union to the

European Central Bank in cases where this is, under the legislation

applicable, to the authority responsible for supervision on consolidated basis, to the

European Banking Authority, the resolution authorities of the subsidiaries and the

resolution authorities of the legal ordinances in which they are

established significant branches, to the extent that this is relevant

for these branches.

6-The Bank of Portugal, as a resolution authority at the group level or

CHAIR OF THE COUNCIL OF MINISTERS

164

resolution authority of some of the subsidiaries of the parent company in the Union

European, after consultation with the supervisory authorities and authorities of

resolution of the legal ordinances in which they are established

significant branches, should seek to adopt a joint decision in the

scope of the college of resolution regarding the identification of the

significant constraints and, if necessary, the evaluation of the measures

proposals by the parent company in the European Union and the required measures

by the authorities to eliminate or mitigate the constraints, which should

take into account the potential impact of the measures on all States-

Members in which the group carries out its activity.

7-A The joint decision is taken at the end of the deadline set out in paragraph 4 or in the

period of 120 days from the submission of the observations by the company-

mother in the European Union, whicheend occurs first, and should be

substantiated and transmitted by the Bank of Portugal, whenever this is the

resolution authority at the level of the group, in writing, to the parent company in the

European Union.

8-The Bank of Portugal may apply for the European Banking Authority to

assist the resolution authorities in the joint decision process referred to

in paragraph 6.

9-The Bank of Portugal, as a resolution authority at the group level, in the

lack of a joint decision within the period referred to in paragraph 7, makes a decision

individual on the appropriate measures to be adopted under the provisions of the

n. 4 of the previous article at the group level, substantiating its decision and

taking into account the opinions and reservations of the other authorities of

resolution, and communicates it to the parent company in the European Union.

10-The Bank of Portugal, as the responsible resolution authority for

any of the subsidiaries of the parent company in the European Union, in the absence of a

joint decision within the period referred to in paragraph 7, makes an individual decision

CHAIR OF THE COUNCIL OF MINISTERS

165

on the appropriate measures to be adopted by the subsidiary under the provisions of the

n. 4 of the preceding article, substantiating its decision and taking into account the

opinions and the reservations of the other resolution authorities, and communicates it to the

branch concerned and to the resolution authority at the group level.

11-If, prior to the making of the joint decision referred to in paragraph 6 and during the period

set out in paragraph 7, some of the resolution authorities have submitted to the

European Banking Authority issues under the terms set out in paragraph 9 of the

Article 19 of Regulation (EU) No 1093/2010 of the European Parliament and

of the Council, of November 24, 2010, the Bank of Portugal, as

resolution authority at the level of the group or resolution authority of

any of the subsidiaries of a parent company in the European Union, awaits for

decision to be taken by the European Banking Authority and makes its decision in

compliance with the decision taken by the same.

12-In the absence of a decision of the European Banking Authority within 30

days applies, in the case provided for in paragraph 10, the decision of the Bank of Portugal

as a resolution authority at the group level and, in the case provided for in the

previous number, the decision of the Bank of Portugal as the authority of

resolution of some of the subsidiaries of a parent company in the European Union.

13-A The joint decision referred to in paragraph 6 and individual decisions to which

refer to n. ºs 9 and 10, when taken by other resolution authorities

in the absence of the joint decision referred to in paragraph 3, they are recognized as

definitive by the Bank of Portugal.

Article 116-R

CHAIR OF THE COUNCIL OF MINISTERS

166

Scope of the intragroup financial support contract

1-The following entities may enter into each other a contract for the

provision of financial support for their respective counterparties with respect to the

which are fulfilled the requirements for the application of a measure of

corrective intervention provided for in Article 141 and the requirements set out in the

articles 116-V and 116.-W:

a) Credit institutions-mother in the European Union and Portugal;

b) Investment firms-mother in the European Union and Portugal that

exercise the activities provided for in points (s) c ) or f ) of paragraph 1 of the article

199.--A, with the exception of the unsecured allotment service;

c) Financial institutions that are subsidiaries of a credit institution,

of an investment company that exercises the foreseen activities

in the points c ) or f ) of Article 199 (1), with the exception of the

unsecured allotment service, or of one of the forecasted entities

in the points d ) and and ), and which are covered by the supervision on the basis

consolidated to which is subject to parent company-mother's respect;

d) Financial companies, joint financial companies and companies

mixed;

e) Financial companies-mother in the European Union and Portugal and

joint financial companies-mother in the European Union and Portugal;

f) Subsidiaries in Portugal, in other Member States or third countries of

entities provided for in the previous paragraphs that are institutions of

credit, investment firms that exercise the foreseen activities

in the points c ) or f ) of Article 199 (1), with the exception of the

unsecured allotment service, or financial institutions

covered by supervision on consolidated basis of the company's respect-

mother.

CHAIR OF THE COUNCIL OF MINISTERS

167

2-The provisions of Articles 116-R to 116.-Y shall not apply to contracts

intragroup financial whose funding does not depart to an entity

in respect of which the requirements for the application of

a measure of corrective intervention provided for in Article 141.

3-A The prior celebration of an intragroup financial contract is not a condition

for a credit institution to develop its activity in Portugal

nor to be able to provide intragroup financial support to any entity of the

respects group in financial difficulty, as long as respected the

applicable legal and regulatory standards.

4-The contract can only be concluded if it is in respect of all its parts, of

deal with the respective supervisory authority, are not filled in

the requirements for the application of a corrective intervention measure, or the

analogous requirements set out in the respect of legislation when the entity

of the group is not based, authorised or established in Portugal.

Article 116-S

Object and content of the intragroup financial support contract

1-The intragroup financial support contract can provide for financial support

of the parent company to the subsidiaries, the subsidiaries to the parent company or between subsidiaries, and

that support being one-sided or reciprocated.

2-A The provision of financial support can run in more than one

transaction and may repurpose the modalities of mutual and granting of

guarantees to creditors of the beneficiary.

3-The intragroup financial support contract must specify the criteria for

the calculation of the counterpart for each transaction carried out under the same,

which shall be fixed at the time of the provision of financial support, being

CHAIR OF THE COUNCIL OF MINISTERS

168

that:

a) The fixation of the counterpart may take into account information obtained by the

prescarer entity arising from the group relationship with the entity

beneficiary and that is not available on the market;

b) The principles of calculating the counterpart for the provision of support

financial do not necessarily have to take into account any impact

temporary forecast in the market prices arising from

events external to the group.

4-The intragroup financial support contract should generically predict the

conditions for the provision of intragroup financial support, pursuant to the

provisions of Article 116.-V.

Article 116-T

Authorization of the contract proposal for financial support intragroup

1-A création institution-mother in the European Union or Portugal or the

investment company-mother in the European Union or in Portugal presents

to the Bank of Portugal, when this is the authority responsible for

supervision on a consolidated basis, an application for permission for the

celebration of an intragroup financial support contract.

2-The application for permission referred to in the preceding paragraph shall be instructed with the

minuta of the contract proposal and with the identification of the parts of it.

3-The Bank of Portugal refers a copy of the application for permission to the

supervisory authorities of each branch that has been proposed as a part

CHAIR OF THE COUNCIL OF MINISTERS

169

of the intragroup financial support contract, with a view to the adoption of a

joint decision within 120 days of the receiving of the request for

authorization.

4-A The joint decision provided for in the preceding paragraph takes into consideration the

potential impact of the implementation of the intragroup financing contract on the

financial stability of the Member States where the group has activity,

including any consequences at budgetary level, and compatibility

of the terms of the tender offer with the conditions for the provision of

financial support provided for in Article 116.-W.

5-Within the period provided for in paragraph 3, the Bank of Portugal may request the

European Banking Authority assisting the supervisory authorities in the

adoption of a joint decision.

6-In the absence of a joint decision provided for in paragraph 3, within the period fixed therein, the

Bank of Portugal makes an individual decision as to the request for

authorization for the conclusion of a financial support contract

intragroup, and this decision shall take into account the opinions and reserves

expressed by the supervisory authorities of the subsidiaries involved in the process

of joint decision.

7-Whether or not the Bank of Portugal or any of the supervisory authorities of the subsidiaries

involved in the joint decision-making process has submitted to the mediation of the

European Banking Authority, before the deadline referred to in paragraph 3, has elapsed,

the dispute that prevented the adoption of a joint decision, the Bank

of Portugal suspending its decision making pursuant to the provisions of the

previous number until the European Banking Authority is pronounced,

owing to its decision to be taken in accordance with this

authority.

CHAIR OF THE COUNCIL OF MINISTERS

170

8-In the absence of a decision of the European Banking Authority on the deadline of

30 days, the decision taken by the Bank of Portugal applies.

9-The Bank of Portugal, as a supervisory authority of the subsidiary of a group

which has been proposed as a party to a financial support contract

intragrupo, participates in the joint decision-making process of the application for

authorization for the conclusion of that contract, and may submit to the

mediation of the European Banking Authority a dispute that makes it impossible

the adoption of a joint decision before the deadline has elapsed

in paragraph 3.

10-The Bank of Portugal communicates to the relevant resolution authorities the

intragroup financial support contracts that you have authorized or in whose

joint decision process has participated, as well as all the

changes to these contracts.

Article 116-U

Approval of the proposal for a contract by shareholders

1-After the authorization of the application for the conclusion of a support contract

intragroup financial, the governing body of each entity of the group

that has been proposed as part of that contract submits the respect

proposal for the approval of the general assembly.

2-The intragroup financial support contract is only valid in the face of an entity

of the group after the respective general meeting authorizes the organ of

administration to determine the provision or payout of financial support

intragroup in the terms of that contract.

3-The governing body of the entity of the group that is a party to the contract

of intragroup financial support presents annually to the general assembly an

report on the implementation of that contract.

CHAIR OF THE COUNCIL OF MINISTERS

171

Article 116-V

Conditions for provision of intragroup financial support

Intragroup financial support can only be provided by an entity of the

group, under the contract concluded in accordance with the provisions of the Articles

116.-R to 116.-U, if they are cumulatively filled in the following

requirements:

a) The financial support provided to enable the beneficiary entity, with

reasonable degree of certainty, significantly remedy your

financial difficulties;

b) The prescarting entity has justified self-interest in the provision of

financial support, which preserves or re-establishes stability

financial of the group as a whole or of certain entities of the group;

c) The financial support has a counterpart, in the terms of the provisions of the

n. 3 of Article 116-S;

d) In accordance with the information available at the date of the decision making

of providing financial support, is likely to be the counterpart

referred to in the preceding paragraph shall be paid;

e) In accordance with the information available at the date of the decision making

of providing financial support, when this is a mutual, be

likely that the same is amortized in the agreed terms;

f) In accordance with the information available at the date of the decision making

of providing financial support, when this magazine the form of

provision of a guarantee, it is likely that the same will not come to be

performed;

CHAIR OF THE COUNCIL OF MINISTERS

172

g) The provision of financial support not to cause liquidity or the

creditworthiness of the prestor entity;

h) The provision of financial support does not pose a threat to

financial stability, particularly of the Member State of the

prestor entity;

i) At the date of the provision, the prescarting entity will comply with the requirements of

own and liquidity funds provided for in the legal standards and

applicable regulations and the requirements set out in the terms of the

provisions of Article 116 (3)-C, or the similar requirements

provided for in the legislation of the country where that entity has its registered office and,

unless expressly authorized by the supervisory authority

responsible for the supervision on individual basis of the entity

presmaker, this provision does not determine, for that entity, a

non-compliance with the requirements of own funds and liquidity

provided for in the applicable legal and regulatory standards and of the

requirements set out in Article 116 (3)-C, or the requirements

similar as provided for in the legislation of the country where that entity has the

your headquarters;

j) At the date of the provision, the presiding entity will comply with the requirements

on the major risks laid down in the Regulation (EU)

No. 575/2013, of the European Parliament and of the Council, of June 26

of 2013, and in the remaining applicable legal and regulatory standards and,

unless expressly authorized by the supervisory authority

responsible for the supervision on individual basis of the entity

presmaker, this provision does not determine, for that entity, a

non-compliance with the requirements for major anticipated risks

in that Regulation and in the remaining legal and regulatory standards

applicable;

CHAIR OF THE COUNCIL OF MINISTERS

173

k) The provision of financial support does not compromise the resolubility of the

prestor entity.

Article 116-W

Decision to provide and to accept intragroup financial support

1-A decision to provide financial support in the terms of the support contract

intragroup financial is taken by the governing body of the entity

presser, which must be substantiated, indicating the goal of the support

financial and the modality that this one will assume, as well as demonstrating the

verification of the conditions laid down in Article 116.

2-A Decision to accept financial support under the terms of the support contract

intragroup financial is taken by the governing body of the entity

beneficiary.

3-The Bank of Portugal determines, by notice, additional elements of the

statement of reasons for the decision provided for in paragraph 1.

Article 116-X

Opposition of the supervisory authorities

1-Before providing financial support in the terms of the support contract

intragroup financial, the management body of the presencer entity

notifies:

a) The Bank of Portugal, as the authority responsible for supervision

of the prescarer entity;

b) The authority responsible for supervision on a consolidated basis;

c) The authority responsible for the supervision of the beneficiary entity;

d) The European Banking Authority.

CHAIR OF THE COUNCIL OF MINISTERS

174

2-A notification provided for in the preceding paragraph is instructed with the information

referred to in paragraph 1 of the previous article.

3-Within five days of the receipt of the full notification referred to

in paragraph 1, the Bank of Portugal approves, refuses or limits the provision of support

financial, taking into consideration the requirements set out in Article 116.

4-A Decision provided for in paragraph 3 shall be notified immediately to the entities provided for

in the points b ) a d ) of paragraph 1.

5-When the Bank of Portugal is the authority responsible for the exercise of

supervision on a consolidated basis, pursuant to the provisions of the paragraph b ) of the n.

1, informs the remaining members of the college of supervisors and the members

of the college of resolution of the respective group of the decision provided for in paragraph 3.

6-When the Bank of Portugal is the authority responsible for supervision

on a consolidated basis or the authority responsible for the supervision of the

beneficiary entity, pursuant to the terms, respectively, of the points b ) and c ) from the

n. 1, and disagrees with the decision of approval, refusal or limitation communicated

by the authority responsible for the supervision of the prescarting entity, may,

within two days of the notification of that decision, submit the

matter to the European Banking Authority, in the terms and for the effects of the

provisions of Article 31 of Regulation (EU) No 1093/2010 of the

European Parliament and of the Council of November 24, 2010.

7-Financial support may be provided under the conditions notified to the Bank

of Portugal when the latter approves it or does not address the deadline in the

n. 3.

8-The governing body of the prescarer entity notifies the decision of

provision of intra-group financial support to the entities referred to in paragraph 1.

CHAIR OF THE COUNCIL OF MINISTERS

175

9-When the Bank of Portugal is the authority responsible for the exercise of

supervision on a consolidated basis, pursuant to the provisions of the paragraph b ) of the n.

1, informs the remaining members of the college of supervisors and the members

of the college of resolution of the respected group of the decision provided in the number

previous.

10-If the supervisory authority of the entity shall limit or prohibit the

financial support and if the group recovery plan provides for the support

intragroup financial, pursuant to the provisions of Article 116-H, the Bank

of Portugal, as a supervisory authority of the beneficiary entity,

may request that the authority responsible for supervision on the basis of

consolidated reevaluate the recovery plan of the group, pursuant to the

provisions of Article 116-I or, if the recovery plan is drawn up

individual level, may ask the beneficiary entity to present a

revised recovery plan.

Article 116-Y

Disclosure

1-The entities that have entered into a financial support contract

intragrupo pursuant to the provisions of Articles 116-R and following disclosures

that information, as well as a description of the general terms of the contract and

the identification of the remaining parties, in respect of the website on the Internet, owing

those information be updated, at least, annually.

2-The provisions of Articles 431 and 434 of Regulation (EU) shall apply.

n 575/2013, of the European Parliament and of the Council, of June 26 of

2013.

CHAIR OF THE COUNCIL OF MINISTERS

176

Article 116-Z

Duty of communication

1-When a credit institution finds itself, for any reason, in

situation of financial imbalance or insolvency, or at risk of the

stay, the body of administration or supervisory board communicate

immediately that fact to the Bank of Portugal.

2-The administration and supervisory bodies of the credit institution shall

also communicate to the Bank of Portugal the verification of some of the

following situations, even if they consider that this may have no impact on the

financial balance of the institution:

a) Risk of violation of standards and prudential limits, inter alia

of the minimum adequacy levels of own funds;

b) Abnormal decrease in deposit balances;

c) Materially relevant devaluation of the assets of the institution of

credit or materially relevant losses on other commitments

of the credit institution, albeit without immediate recognition in the

financial statements;

d) Risk of inability of the credit institution to have means

liquids to fulfil their obligations, as they are

win;

e) Funding difficulties for satisfaction of the respects

needs for net availabilities;

f) Difficulties in providing funds by shareholders

CHAIR OF THE COUNCIL OF MINISTERS

177

for the purpose of realizing an increase in social capital, when

this is necessary or convenient to comply with requirements

legal or regulatory;

g) Verification of legal or regulatory changes, in Portugal or in the

foreign, with relevant impact on the activity of the institution of

credit;

h) Occurrence of events with potential negative impact on the

results or in the equity capital, particularly those related to:

(i) The inability of a counterparty to fulfill its

financial commitments to the credit institution,

including possible restrictions on the transfer of payments from the

exterior;

(ii) Unfavorable movements in the market price of

financial instruments valued at fair value,

provoked, inter alia, by fluctuations in interest rates,

exchange rates, stock quotes, spreads of credit or prices

of goods;

(iii) Adverse movements in the interest rates of portfolio elements

banking, by way of dephasings of maturity or deadlines

of re-fixing of interest rates, of the absence of perfect correlation

between the fees received and paid in the different instruments or

of the existence of options embedded in instruments

balance sheet financial or off-balance-sheet elements;

(iv) Adverse movements in the exchange rates of elements of the

bank portfolio, caused by changes in the rates of

CHAIR OF THE COUNCIL OF MINISTERS

178

exchange used in the conversion to the functional currency or by the

change of the competitive position of the credit institution

due to significant changes in exchange rates;

(v) Failures in the analysis, processing or liquidation of the operations,

internal and external frauds or inoperationality of the

infrastructure;

i) Adverse movements in responsibilities with pensions and others

post-employment benefits, as well as in the equity value of the funds

of pensions used in the financing of such liabilities,

when associated with defined benefit plans;

j) Existence of materially relevant contingencies of nature

tax or reputational, or resulting from the application of measures or

sanctions on the part of administrative or judicial authorities, in

Portugal or abroad.

3-Members of the administration and supervisory bodies are

individually required to the communication referred to in the preceding paragraphs,

having to do it on their own if the organ to which they belong omitir or to

differ.

4-Without prejudice to other communication or participation duties

established in law, the supervisory body or any member of the organs

of administration or surveillance, as well as holders of shareholdings

qualified must still communicate immediately to the Bank of Portugal

any serious wrongdoing that they will take knowledge related to

the administration, accounting organization and internal audit of the

credit institution and that it is susceptible to putting it in a situation of

financial imbalance.

5-The communication duty provided for in the preceding paragraphs subsists after the

cessation of the functions in question or of the title of the qualified participation,

concerning facts verified during the performance of such duties or the

CHAIR OF THE COUNCIL OF MINISTERS

179

entitlements of the respective participation.

6-In the sequence of communications effected, the Bank of Portugal may

request, at all time, any information it deems necessary,

which shall be premised on the deadline set for the purpose.

7-Compliance with the duties of communication constitutes the exception to the duty of

secret provided for in Article 79, should it involve revealing the facts or

elements provided for in paragraph 1 of that article.

8-The Bank of Portugal may define, by instruction, criteria for the application

of the provisions of paragraph 2.

Article 116-AA

Participation of irregularities

1-Credit institutions must implement the specific means,

independent and autonomous suitable for receiving, processing and archiving

of the holdings of serious irregularities related to its

administration, accounting organization and internal surveillance and evidence

serious of infractions to duties provided for in this General Regime or in the

Regulation (EU) No 575/2013, of the European Parliament and of the Council,

of June 26, 2013.

2-The means referred to in the preceding paragraph shall guarantee the confidentiality of the

participations received and the protection of the personal data of the whistleblower and

of the suspect in the practice of the infraction, pursuant to Law No. 67/98, of 26 of

October.

CHAIR OF THE COUNCIL OF MINISTERS

180

3-The persons who, by virtue of the functions they exercise in the institution of

credit, particularly in the areas of internal audit, risk management or

monitoring of compliance with legal and regulatory obligations

(compliance), take notice of any serious wrongdoing

related to the administration, accounting and surveillance organization

internal of the credit institution or hints of infraction to duties

provided for in this General Regime or in Regulation (EU) No 575/2013,

of the European Parliament and of the Council of June 26, 2013, which is

susceptible to putting it in a situation of financial imbalance, have a duty

of participating in the supervisory body, in the terms and with the safeguards

established in this article.

4-The holdings received in the terms of the previous figures are

analyzed, a reasoned report being prepared, which should contain the

adopted measures or the justification for the non-adoption of any measures.

5-The shareholdings taken under this article, as well as the

reports to which they give way, should be kept on paper or in another

long-lasting support that allows for the full and unchanged reproduction of the

information, by the time limit of five years, by giving them the provisions of the

article 120 para.

6-The holdings taken under the previous figures may not,

on its own, serve as a foundation for the establishment by the credit institution of

any disciplinary, civil or criminal procedure with respect to the author

of the participation, except if the same are deliberated and manifestly

unfounded.

7-Credit institutions must submit to the Bank of Portugal a

annual report with the description of the means referred to in paragraph 1 and with

summary indication of the holdings received and the respect

CHAIR OF THE COUNCIL OF MINISTERS

181

processing.

8-The Bank of Portugal approves the necessary regulation to ensure the

implementation of the standards provided for in this article.

Article 116-AB

Participation of infractions to the Bank of Portugal

1-Any person who has knowledge of serious evidence of infractions to

duties provided for in this General Regime or in Regulation (EU)

n 575/2013, of the European Parliament and of the Council, of June 26 of

2013, you can make a stake to the Bank of Portugal.

2-It is guaranteed the protection of the personal data of the whistleblower and the suspect

practice of the infraction, pursuant to Law No. 67/98 of October 26.

3-It is also guaranteed confidentiality about the identity of the

whistleblower at all time or up to the time that this information

is required to safeguard the rights of defence of those targeted by the

denunciation, in the context of the investigations to which it gives way or of

subsequent judicial proceedings.

4-The shareholdings taken under the provisions of the preceding paragraphs

they cannot, by themselves, serve as a foundation for the institution of

credit of any disciplinary, civil or criminal procedure relatively

to the author of the participation, except if the same are deliberated and

manifestly unfounded.

5-The Bank of Portugal may approve the necessary regulation for

ensure the implementation of the guarantees provided for in the preceding paragraphs.

Article 116-AC

Plan of supervisory activities

CHAIR OF THE COUNCIL OF MINISTERS

182

1-The Bank of Portugal adopts, at least annually, a plan of

supervision activities for the credit institutions, which it has in

consideration of the process of analysis and evaluation provided for in Article 116, and

includes:

a) The indication of how it intends to carry out its tasks and

affect your resources;

b) The identification of the credit institutions that are to be the subject of

enhanced supervision and the measures taken for such supervision

pursuant to the provisions of paragraph 3;

c) A plan for the inspections at the premises of the institutions of

credit, including from the respected branches and established subsidiaries

in other Member States of the European Union.

2-The plan of supervisory activities should cover credit institutions

that:

a) Present results of the respects tests effort to which if

refer to the points a ) and g ) of Article 116 (1)-B and the following article,

or results of the process of analysis and evaluation under the article

116.-A, which indicate significant risks to its soundness

financial or infractions to the provisions set out in this Regime

General and of Regulation (EU) No 575/2013 of the European Parliament

and of the Council, of June 26, 2013;

b) They represent systemic risks to the financial system;

c) The Bank of Portugal considers it necessary to include.

d) Should it be considered appropriate under Article 116, they are

taken, in particular, the following measures:

e) Increase in the number or frequency of the inspections at the site of the

credit institution;

CHAIR OF THE COUNCIL OF MINISTERS

183

f) Permanent presence of the Bank of Portugal at the credit institution;

g) Communication of additional or more frequent information by the

credit institution;

h) Additional or more frequent review of operational plans,

strategic or business of the credit institution;

i) Thematic inspections for control of specific hazards of occurrence

likely.

3-A The adoption of a plan of supervisory activities by the Bank of Portugal

shall not prevent the competent authorities of the Member States from

foster care proceed, on a case-by-case basis, to checks and inspections in

loco of the activities carried out by the branches of the credit institutions with

registered in Portugal.

Article 116-AD

Tests of effort

1-The Bank of Portugal effectuates, with adequate periodicity, and by the

less annually, effort tests to credit institutions, to facilitate

the process of analysis and evaluation pursuant to the provisions of Article 116.

2-The results of the effort tests can be the subject of publication.

Article 116-AE

Continuous review of the authorisation for use of internal methods

1-The Bank of Portugal reviews regularly, and at least every three in three years,

CHAIR OF THE COUNCIL OF MINISTERS

184

the fulfilment by the credit institutions of the requirements concerning the

methods that require your authorization prior to your use for the

calculation of own fund requirements according to regulation

applicable.

2-For the purposes of the provisions of the preceding paragraph, the Bank of Portugal has in

consideration, in particular, the changes in the activity of the institutions of

credit and the application of these methods to new products.

3-Whenever significant deficiencies are identified in the catchment of the

risks by an internal method of a credit institution, the Bank of

Portugal must ensure that such deficiencies are remedied, or take the

appropriate measures to mitigate its consequences, notably

imposing multiplication factors or requirements of own funds more

high, or by adopting other appropriate and effective measures.

4-The Bank of Portugal reviews and evaluates particularly if the institution of

credit utilizes well-developed and up-to-date techniques and practices for these

methods.

5-Case, in respect of an internal market risk model, a number

high of excesses referred to in the applicable regulations indicate that

the model is not accurate enough, the Bank of Portugal revokes the

authorisation to use the internal model or impose appropriate measures

to ensure that the model is quickly perfected.

6-Should a credit institution have obtained authorization to apply a

method for the calculation of the own funds requirements that requires the

prior authorization from the Bank of Portugal, in accordance with the regulations

applicable, but cede to comply with the requirements for the application of that method,

the Bank of Portugal should require the institution to show that it does not

compliance has an irrelevant effect, or alternatively present a

CHAIR OF THE COUNCIL OF MINISTERS

185

plan to re-establish thematically compliance with the requirements

and set a deadline for its implementation, and shall require improvements of that plan

case it is unlikely that the same will come to provide full

compliance or case the deadline is not appropriate.

7-If the credit institution is not likely to be able to restore the

compliance within an appropriate time frame and, if it is the case, the institution

of credit has not been satisfactorily demonstrated that the non

compliance has an irrelevant effect, the authorization to use the

method is revoked or limited to complying areas or where the

compliance can be obtained within an appropriate time frame.

8-The Bank of Portugal should take into consideration guidelines from the Authority

Relevant European Banking for the purposes of the review of authorisations in the

terms of the provisions in the preceding paragraphs.

9-The Bank of Portugal encourages credit institutions, having in

consideration of its dimension, internal organisation and nature, scale and

complexity of its activities:

a) To develop internal assessment capabilities of credit risk and the

increment the use of the method based on internal notations

for the calculation of the own funds requirements for coverage of the

credit risk, given the relevance in absolute terms of its

positions at risk and the existence of a high number of

significant counterparties, and without prejudice to compliance with the

criteria set out in Articles 102 to 106 of the Regulation (EU)

No. 575/2013, of the European Parliament and of the Council, of June 26

CHAIR OF THE COUNCIL OF MINISTERS

186

of 2013, pertaining to the requirements for the trading portfolio;

b) For credit institutions that are holders of

positions at specific risk that are significant in terms of

absolute and when there is a high number of positions

significant in debt instruments of different issuers, the

develop internal risk assessment capabilities and increment

the use of internal models for the calculation of the requirements of

own funds for specific risk of debt instruments in the

trading portfolio, together with internal models for the

calculation of own fund requirements for risks of

default and migration, without prejudice to compliance with the

criteria set out in Articles 362 to 377 of the Regulation (EU)

No. 575/2013, of the European Parliament and of the Council, of June 26

of 2013, relating to the use of internal models for calculation of

own fund requirements for market risk.

10-The Bank of Portugal, listening to the nature, scale and complexity of the

activities of the credit institutions, monitor whether these depend on single and

systematically from external risk notations to assess the quality

creditworthiness of an entity or financial instrument.

Article 116-AF

Application of supervisory measures to credit institutions with profiles of

similar risk

1-Should the Bank of Portugal determine, in accordance with the provisions of the article

116.-A, which credit institutions with similar risk profiles,

specifically with business models or geographical location

similar to their positions at risk, are or may come to be exposed

similar risks or pose risks to the financial system, may apply the

CHAIR OF THE COUNCIL OF MINISTERS

187

process of analysis and evaluation referred to in that article to those

credit institutions in a similar or identical way.

2-For the purposes of the provisions of the preceding paragraph, the Bank of Portugal may

impose on these credit institutions requirements that discipline their

activity in a similar or identical way, namely, the exercise of the

supervisory powers set out in Articles 116-C, 116-AG and

116.-AH.

3-The credit institutions to which the previous figures refer may be

determined, inter alia, in accordance with the criteria to which the

point ( j ) of Article 116 (1)-B.

4-The Bank of Portugal notifies the European Banking Authority whenever it

apply the provisions of the previous figures.

Article 116-AG

Specific liquidity requirements

1-For the purposes of determining the appropriate level of liquidity requirements

on the basis of the analysis and evaluation carried out pursuant to this section, the Bank

of Portugal assesses the need to impose a specific requirement of

liquidity to capture the liquidity risks to which the credit institution is

or it may come to be exposed, considering:

a) The respect model of business;

b) The provisions, processes and mechanisms of the institution of

CHAIR OF THE COUNCIL OF MINISTERS

188

credit as referred to in Article 115-U;

c) The results of the analysis and evaluation carried out in the terms of the provisions

in Article 116;

d) The systemic risk of liquidity that threatens the integrity of the system

national financial and, where the case, the Member State of the

European Union in question.

2-The Bank of Portugal should consider the need to apply sanctions or

other administrative measures, particularly prudential requirements, the

level is in general related to the disparity between the actual position of

liquidity of the credit institution and the liquidity and regulatory requirements

stable funding established at the national level or the European Union.

Article 116-AH

Specific publication requirements

1-The Bank of Portugal may establish, by regulation, that the

credit institutions:

a) Publish the information referred to in Articles 431 to 455 of the

Regulation (EU) No 575/2013, of the European Parliament and of the

Council, of June 26, 2013, at intervals less than one year,

setting the respective deadlines for publication;

b) Use specific media and local media for publication

of information, except through the financial statements.

CHAIR OF THE COUNCIL OF MINISTERS

189

2-The Bank of Portugal may require the parent companies to publish

annually, either in full form or by remission for information

equivalents, a description of their legal and government structure of

society and the organizational structure of the group.

Article 116-AI

Consistency of reviews, evaluations and supervisory measures

The Bank of Portugal informs the European Banking Authority about:

a) The operation of your planned analysis and evaluation process in the

article 116-The;

b) The methodology used as the basis of the decisions to which the

articles 116-B, 116-C, 116.-AD, 116.-AE and 116.-AG on the

process referred to in a previous paragraph.

Article 145-K

Application on consolidated basis

1-Before proceeding to the determinations laid down in points b ) a and ) of paragraph 2 of the

article 145-I in relation to financial instruments or contracts issued

by a credit institution that is a subsidiary of a credit institution,

of an investment company that pursues the activities foreseen in the

points c ) or f ) of Article 199 (1), with the exception of the service of

allotment without warranty, or an entity provided for in Article 152 (1).

that integrate or have integrated own funds on an individual basis and

on a consolidated basis of the group in which it falls, the Bank of Portugal

notifies the authority responsible for the supervision on consolidated basis of the

CHAIR OF THE COUNCIL OF MINISTERS

190

group in which the subsidiary concerned and the relevant authority for the

exercise of the powers of reduction or conversion in the Member State of the

European Union of the authority responsible for supervision on the basis

consolidated.

2-In the case of the determination provided for in the c ) of Article 145 (2)-I, the

Bank of Portugal notifies also of the European Central Bank, in cases

in which this is the supervisory authority of the credit institution in the

terms of the applicable legislation.

3-When you make the determinations provided for in points c ) a and ) of paragraph 2 of the

article 145-I to a credit institution with cross-border activities

or to enter into a group with cross-border activities, the Bank of

Portugal takes into account the potential impact of the resolution on all

Member States of the European Union in which the credit institution or

the group carries out its activities.

4-After the notifications provided for in paragraphs 1 and 2, the Bank of

Portugal assesses the existence of an alternative and viable measure,

notably some of the measures provided for in paragraphs 1 and 2 of the

article 116-C, in Article 141 or the transfer of funds or capital of the

parent company of the group in which the subsidiary concerned, which would render it

unnecessary the application of the powers provided for in Article 145 (1) of the Article-I, and

still the existence of realistic perspetives that such an alternative measure

come to an answer, within an appropriate time frame, to the situations provided for in paragraph 2

of Article 145.-I.

5-Should the Bank of Portugal conclude by the non-existence of a measure

viable alternative that gives response, in an appropriate time frame, to situations

provided for in Article 145 (2), it exercises the powers provided for in paragraph 1

CHAIR OF THE COUNCIL OF MINISTERS

191

of that article.

6-A determination provided for in the c ) of Article 145 (2)-I may only be

taken through a joint decision process.

Article 145-P

Constitution of the transitional institution

1-A The transitional institution consists of the decision of the Bank of Portugal,

approving the respective statutes, not the provisions of the provisions of the

chapter II of Title II.

2-A The transitional institution must comply with the standards applicable to the institutions

of credit or investment firms, as the case may be.

3-The social capital of the transitional institution is subscribed and fulfilled total or

partially by the Resolution Fund with recourse to its funds and, if

for the case, through the exercise of power provided for in the paragraph a ) of paragraph 2 of the

article 145-U, without prejudice to the powers of the Bank of Portugal on the

transitional institution.

4-Without prejudice to the provisions of the following number, if this is necessary to

pursuit of the purposes laid down in Article 145 (1), the Bank of

Portugal may temporarily dispense with the transitional institution, after the

start of your activity, compliance with the prudential requirements

applicable.

5-The Bank of Portugal may require the European Central Bank to discharge the

transitional institution of compliance with prudential requirements

CHAIR OF THE COUNCIL OF MINISTERS

192

applicable, in cases where this is, under applicable law, the

supervisory authority of the transitional institution.

6-A The transitional institution can start your activity without prior

compliance with the legal requirements relating to the commercial register and

too much formal procedures provided for by law, without prejudice to the later

compliance with them at the earliest possible time.

7-Compete to the Bank of Portugal, on a proposal from the general meeting of the

transitional institution, appoint and fix the remuneration of the members of the

its governing and supervisory bodies, which must obey all

the guidelines and recommendations conveyed by the Bank of Portugal,

particularly relating to management decisions and the strategy and profile of

risk of the transitional institution.

8-When the transfer decision provided for in paragraph 1 of the preceding Article,

may the Bank of Portugal, in alternative to the provisions of the preceding paragraph,

appoint the members of the administration and supervisory bodies of the

transitional institution with no need for proposal from the general assembly.

9-Without prejudice to another type of liability, the members of the organs of

administration and supervisory board or the holders of top management positions

of the transitional institution are only accountable to the shareholders and

creditors of the institution of credit object of resolution for the damage that

result from unlawful actions or omissions by them committed in the exercise of the

his or her duties with dolo or serious guilt.

10-A The transitional institution has a maximum duration of two years to count

of the date on which the last transfer to the institution was carried out

CHAIR OF THE COUNCIL OF MINISTERS

193

of the transition from rights, obligations, shares or of representative securities of the

social capital of the institution of credit object of resolution.

11-The deadline provided in the preceding paragraph is extended by the Bank of Portugal

for periods of one year, when:

a) There are founded reasons of public interest, namely the

verification of risks for financial stability;

b) If you check the need to ensure continuity of services

essential; or

c) The extension is necessary to allow or facilitate the merger of the

institution of transition with another entity or the alienation of rights

and obligations.

12-A decision of the Bank of Portugal of extension of the period provided for in the

previous number is accompanied, where possible, from an evaluation of the

conditions and market perspetives that justify that extension.

13-The Bank of Portugal develops, by notice, the rules applicable to

institutions of transition.

14-A transfer decision provided for in paragraphs 1 and 2 of the previous article, well

as the possible decision to extend the deadline provided for in paragraph 11, is

communicated to the Competition Authority, but listening to its

transitory does not connl a concentration of

companies for the purposes of the applicable competition law.

CHAIR OF THE COUNCIL OF MINISTERS

194

Article 145-Q

Heritage and financing of the transitional institution

1-The Bank of Portugal selects the rights, obligations, shares and other securities

representative of the social capital of the credit institution object of

resolution to be transferred to the transitional institution at the time of its

constitution.

2-Without prejudice to the provisions of Article 145 (4)-L, if there is any

payment of any counterpart on the part of the transitional institution

by virtue of the transfer determined by the Bank of Portugal in the terms

of the provisions of Article 145 (1) and (2)-The, this revert to:

a) The shareholders or holders of other representative securities of the capital

social institution of the credit institution object of resolution, case a

transfer to the transition institution has been effected

through the transfer to the institution of transition of the title

of shares or of securities representative of the social capital of the institution

of credit object of resolution, in the measure of the value, if positive, of the

own capitals of the institution object of resolution at the time of the

transfer provided for in paragraphs 1 and 2 of Article 145-O, ascertained in the

scope of the assessment provided for in Article 145-H; or

b) The institution of credit object of resolution, in case the transfer to

the transitional institution has been carried out through the transfer

of part or all of the rights and obligations of the institution of

credit object of resolution for the transitional institution, to the extent

of the difference, if positive, between the assets and liabilities of the institution

resolution object transferred to the transitional institution,

CHAIR OF THE COUNCIL OF MINISTERS

195

ascertained in the framework of the evaluation provided for in article 145.

3-Without prejudice to the provisions of Article 145 (6) thereof, they may not be

transferred to the transitional institution any credit rights

on the institution of credit object of resolution held by persons and

entities which, in the two years prior to the date of the application of the measure of

resolution, have had participation, direct or indirect, equal to or greater than

2% of the social capital of the institution credit or have been members of the

administration bodies of the credit institution, save if it stays

demonstrated that they have not been, by action or omission, at the origin of the

financial difficulties of the credit institution and which have not contributed,

by action or omission, for the aggravation of such a situation.

4-After the transfer provided for in Article 145 (1) and 2 of the Article 145, the Bank of

Portugal can, at all times:

a) Transfer rights and obligations of the transitional institution to a

vehicle for asset management, constituted for the purpose, applying the

in the provisions of Articles 145-S and 145.-T, when this is necessary for

to ensure the purposes laid down in Article 145 (1) or to

facilitate the cessation of the activity of the transitional institution on the terms

of the provisions of paragraph 1 of the following article;

b) Transfer other rights and obligations and the securitisation of shares or

securities representative of the social capital of the institution of credit object

of resolution for the transitional institution;

c) Return to the institution of credit object of resolution rights and

obligations that had been transferred to the institution of

transition or return the entitlement of shares or securities

representative of the social capital of the credit institution object of

resolution to the respective holders at the time of the scheduled deliberation

in Article 145 (1)-P, may not the credit institution

CHAIR OF THE COUNCIL OF MINISTERS

196

object of resolution or those holders object to such devolution,

provided that the conditions laid down in the number are met

next.

5-A transfer provided for in paragraph c ) from the previous number can only be

effected when this is expressly provided for in the decision of the Bank of

Portugal provided for in Article 145 (1) and 2 of Article 145, when the conditions of

transfer of the rights, obligations, shares and representative securities of the

social capital of the institution of credit institution object of resolution therein provided for not

check or when those rights, obligations, actions and securities

representative of the social capital of the credit institution object of

resolution were not to be inspired by the criteria for the transfer there defined.

6-The Bank of Portugal determines the amount of financial support to be granted

by the Resolution Fund, should it be necessary, for the creation and the

development of the activity of the transitional institution, in the terms of the

provisions of Article 145-AA and taking into account the intervention of the Fund of

Deposit guarantee, under the terms and conditions laid down in Article 167-B,

or the Mutual Agricultural Credit Guarantee Fund, on the terms and

conditions laid down in Article 15-B of the Decree-Law No. 345/98, 9 of

november, changed by the Decrees-Laws n. ºs 126/2008 of July 21,

211-A/2008, of November 3, 162/2009, of July 20, 119/2011, of 26

of December, and 31-A/2012, of February 10, in the framework of the application of

resolution measure provided for in paragraph 1 and 2 of Article 145.

7-The total value of the liabilities and off-balance-sheet elements to be transferred to the

transition institution should not exceed the total value of the assets

transferred from the institution of credit object of resolution, increased, being

case of the funds from the Resolution Fund, from the Fund of

Guarantee of Deposits or the Agricultural Credit Guarantee Fund

CHAIR OF THE COUNCIL OF MINISTERS

197

Mutual, under the terms and conditions laid down in Articles 145-Z and 167.-B and in the

article 15-B of the Decree-Law No 345/98 of November 9, amended by the

Decrees-Laws n. ºs 126/2008, of July 21, 211-A/2008, of 3 of

November, 162/2009, of July 20, 119/2011, of December 26, and

31-A/2012, of February 10.

Article 145-R

Cessation of the activity of the transitional institution

1-The Bank of Portugal determines the cessation of the activity of the institution of

transition as soon as possible and, in any case, when to understand that if

they shall be assured of the purposes laid down in Article 145 (1)-C or

in the following situations:

a) With the alienation to the third of the entirety of the rights, obligations,

shares or other securities representative of the social capital of the institution

of object of resolution object that have been transferred to the

transitional institution, in accordance with the provisions of paragraphs 3, 4 and 6;

b) With divestments to the third of the entirety of the shares or other securities

representative of the social capital of the transitional institution, nos

terms of the provisions of paragraphs 3, 4 and 6;

c) With the merger of the transitional institution with another entity, without

prejudice to the provisions of paragraph 8;

d) When the transitional institution cees to comply with the requirements

provided for in Article 145 (3) and (3) and Article 145 (3)-P;

e) By the course of the period provided for in Article 145 (10)-P, entering

the transitional institution in such a case in liquidation;

f) When you understand that, having been alienated most of the rights and

obligations transferred to the transitional institution, if not

justifies its maintenance, determining in such a case that the same

CHAIR OF THE COUNCIL OF MINISTERS

198

get into liquidation.

2-When a transitional institution is used to transfer the rights

and obligations of more than one credit institution object of resolution,

the entry into liquidation referred to in points and ) and f ) of paragraph 1 applies to the

rights and obligations and not to the institution of transition.

3-When you consider that the necessary conditions are met

to divest partially or fully the rights, obligations, actions or other

securities representative of the social capital of the credit institution object of

resolution that have been transferred to the transitional institution or

for the disposal of the shares or other securities representative of the social capital

of the transitional institution, the Bank of Portugal or the institution of

transition, if authorized in the terms of the following number, can, ensuring

the transparency of the process and the equitable treatment of those concerned,

promote your alineation through the means that are considered more

appropriate taking into account the existing commercial conditions at the time, the

circumstances of the concrete case and the principles, rules and guidelines of the

European Union in relation to state aid.

4-A alienation by the transitional institution provided for in the preceding paragraph, well

how your modality and conditions, depends on authorization from the Bank of

Portugal.

5-Without prejudice to the provisions of Article 145 (4)-L, all revenue

generated by the cessation of the activity of the transitional institution revert to

your shareholders.

CHAIR OF THE COUNCIL OF MINISTERS

199

6-After the divestments of the entirety of rights, obligations, actions or other

securities representative of the social capital of the credit institution object of

resolution transferred to the institution of transition and the affectation of the

product of the divestment respect pursuant to the provisions of the preceding paragraph,

the transitional institution is dissolved by the Bank of Portugal.

7-In cases of divestment of the totality of the title of the shares or other

securities representing the social capital and merging capital of the institution of

transition with another entity, cesses the application of the applicable regime to the

institutions of transition.

8-At the time of the merger referred to in para. c ) of paragraph 1, the Resolution Fund

may not be a holder of shares or other representative instruments of the

social capital of the transitional institution.

Article 145-S

Segregation of assets

1-The Bank of Portugal may determine the transfer of rights and

bonds of a credit institution or a transitional institution,

that constitute assets, liabilities, off-balance-sheet elements and assets under

management of the institution, for asset management vehicles for the purpose

constituted, with the aim of maximizing its value with a view to a

further alienation or liquidation.

2-The Bank of Portugal may still determine the transfer of rights and

bonds of two or more credit institutions included in the same

group for asset management vehicles, with the same purpose provided in the

previous number.

3-The asset management vehicle is a collective person created to receive and

administer the share or all of the rights and obligations of institutions

of credit object of resolution or of a transitional institution.

CHAIR OF THE COUNCIL OF MINISTERS

200

4-The social capital of the asset management vehicle is subscribed to and realized total

or partially by the Resolution Fund with recourse to its funds,

without prejudice to the powers of the Bank of Portugal on the management vehicle

of assets.

5-The asset management vehicle consists of a decision of the Bank of

Portugal, which approves the respected statutes, not being obliged to the

compliance with the legal requirements that would otherwise be applicable to the

management of the rights and obligations transferred.

6-The asset management vehicle can start your activity without prior

compliance with the legal requirements relating to the commercial register and

too much formal procedures provided for by law, without prejudice to the later

compliance with them at the earliest possible time.

7-A The decision of the Bank of Portugal provided for in paragraph 1 produces, by itself, the effect

of transmission of the title of the rights and obligations of the institution of

credit object of resolution or of the transitional institution for the vehicle of

asset management, being this considered, for all legal effects and

contractual, as a successor in the rights and obligations transferred.

8-A partial transfer of the rights and obligations to the vehicle of

segregation of assets should not prejudice the full assignment of the positions

contractual institution of the credit institution object of resolution or the institution of

transition, with transmission of the responsibilities associated with the elements

of the asset transferred, particularly in the case of warranty contracts

financial, of securitisation operations or other contracts that

contain compensation and novation clauses.

9-A The transfer decision provided for in paragraph 1 produces effects

CHAIR OF THE COUNCIL OF MINISTERS

201

regardless of any legal or contractual provision to the contrary,

being title quite a lot for the fulfillment of any legal formality

related to the transfer.

10-A The transfer decision provided for in paragraph 1 does not depend on the consent

of shareholders or holders of other securities representative of the social capital

of the institution of credit object of resolution or of the transitional institution,

of the parties to contracts related to the rights and obligations to be divested

nor of any third parties, and may not constitute grounds for the

exercise of early due rights, resolution, complaint,

opposition to the renewal or alteration of conditions stipulated in the contracts

in cause.

11-Without prejudice to the provisions of Section V of this Chapter, the shareholders and

creditors of the institution of credit object of resolution or of the institution of

transition, and other creditors whose rights and obligations are not

transferred, do not have any right on the rights and obligations

transferred.

12-The Code of Commercial Societies is applicable to the management vehicles of

assets, with the necessary adaptations to the objectives and the nature of these

entities.

13-Compete to the Bank of Portugal, on a proposal from the general meeting of the

asset transition vehicle, appoint and fix the remuneration of members

of its administrative and supervisory bodies, which must comply with

all the guidelines and recommendations conveyed by the Bank of Portugal,

CHAIR OF THE COUNCIL OF MINISTERS

202

particularly concerning the management, strategy and risk profile of the vehicle

of asset management.

14-When the transfer decision provided for in paragraph 1, may the Bank of

Portugal, in alternative to the provisions of the preceding paragraph, appoint the

members of the administration and supervisory bodies of the institution of

transition with no need for proposal from the general assembly .

15-Without prejudice to another type of liability, the members of the organs of

administration and supervisory board or the holders of top management positions

of the asset management vehicle only are accountable to the shareholders

and creditors of the institution of credit object of resolution for the damage that

result from wrongful actions or omissions, by them committed in the exercise of the

his or her duties with dolo or serious guilt.

16-The asset management vehicle shall comply, in the development of its

activity, the management criteria that ensure low level maintenance

of risk.

17-A partial or total transfer of rights and obligations of an institution

of credit object of resolution or of a transitional institution to

asset management vehicles for the constituted effect is communicated to the

Competition Authority, but listening to its transitory no

connates a business concentration operation for the purposes of the

applicable competition law.

18-The members of the administration or supervisory bodies of the vehicle of

segregation of assets, their employees, mandators, commissioners and others

people who provide them with services on a permanent or occasional basis are

subject to the duty of secrecy provided for in Article 78.

Article 145-T

CHAIR OF THE COUNCIL OF MINISTERS

203

Heritage, financing and cessation of the activity of the management vehicle of

assets

1-The Bank of Portugal selects the rights and obligations of the institution of

credit object of resolution or of the transitional institution to be transferred to the

vehicle for asset management at the time of its constitution.

2-The rights and obligations of the institution of credit institution object of resolution or of the

transition institution will only be able to be transferred to a vehicle from

asset management in case you check any of the following situations:

a) Its disposal in the context of a liquidation process would have effects

adverse in financial markets;

b) Your transfer is necessary to ensure the good

operation of the institution of credit object of resolution or of the

transitional institution;

c) Your transfer is necessary to maximize revenues

resulting from their alienation.

3-The Bank of Portugal determines the counterpart to pay for the transfer

of the rights and obligations for the asset management vehicle, which may have

a nominal or negative value and which must take into account the assessment to which

refers to Article 145-H and the principles, rules and guidelines of the Union

European aid of state aid.

4-Without prejudice to the provisions of Article 145 (4)-L, if there is any

payment of any counterpart on the part of the management vehicle of

assets by virtue of the transfer provided for in paragraph 1 of the previous article, this

revert to the institution of credit object of resolution or to the institution

of transition when the rights and obligations have been directly

acquired, in the measure of the difference, if positive, between the assets and liabilities of the

CHAIR OF THE COUNCIL OF MINISTERS

204

institution object of resolution or of the transferred transitional institution

for the asset management vehicle, ascertained in the framework of the planned assessment