JUAN CARLOS I REY OF SPAIN

To all who present it and understand it.

Sabed: That the General Courts have approved and I come to sanction the following Law.

PREAMBLE

Directive 2003 /41/EC of the European Parliament and of the Council of 3 June 2003 on the activities and supervision of occupational pension funds is the first step towards an internal market in the provision of This is the case for the retirement of workers organised at European level. This Directive is in line with the need to establish a Community legal framework enabling the employment pension funds to benefit from the advantages of the internal market, as these institutions play a key role in integration, efficiency and liquidity of the financial markets.

The Directive applies to occupational pension funds, as such to the institutions operating through capitalisation systems, the activity of which consists in providing retirement benefits in the the context of the employment activity, complementary to the social security systems, which are legally independent of the sponsoring undertakings and which are not regulated by the insurance directives, of undertakings for collective investment in securities (a) securities, investment firms or credit institutions. This Directive 2003 /41/EC is intended to ensure the safety and effective management of workers ' pension schemes by imposing prudential and supervisory rules and, in the same way, to establish a system of (i) cross-border employment pension funds, which will boost savings for occupational forecasting, thus contributing to economic and social progress in the European Union. By means of this Law, certain modifications are introduced in the Recast Text of the Law on the regulation of pension plans and funds, approved by the Royal Legislative Decree 1/2002 of 29 November, in order to adapt the legislation Spanish internal to the aforementioned Directive in which it did not conform to it. In the field of prudential and supervisory rules, the Directive lays down the basic conditions for the operation and operation of the Directive. It should be noted first of all the requirement that pension funds and, where appropriate, their managing bodies (responsible for their administration) be subject to the supervision and supervision of a competent national authority in the Member State where they are are domiciled and comply with certain requirements for the exercise of their activity. The competent national authority shall have the power and means necessary to obtain all relevant information on the activities of those institutions, to monitor the relations between them and other undertakings when the tasks are transferred. having an impact on the financial situation of the institution or of importance for its effective supervision, obtain on a regular basis the statement of the principles of the investment policy, the management report and the annual accounts, as well as all documents necessary for the supervision, including audit reports, carry out on-site inspections and exercise powers to prevent or correct situations which may endanger the interests of members and beneficiaries, and may even prohibit or restrict the activities of an institution. Another aspect, highlighted by the Directive, is the requirement for Member States to ensure compliance with the reporting obligations of members and beneficiaries, to which the institutions must provide them with access to information. information on financial solvency, contractual rules, benefits and the financing of accrued rights, as well as on investment policy and risk and cost management. The Directive also has an impact on the regulation of the calculation of technical provisions and on the need for their coverage by adequate and adequate assets, as well as on the demand for own resources to absorb the deviations between expenditure and expenditure. intended and actual benefits; Member States may lay down detailed rules for the appropriate protection of the interests of members and beneficiaries or justified in the principle of prudence. They also highlight the investment rules of pension funds, which, according to the Directive, must be based on the criteria of safety, quality, liquidity and profitability of the entire portfolio, consistent with the nature and duration of the obligations, majority investment in regulated markets, diversification that avoids excessive reliance on an asset, an issuer or group and risk accumulations in the portfolio as a whole, limiting investment in the undertaking or (a) promoting and limiting indebtedness to the purpose of obtaining liquidity and with a view to Member States may lay down more detailed rules, including quantitative rules, which are justified in the principle of prudence. In any event, the Directive provides that Member States shall not make investment decisions subject to prior authorisation or a requirement for systematic notification, nor shall they restrict the right of the funds to be appointed for the management of their portfolio, an investment manager established in another Member State, duly authorised to do so in accordance with the life assurance directives, collective investment undertakings, investment services in the field of transferable securities or of credit institutions, or a management of pension funds from those provided for in the own Directive 2003 /41/EC. Member States shall also not restrict the right to appoint, for the custody of assets of the employment pension funds, a depositary established in another Member State authorised in accordance with the directives of credit institutions or of investment services in transferable securities, or recognised as a depositary for the purposes of the Directive on undertakings for collective investment in transferable securities. In Spanish legislation, the pension funds for employment are governed by the recast of the Law on the regulation of pension plans and funds, approved by the Royal Legislative Decree 1/2002 of 29 November; the regulation of plans and pension funds, approved by Royal Decree 304/2004 of 20 February 2004 and other supplementary rules. This regulation regulates the contractual, financial and organisational aspects of the pension scheme and plan system, as well as prudential and administrative supervision rules. This internal legislation is, in general, adapted to the prudential and supervisory rules of Directive 2003 /41/EC and provides a set of detailed rules on access to the activity of pension funds domiciled in Spain and its institutions. management; supervision by the Ministry of Economy and Finance, in particular by the Directorate-General for Insurance and Pension Funds, powers of administrative intervention, reporting obligations to that authority, including those relating to: annual accounts, reporting obligations to members and beneficiaries, calculation and coverage of technical provisions, solvency margin requirements and the investment regime of pension funds. It should be noted that the investment regime established by the Spanish legislation develops the prudential criteria of the Directive (safety, quality, diversification, majority investment in regulated markets, etc.), subject to the requirements of prior authorisation or systematic notification of investment decisions, and ensures the freedom to designate, for the management or custody of assets in the fund's portfolio, entities established in any Member State authorised to do so; in accordance with the relevant directives, as is the case for the employment pensions. In this area of prudential and supervisory rules, this Law adds a new paragraph 5 to Article 24 of the Recast Text of the Law on the Regulation of Pension Plans and Funds, approved by the Royal Legislative Decree 1/2002, of 29 of November, which provides for the administrative supervision of relations between pension funds and their management with other undertakings or institutions to which functions have been transferred, having an impact on the financial situation or are of importance for the effective supervision, in accordance with Article 13 (b) and (d) of the Directive. With regard to the scheme of cross-border activities of the pension funds, Directive 2003 /41/EC requires Member States to allow pension funds domiciled in their territory to integrate pension schemes. promoted by companies located in other Member States, and that companies established in their territory can promote integrated plans in pension funds of other Member States. To this end, the Directive provides for the cooperation of the authorities of the home Member State (that of the home of the pension fund) and of the host Member State (the latter whose social and labour legislation in the field of pension schemes). Retirement is applicable to the relationship between the sponsoring undertaking and the employees). According to the Directive, the cross-border activity of the occupational pension funds must be exercised in full compliance with the provisions of the social and labour law in force in the host State in the measure which affects pensions. retirement, including the provisions on compulsory membership and those resulting from collective bargaining (in the recitals cited above as examples concerning the determination and payment of retirement pensions and the conditions for the payment of pensions). to mobilise the consolidated rights). Article 20 of the Directive therefore establishes a procedure for the provision of communications between the pension fund and the competent authorities of the home and host Member States prior to the effective integration of the plan into the fund, as well as the continuity of collaboration between these authorities in the monitoring of compliance with applicable social and labour law. In this way, the pension fund develops its activity subject to its national legislation, although some aspects may be subject to the legislation of the host Member State (social and labour law provisions applicable to the pension scheme). (a) pension schemes and the scheme of information obligations for members and beneficiaries), which may require, in the case of investments, the application to the plan of the investment coefficients of the asset which, in a reasonable manner, provides for paragraph 7 Article 18 of Directive 2003 /41/EC, where the rules on investment in the State of origin were equal or less stringent than those of the host State. To date, the Spanish legislation on pension schemes and funds did not regulate the cross-border activity of pension funds for employment. The other issues covered by the Directive are already incorporated in our legislation, either because the Spanish scheme is reflected in the Directive itself, or through the incorporation of specific aspects which were carried out by means of the Directive. adoption of the Regulation on pension schemes and funds by means of Royal Decree 304/2004 of 20 February 2004 (such as investments, information, transparency, freedom to provide financial services, etc.). For this reason, this Law is to transpose into internal legislation the provisions of Directive 2003 /41/EC on cross-border activity, to which a new Chapter X is added in the recast of the Law on the regulation of plans. and pension funds, approved by Royal Decree 1/2002 of 29 November. This new Chapter consists of three sections: the first, general provisions; the second, on the activity of Spanish employment pension funds in other Member States (development of plans of companies established in other Member States). (a), and the third, on the activity in Spain of the employment pension funds of other Member States (development of plans of companies established in Spain). In particular, the activity in Spain of funds from other Member States is particularly noteworthy. This law enables the integration into funds of other Member States of employment pension schemes subject to Spanish legislation. In order to comply with the additional provision of the recast text of the Law on the regulation of pension plans and funds and their supplementary rules, relating to the implementation of the pension commitments of companies with the staff, the occupational pension schemes to be promoted for this purpose may be attached to employment pension funds authorised in any Member State; Section 3 of the new Chapter X regulates the conditions of integration into funds from other Member States, the operation of the plans and the supervision, in particular, as regards compliance with the Spanish legislation applicable to the plan as social and labour law. It should be noted that Article 43 of Section 3 lists a series of precepts of the current Recast Text of the Law on the regulation of pension plans and funds that are considered Spanish "social and labour law" applicable to the plans of pensions of companies established in Spain, which must be respected in the event that the plans are attached to pension funds of other Member States; this consideration of social and labour law of the listed precepts operates in the the scope of cross-border activity as a category introduced by Directive 2003 /41/EC in the The Spanish company's plan to establish a plan for the Spanish company to a fund of another Member State must not lead to the deregulation of the pension scheme, which will continue to be governed by the rules of Spanish law. (basic principles, limits of contribution, requirement of the control committee ...), without altering the consideration of these precepts as matters of basic ordination and exclusive competence of the State in accordance with Article 149.1.11. the Spanish Constitution. Moreover, in order to ensure that the pension fund is properly set up in the field of cross-border activity, in line with the Community reference rules, a modification is introduced in the second transitional provision. of the recast of the Law on the regulation of pension schemes and funds, approved by the Royal Legislative Decree 1/2002 of 29 November, under which the pension funds which, as of 1 January 2002, were part of the Employment pensions, associated and individual, may maintain such a situation, although they may only access the cross-border activity if they limit their activity to the employment pension schemes, thereby mobilising other funds from the schemes which do not correspond to the employment system.

Single item. Amendment of the recast of the Law on the regulation of pension plans and funds, approved by the Royal Legislative Decree 1/2002 of 29 November.

The Recast Text of the Law on the Regulation of Pension Plans and Funds, approved by the Royal Legislative Decree 1/2002 of 29 November, is amended in the following terms: One. The second subparagraph of Article 1 (2) is amended as follows:

" The denomination of '' pension plan '', as well as its acronym, is reserved for those regulated in Chapters I to III of this Law, without prejudice to those provided for in Section 2 of Chapter X, subject to the legislation of other Member States. "

Two. Article 11 (6) is amended as follows:

" 6. The name of 'pension fund', as well as its initials, is reserved for the purposes of this Article, without prejudice to those constituted under the legislation of other Member States provided for in Section 3 of the Chapter X of this Law. "

Three. A paragraph 5 is added to Article 24, with the following wording:

" 5. The Ministry of Economic Affairs and Finance shall have powers to supervise the relations between pension funds and their managing entities with other persons, undertakings or entities in the event that they have been transferred to their functions. impact on the financial situation of the managing body or pension fund or which are of importance for its effective supervision. The Directorate-General for Insurance and Pension Funds may order the 'in situ' inspection of the functions transferred to an external third party, to check whether they are carried out in accordance with the rules of supervision of the plans and funds of the pensions and their managing bodies, or to request the action or assistance of the administrative body or body to which, where appropriate, the supervision and supervision of the service provider is appropriate. Persons or entities to whom functions have been transferred, as well as their administrative positions, which infringe rules on the management and supervision of pension plans and funds, shall incur administrative responsibility in the terms of the regulated in Section 4. of Chapter IX of this Law. "

Four. A Chapter X is added, with the following wording:

" CHAPTER X Cross-border activity of the employment pension funds Section 1. General provisions on cross-border activity of the employment pension funds Article 37. Definitions.

For the purposes of this Chapter, the following definitions shall apply: (a) Employment pension fund: any institution authorised or registered as such by a competent authority of a Member State under Directive 2003 /41/EC of the European Parliament and of the Council of 3 June 2003 on the activities and supervision of occupational pension funds. In the case of Spain, pension funds for employment will be regulated in Chapter IV of this Law for the development of occupational pension schemes. (b) Pension plan: for the purposes of this Chapter, a pension plan shall mean any agreement which is in the form of a contract, a constituent act or a regulation defining or providing for retirement benefits and, where appropriate, additional benefits, as well as the conditions for obtaining them. For the implementation of pension commitments subject to Spanish social and labour legislation, pension plans will be the pension plans of the system of employment regulated in Chapters I to III of this Law. (c) "sponsoring undertaking" means any undertaking or entity, natural or legal person acting as an employer and making contributions to an employment pension scheme integrated into an employment pension fund. They may be several companies or entities together. (d) Competent authorities: the national authorities designated to carry out the duties provided for in this Chapter. (e) Member State of origin: the Member State in which the pension fund has its registered office, which shall coincide with its principal administration, or if it has no registered office, where it has its principal administration, and which is approved or registered by the national authority of that Member State. (f) "host Member State" shall mean the Member State whose social and labour law in the field of retirement pension schemes is applicable to the relationship between the sponsoring undertaking and the workers.

Article 38. General aspects of the cross-border activity of the employment pension funds of the Member States.

1. Under the provisions of Directive 2003 /41/EC of the European Parliament and of the Council of 3 June 2003 on the activities and supervision of occupational pension funds, and in accordance with the provisions of this Chapter, the Employment pensions authorised and registered in Spain may include pension schemes for workers promoted by undertakings established in other Member States. In addition, under the terms of that Directive and in accordance with the provisions of this Chapter, pension funds authorised or registered in other Member States may integrate pension schemes promoted by undertakings established in the 2. The performance of the cross-border activity shall require the pension fund to be authorised by the competent authority of the Member State of the pension fund. The integration of each plan into the corresponding employment pension fund will require, in advance, the completion of the communications procedures between the pension fund and the supervisory authorities of the Member States. origin and reception referred to in Articles 40 and 44. 3. The cross-border activity of the occupational pension funds shall be carried out in compliance with the social and labour laws of each host Member State concerning the organisation of pension systems, including in matters of affiliation compulsory, and the provisions resulting from collective bargaining, under which the pension scheme is to be developed. 4. The rules on investments in pension funds laid down in the legislation of the home Member State shall apply in general. However, where the investment rules of the host Member State are similar or more stringent than those of the State of the pension fund, the authority of the host Member State may, by means of communication to the the authority of the home Member State, which applies the following requirements to the assets portion of the pension fund corresponding to pension schemes subject to the social and labour law of the host State: (a) investment in shares, in other securities equivalent to shares or bonds which cannot be traded on a regulated market, may not exceed 30% of the assets corresponding to those pension schemes; or it shall invest at least 70% of the assets corresponding to those plans in shares, other securities equivalent to shares and bonds which may be traded on regulated markets. (b) Investment in shares and other securities equivalent to shares, bonds, bonds and other money market and capital market instruments of the same undertaking shall not exceed five per cent of the assets corresponding to the In the case of pension schemes, no more than 10% of these pension schemes shall be invested in shares and other securities equivalent to shares, bonds and other money and capital market instruments issued by undertakings belonging to The same group. (c) Investment in assets expressed in currencies other than those in which the liabilities of the pension schemes are expressed shall not exceed 30% of the assets corresponding to those assets. In order to comply with the above requirements, the Member State of the pension fund may require the assets to be clearly defined. 5. Employment pension funds engaged in cross-border activities in respect of members and beneficiaries shall be subject to the reporting obligations imposed by the authorities and the legislation of the Member States. the reception of pension funds domiciled in their territory, given as a transposition into their internal rules as provided for in Article 11 of Directive 2003 /41/EC. 6. The Minister for Economic Affairs and Finance may, after hearing the Advisory Board of Insurance and Pension Funds, make more detailed rules for the application of the provisions of paragraphs 4 and 5 of this Article. Section 2-Activity of Spanish employment pension funds in other Member States

Article 39. Scope and authorisation for the cross-border activity of the employment pension funds domiciled in Spain.

1. The scope of an employment pension fund domiciled in Spain may include cross-border activity if it is expressly provided for by its operating rules and these are duly authorised by the Directorate-General for Insurance and Pension funds of the Ministry of Economy and Finance and registered in the Trade Register and in the Special Administrative Register of Pension Funds in accordance with the procedure laid down in Article 11. 2. The cross-border activity of Spain's home-based pension funds shall aim at the development of pension schemes promoted by undertakings established in the territory of other Member States, whose social legislation and employment is applicable to the relationship between the undertaking and the employees, excluding: (a) the compulsory pension schemes regarded as social security schemes in accordance with Council Regulations (EEC) No 1408/71 of 14 June 1971 and No 574/72 of the Council of 21 March 1972 as well as the schemes replacement of the social security systems. (b) the delivery systems, as well as those in which employees do not have legal rights to benefits and where undertakings have the right to rescue assets at any time and do not necessarily have to fulfil their obligations under payment of retirement benefits. c) The internal fund management operations of the companies. (d) the pension systems applicable to self-employed persons. However, the Spanish employment pension funds may receive pension schemes promoted by individual employers for their employees established in other Member States, in which the employer also makes contributions own, and by cooperative and working companies or similar undertakings of other Member States in the interests of their working or working partners, in analogy with the provisions of Article 4 (1) (a). (e) Prstations which do not have a cash character.

Article 40. Integration of pension schemes of companies from other Member States into a pension fund for employment in Spain.

1. The integration into a pension fund domiciled in Spain of a pension scheme promoted by one or more undertakings established in another Member State, subject to the social and labour law of the latter, shall require the following: (a) The managing body of the fund must inform the Directorate-General for Insurance and Pension Funds of the intention to integrate the pension scheme. Such communication shall include at least information identifying the host Member State, the undertaking or the sponsoring undertaking, as well as the main characteristics of the pension scheme. (b) Within a maximum period of three months from the receipt of the information referred to in the preceding subparagraph, the Directorate-General for Insurance and Pension Funds shall communicate it to the competent authorities of the host Member State. Such communication shall be notified to the management of the pension fund. (c) The host Member State may, within two months of receipt of the communication referred to in point (b), inform the Directorate-General for Insurance and Pension Funds of: 1. the provisions of its social legislation and work under which the pension scheme is to be managed. 2. The rules which, where appropriate, apply to the part of the assets of the pension fund corresponding to pension schemes subject to the social and labour law of the host State, in accordance with the provisions of paragraph 4 of the Article 38. 3. The obligations relating to information to members and beneficiaries which are payable to pension funds domiciled in the host Member State in accordance with Article 38 (5). The Directorate-General for Insurance and Pension Funds shall transfer that information to the managing body of the pension fund. 2. On the basis that the information referred to in paragraph 1 (c) is received by the managing body, or, after the two-month period provided for in that point (c) has elapsed without having received any communication, the integration of the the pension scheme in the fund by means of an express admission agreement adopted by the committee on the control of the fund or, in the absence thereof, by the managing body. 3. The integration of the pension plan into the fund shall be communicated by the manager to the Directorate-General for Insurance and Pension Funds within 10 days of the adoption of the admission agreement, and shall accompany at least: (a) certification of the admission agreement. (b) the name and address of the sponsoring undertaking or undertakings. c) General conditions and, where appropriate, the technical basis of the plan, written or translated into Spanish. In the Administrative Register of Pension Funds, the pension plans of companies from other Member States attached to the registered pension funds shall be recorded. 4. Notwithstanding the foregoing paragraphs, if, during the period of communications provided for in paragraph 1, circumstances provided for in this Law are revealed as grounds for revocation of the administrative, dissolution or adoption of special control measures, the Directorate-General for Insurance and Pension Funds may agree, by means of a reasoned decision, not to carry out the communication provided for in paragraph 1 (b) and to refuse the application for integration of the plan in the pension fund. 5. Where the employment relationships of a sponsoring undertaking or a group of sponsoring undertakings are subject to different national legislation in so far as they have workers in different Member States which are likely to be incorporated into the Pensions, for the purposes set out in this Article, will be identified as many pension schemes as host Member States. However, a single comprehensive plan of different subplans may be considered, corresponding to the different host Member States, if the competent authorities of the host Member States do not object. However, different pension schemes may be identified for collective workers of a company, subject to the social and labour law of the same Member State, attached to a pension fund or to different funds of the same Member State. pensions. In any case, workers whose employment relations are subject to Spanish legislation must be included in an occupational pension scheme for those covered by Chapters I to III of this Law. 6. The Minister for Economic Affairs and Finance, after hearing the Advisory Board of Insurance and Pension Funds, may issue more detailed rules regarding the registration and communications procedures regulated in this article.

Article 41. Development of pension schemes for companies from other Member States attached to pension funds domiciled in Spain.

1. The system of contributions, contingencies, benefits, mobility and liquidity of the consolidated and economic rights of pension schemes subject to the legislation of other Member States shall be that set out in their specifications of agreement as provided for in its national legislation and in agreements between undertakings and workers. Contributions shall not apply to the limits of Article 5 (3) established for pension schemes subject to Spanish legislation, without prejudice to the limits on contributions, benefits or accrued rights which, in their case, establish the national legislation applicable to the plan. 2. The pension scheme shall be in accordance with individual capitalisation financial and actuarial systems and, in so far as it assumes biometric risks and/or the result of the investment or a given level of benefits is guaranteed, to adapt its operation to technical bases and to provide sufficient technical provisions. The technical bases and the actuarial calculations and, in particular, the calculation of technical provisions shall be carried out by actuary. In any case, the actuarial methods, interest rates, demographic tables and other assumptions used must be appropriate to the criteria established in the matter by the Spanish legislation on pension plans and funds contained in the rules for the development of this Law. The use of the biometric tables shall be made taking into account the characteristics of the unit group and the pension plan and any changes that may occur in the relevant risks. In addition, the provisions of the Spanish legislation on the solvency margin of the pension plans contained in the rules for the development of this Law will apply. The solvency margin requirements shall apply to each pension scheme attached to the fund. Each plan shall keep the own resources additional to the technical provisions, which make up the solvency margin, attributable exclusively to its position account and to its members and beneficiaries. The financial and actuarial system of each pension plan shall be reviewed in accordance with the terms set out in Article 9 (5) of this Law and in the rules that develop it. 3. Pension plans promoted by undertakings from other Member States attached to Spanish funds shall not require the commission to monitor the plan referred to in Article 7, without prejudice to the bodies or bodies of the representation or participation of undertakings and workers, established under a pact or in accordance with the uses or legislation of the host Member State, for the supervision of the operation of the plan and the relations with the managing body; and through the latter, with the Spanish competent authority. The rules for the operation of the fund shall provide for the possibility of inclusion in the control committee of the fund of representatives of the plans promoted in other Member States, at the option of the business representative bodies and workers as established for this purpose in the relevant social and labour legislation; in such a case, the provisions of this Law and its rules of development on composition, systems of representation and functioning of the control committee of the fund. In the event that the Spanish pension fund only integrates pension schemes of other Member States, it will not be necessary to set up the fund's control committee, without prejudice to the reporting obligations laid down in the next. 4. The obligations of the managing body for information to the members and beneficiaries of the pension plans referred to in this Section shall be those imposed by the authorities and the legislation of the host Member State to the (a) the amount of the amount of the amount to be paid in accordance with Article 11 of Directive 2003 /41/EC, as laid down in Article 11 of Directive 2003 /41/EC. In the absence of a regime on the reporting obligations of members and beneficiaries in the host State, or of communication in this respect by the competent authority of that State, the scheme provided for in this Law and in its the development rules in relation to the employment pension schemes. 5. The pension scheme shall maintain a position account in the employment pension fund. In general, in the event of cross-border activity, the rules on investments contained in this Law and its implementing rules applicable to pension funds domiciled in Spain shall apply. However, where similar or more stringent rules apply to the pension funds of the host Member State, the competent authority of the host Member State may require the application of the conditions laid down in Article 38 (4) to the of the assets of the pension fund corresponding to pension schemes subject to the social and labour law of the host State. The general rules and limits on management and deposit fees laid down by law shall apply. The pension fund's assets will not respond to the plans 'promoters' debts. 6. The pension plan's position account may be mobilised to another pension fund of any Member State, and the mobilisation agreement shall be communicated to the Directorate-General for Insurance and Pension Funds prior to the implementation of the mobilisation. If the pension fund of destination corresponds to a Member State other than the host State, the mobilisation may be carried out after the completion of the communications procedure provided for in Article 20 of Directive 2003 /41/EC between the Member State concerned. the pension fund of destination and the authorities of the Member State of the fund of destination and the host Member State. 7. The managing body of the pension fund shall report to the Directorate-General for Insurance and Pension Funds the termination of the pension plans referred to in this Article, and shall report on the settlement and transfer process. assets and liabilities of the plan to another financial institution or similar in accordance with the law of the host State and shall provide the members and beneficiaries, or their representatives, with a general description of the procedure. The pension schemes referred to in this Article shall be subject to the causes of termination provided for in Article 5 (4) (c) and (d), without prejudice to other causes of termination laid down in their specifications or in legislation. national applicable to the plan. In the settlement of the plan, the purpose of the consolidated rights of the participants and the economic beneficiaries of the beneficiaries shall be as provided for in the relevant agreements, in the specifications of the plan or in the national legislation applicable to the plan. plan. The absence of activity, of members, beneficiaries and resources in a pension scheme subject to the legislation of another Member State, for a period of more than one year, will be the cause of the reduction of the plan in the Administrative Register of pensions.

Article 42. Control and administrative supervision of pension schemes of companies from other Member States attached to pension funds domiciled in Spain.

1. It is for the Ministry of Economy and Finance, through the Directorate-General for Insurance and Pension Funds and its Inspection Services, to monitor and monitor the development of pension schemes for companies subject to the legislation. social and labour force in other Member States, attached to pension funds domiciled in Spain. The provisions of Chapter IX of this Law shall also apply in the event that pension funds subject to the competence of the Spanish authority integrate pension schemes promoted by undertakings from other Member States; (a) the plan or pension plans shall be construed as references to those plans. 2. Revocation of the administrative authorisation of a pension fund in the terms of Article 31 entails the revocation of the authorisation for cross-border activity. 3. Where one of the circumstances referred to in Article 34 is present for the adoption of special control measures, the Directorate-General for Insurance and Pension Funds may prohibit or restrict the cross-border activity of a fund of pensions, as well as requiring the strict separation of assets and liabilities. 4. The authority of the host Member State shall retain the power to monitor compliance with the social and labour law applicable to the pension scheme and the reporting obligations referred to in Article 41 (4). The Directorate-General for Insurance and Pension Funds shall cooperate with the authority of the host Member State for the adoption of measures which are necessary to put an end to the irregularities which are revealed in those aspects. Non-compliance with social and labour law and information obligations, for which the persons and entities referred to in Article 35 (1) and Article 24 (5) are responsible, shall constitute an infringement of the the rules for the management and supervision of pension schemes and funds, punishable in accordance with the provisions of Section 4. of Chapter IX, and may lead to the adoption of special control measures provided for in Article 34 and to the the prohibition or restriction of the cross-border activity of the pension fund. If, in spite of the measures taken, such irregularities persist, the authorities of the host Member State, after informing the Directorate-General for Insurance and Pension Funds, may adopt those they deem appropriate to prevent or to penalise future irregularities, including the possibility of the pension fund integrating and developing the plan of the sponsoring undertaking.

Section 3. Activity in Spain of the funds for occupational pensions domiciled in other Member States

Article 43. Implementation of the pension commitments of companies established in Spain through pension funds for employment in other Member States.

1. In order to comply with the provisions of the first provision of this Law, the pension commitments assumed by the companies with their staff subject to that provision may be implemented through pension schemes of the system. employment of those covered by Chapters I to III, attached to a pension fund for employment in Spain or to a fund for occupational pensions domiciled in other Member States authorised for cross-border activity in accordance with the Directive 2003 /41/EC and in accordance with the provisions of this Section. For the implementation of pension commitments arising from employment relationships subject to Spanish legislation, assumed by companies established in Spain, the attachment to pension funds of employment domiciled in other Member States require the promotion and formalisation of an occupational pension scheme for those covered by Chapters I to III, taking into account the provisions of this Section. 2. The development of occupational pension schemes subject to Spanish legislation, In the case of pension funds domiciled in other Member States, it shall be carried out in compliance with the provisions of Spanish social and labour law and, where appropriate, the provisions resulting from collective bargaining applicable to the pension scheme. To this end, the following provisions of the Spanish social and labour legislation will be considered as follows: 1. The first provision on the protection of pension commitments with workers. 2. Article 4.2 on the modalities of pension schemes. 3. Article 5.1 on basic principles of pension schemes: non-discrimination, individual capitalisation, the irrevocability of the promoter's contributions, the allocation of consolidated rights to members and economic rights to the beneficiaries and compulsory integration into a pension fund for contributions to the integrated plans, considering, in this case, an employment pension fund domiciled in another Member State authorised to operate in Spain in accordance with the Directive 2003 /41/EC and the provisions of this Section. 4. Article 5.3 on limitation of the the amount of contributions to pension schemes. 5. Article 5.4 on the causes of termination of pension schemes and the liquidation of pension schemes. 6. Article 6 on the content of the specifications, which shall include as an annex the technical basis, where appropriate. 7. Articles 9 and 7 concerning the promotion and control commission of the plan for the promotion and control and supervision of the operation of the plan. 8. Article 8 on contingencies susceptible to cover and form of benefits; quantification, mobility and exceptional liquidity assumptions of the consolidated rights. In addition, the regulatory provisions implementing these provisions shall be taken into account in the development of the pension scheme.

Article 44. Integration of occupational pension schemes subject to Spanish legislation in the form of occupational pension funds domiciled in other Member States.

1. The undertaking or undertakings promoting the employment pension scheme, which may be integrated into a pension fund domiciled in another Member State, shall establish the commission promoting the plan governed by this Law. The sponsoring commission shall approve the draft pension plan in accordance with Article 9 and shall request the integration of the plan into the pension fund. 2. Prior to the integration of the pension scheme into the pension fund domiciled in another Member State, the communications procedure provided for in this paragraph between the pension fund and the authorities shall be completed. of the Member State of the Fund and of Spain as the host State. In order to initiate the procedure, the pension fund shall notify its competent national authority of the intention to integrate the plan. Such notification shall include information in which Spain is identified as a host Member State, the undertaking or the sponsoring undertaking and the main characteristics of the plan. The information shall also include the identification of the representative of the pension fund in Spanish territory referred to in Article 46. The competent authority of the Member State of the fund shall forward the information referred to in the preceding paragraph to the Spanish authority within the maximum period of three months from its receipt. The Directorate-General for Insurance and Pension Funds, within two months of receipt of such information, may inform the competent authority of the pension fund of: 1. The provisions of the social and labour legislation under which the pension scheme, as referred to in Article 43.2, is to be developed. 2. The rules to be applied, where appropriate, to the assets portion of the fund corresponding to the pension plans subject to Spanish social and labour law, in accordance with the provisions of Article 38.4. 3. The rules on information to unit-holders and beneficiaries of occupational pension schemes payable to pension funds domiciled in Spain by this Law and its implementing rules, in accordance with the provisions of the Article 38.5. The pension scheme may be integrated into the pension fund after the competent authority of the State of the pension fund transfers to it the previous information issued by the Directorate-General for Insurance and Pension Funds, or after the expiry of the abovementioned period of two months without the pension fund having received any communication. 3. Within a period of one month after the integration of the pension plan into the pension fund is effective, the committee promoting the plan must communicate the integration to the Directorate-General for Insurance and Pension Funds, to which accompany an accreditation of that and a copy of the specifications and the technical basis, if any. In the case of integration, the control committee of the plan must be set up within the prescribed period of time for pension plans attached to pension funds domiciled in Spain. 4. In the event that, as provided for in Article 10.2 of this Law and in its regulatory development, the same pension scheme is intended to be allocated to various pension funds in different Member States, integration into the various funds may be made once all the communications procedures provided for in paragraph 2 above between the pension funds and the competent authorities of the different Member States of origin and the authorities have been completed. Spanish. 5. An employment pension scheme subject to Spanish legislation, which is attached to a pension fund domiciled in Spain, may be mobilised for a pension fund domiciled in another Member State, transferring to the latter its position account. In such a case, the mobilisation may be effected once the communications procedure provided for in paragraph 2 of this Article has been completed between the pension fund of destination, the authority of the Member State of the fund of destination and the Directorate-General for Insurance and Pension Funds. Once the mobilisation has been carried out, the management of the Spanish pension fund of origin must notify the General Directorate of Insurance and Pension Funds within one month of the date of its implementation, to which it will accompany an accreditation. of that. 6. The Minister for Economic Affairs and Finance, after hearing the Advisory Board of Insurance and Pension Funds, may issue more detailed rules concerning the procedures for communications regulated in this article, as well as for the in the Register provided for in the following Article.

Article 45. Development of occupational pension schemes subject to Spanish legislation attached to occupational pension funds domiciled in other Member States.

1. The operation and implementation of the pension scheme attached to a pension fund domiciled in another Member State shall be supervised by the control committee of the plan, the composition and operation of which shall be in accordance with Article 7 of the plan. This Law and its implementing legislation. The control committee of the plan will ensure that the specifications and the development of the plan are adapted to the provisions of the Spanish social and labour legislation. 2. The system of contributions, contingencies, benefits, mobility and liquidity of the consolidated and economic rights of employment pension schemes subject to Spanish legislation, attached to pension funds domiciled in other Member States shall be provided for in the specifications of the plan in accordance with the provisions contained in this Law and in its implementing rules applicable to occupational pension schemes, including the rules on the contribution limits set out in Article 5.3. 3. The technical bases and actuarial calculations corresponding to the pension plan and, in particular, the calculation of technical provisions shall be carried out by actuary or, if permitted by the legislation of the State of the pension fund, by another professional subject matter, as an auditor, enabled in accordance with the rules of that State. Actuarial methods, interest rates, demographic tables and other assumptions used shall be appropriate to the criteria laid down in the matter by the rules of the Member State of the pension fund. In any case, financial and actuarial methods of individual capitalization should be used. The requirements and provisions relating to the solvency margin shall be those laid down in the legislation of the Member State of the pension fund. The revision of the financial and actuarial system shall be carried out, as appropriate, in accordance with the provisions of the State of the Pension Fund. 4. The rules on investments in pension funds laid down in the legislation of the Member State of the pension fund shall apply in general. However, in the event that the rules on investments applicable to Spanish pension funds are similar or more stringent than those of the State of the pension fund, the Directorate-General for Insurance and Pension Funds, by means of the (a) corresponding communication to the authority of the Member State of the pension fund, may require that the requirements laid down in Article 38.4 apply to the part of the assets of the fund corresponding to the pension schemes subject to the Spanish social and labour law. In such a case, the State of the pension fund may require that the underlying assets are clearly defined. 5. In matters of rights and information obligations to members and beneficiaries of pension schemes subject to Spanish legislation, attached to pension funds of other Member States, the scheme established in the This Law and its regulatory development on rights and reporting obligations in the employment pension schemes. The control committee of the plan shall ensure that the managers or managers of the pension fund adequately comply with the information system. 6. An employment pension scheme subject to Spanish legislation, attached to a pension fund for employment in another Member State, may be mobilised to another pension fund of employment of any Member State, in so far as this is not the case. the legislation of the Member State of the pension fund to which the plan is attached or the conditions of membership is opposed. The mobilisation of the pension scheme may be carried out once the communications procedure provided for in Article 44 has been completed between the pension fund of destination, the authority of the Member State of destination and the Directorate-General of Insurance and Pension Funds, without prejudice to the fulfilment of the requirements laid down for the mobilisation, where appropriate, in the legislation of the State of the pension fund of origin. Once the plan has been mobilised to the target pension fund, the control commission of the plan shall communicate it to the Directorate-General for Insurance and Pension Funds within one month of the date of its implementation, to which it shall accompany an accreditation of that. In the event that the pension fund of destination is domiciled in Spain, the mobilisation shall not require the communications procedure provided for in Article 44, without prejudice to the obligation to communicate the mobilisation to the Directorate-General of Insurance and Pension Funds in the terms mentioned in the previous paragraph. In this case, the communication duty will be the responsibility of the managing body of the mobilization, within 10 days of the mobilization, communication that will be made in the terms indicated by the development of this Law for the communication of the integration of pension plans into Spanish pension funds. 7. The termination and settlement of the pension plan shall be communicated by the control commission to the Directorate-General for Insurance and Pension Funds. The provisions of Article 5.4 shall apply to the termination and settlement of pension schemes subject to Spanish legislation attached to pension funds of other Member States. The consolidated rights of the members and, where appropriate, the economic rights deriving from the benefits caused shall be integrated into other pension schemes subject to Spanish legislation. The integration of rights in plans promoted by undertakings for workers, subject to the legislation of other Member States, shall be admissible in so far as it expressly provides for Community legislation or bilateral treaties or Multilateral. 8. A Register of pension funds of other Member States acting in Spain shall be carried out in the Directorate-General for Insurance and Pension Funds, in which the representatives referred to in Article 46 and the pension plans of the Member States shall be included. employment subject to the Spanish legislation attached to these funds. The plan monitoring committee shall communicate to the Directorate-General for Insurance and Pension Funds amendments to the specifications of the plan and any changes in the composition of the plan.

Article 46. Representatives of the employment pension funds of other Member States in Spain.

Pension funds domiciled in other Member States intending to develop in Spain employment pension schemes subject to Spanish legislation will be required to appoint a representative, a natural person with habitual residence in Spain or legal person established in Spain, with the following powers: (a) To tender complaints submitted by the control committees, members and beneficiaries of the plans subject to the Spanish legislation attached to the fund. To this end, it must have sufficient powers to represent the pension fund, even in order to order the payment of benefits. b) Represent the pension fund before the Spanish judicial and administrative authorities in all matters concerning the development of the plans and the activities of the fund in Spain. (c) Represent the pension fund for the purposes of the tax obligations that the pension fund must comply with for the activities carried out on Spanish territory. The representative must comply with the obligations to practice retention or income and to enter the amount in the Treasury in relation to the plans subject to the Spanish legislation, in the terms provided for in the rules of the Tax on the Income of the Physical Persons, as well as to fill in the obligations of information to the tax administration established by the Spanish legislation for the managing entities of pension funds. The Minister for Economic Affairs and Finance may lay down detailed rules on the content, form and time limits of the obligations laid down in this Article.

Article 47. Supervision of compliance with Spanish social and labour law in relation to pension schemes attached to pension funds domiciled in other Member States.

1. It is up to the Ministry of Economy and Finance, through the Directorate-General for Insurance and Pension Funds, as the authority of the host Member State, to monitor compliance with the Spanish social and labour law applicable to the the pension scheme and the fulfilment of the reporting obligations to members and beneficiaries referred to in Article 45.5. In the exercise of the supervisory function, this Directorate-General may require individual information from the control committees, and the Minister for Economic Affairs and Finance may establish periodic statistical information systems. and financial, must be submitted to the General Directorate of Insurance and Pension Funds by the pension funds of other Member States acting in Spain, for the proper control of their activities. 2. The Ministry of Economy and Finance shall inform the authorities of the home Member States of any significant changes in the provisions of the Spanish social and labour legislation relevant to the pension plans, in the (a) measure affecting the management of pension schemes allocated to pension funds domiciled in other Member States, as well as changes in the rules on investments to be applied in accordance with Article 38.4 and in respect of reporting obligations to members and beneficiaries. 3. In the event of irregularities, the Ministry of Economic Affairs and Finance shall inform the authorities of the home Member State to coordinate actions to ensure that the authorities adopt the measures. necessary to remedy the irregularities. If, in spite of the measures taken by the authorities of the State of the pension fund, or due to the absence of adequate measures, the failure of the Spanish social and labour legislation, the Ministry of Economy and Finance persists. may take measures to prevent or penalise such irregularities, including preventing the pension fund from integrating and developing the pension scheme of the sponsoring undertaking. 4. The Directorate-General for Insurance and Pension Funds may require the control committee of the plan or the sponsor to adjust the pension plan to the applicable social and labour laws. Failure to comply with this requirement shall constitute an administrative infringement of the rules for the management and supervision of pension schemes punishable under the provisions of Section 4 of Chapter IX. Failure to comply with the reporting obligations to the Directorate-General for Insurance and Pension Funds provided for in this Section shall constitute an administrative infringement of the rules for the management and supervision of the pension plans and funds, punishable as provided for in Section 4. of Chapter IX. Failure to comply with the limits of the contribution to pension schemes laid down in this Law shall be punishable in accordance with Article 36.4. 5. The control commissions and the members and beneficiaries may make their claims relating to the operation of the plans or pension funds to the Directorate-General for Insurance and Pension Funds or to the State authorities. Member of origin, without prejudice to the cooperation between the two authorities in order to take measures to correct the irregularities which are revealed.

Article 48. Cooperation between authorities in the holding of assets of pension funds domiciled in other Member States.

At the request of the supervisory authority of a pension fund domiciled in another Member State, the Banco de España or the National Securities Market Commission will require the depositaries established in Spain to assets held in their custody, registration or deposit, belonging to the pension fund. '

Five. A new indent is inserted in the penultimate paragraph of the second transitional provision, which is worded as follows:

" Pension funds which on 1 January 2002 will simultaneously integrate occupational pension schemes and schemes of the associated or individual system will be able to maintain such a situation, although in this case they will not be able to integrate new schemes. of individual or associated pensions. The monitoring committee for these funds will be formed exclusively on the basis of the employment plans, and the necessary adjustments must be made within 12 months of 1 January 2002. However, the access of these pension funds to cross-border activity, as regulated in Section 2 of Chapter X, will require the prior mobilisation of pension funds from the non-corresponding pension schemes. the employment system and limit its activity to the plans of the employment system. "

Six. A fifth additional provision is introduced, with the following wording:

" Additional disposal fifth. Organic references.

The references of this recast text to the Ministry or the Minister of Economy are understood to be made to the Ministry of Economy and Finance, respectively. "

Seven. The fourth final provision is worded as follows:

" Final disposition fourth. Basic planning and exclusive competence of the State.

The provisions contained in this Law and its regulatory provisions for development, which are essential to ensure the objectives of ordination and to complete the regulation defined by it, have the consideration of basic management of banking and insurance and of bases for the general planning of economic activity, in accordance with Article 149.1.11. and 13. of the Constitution, with the exception of the following: (a) They are the exclusive competence of the State in accordance with Article 149.1.6. of the Constitution, for the purpose of constituting commercial law, the matters governed by: 1. Chapters I and II, except for Article 7. 2. Article 8 (3) to (10). 3. Article 43. 4. Article 45 (2) and (7). 5. The additional first, third and fourth provisions. 6. The first, second and fourth transitional provisions, as well as the fifth transitional provision, with the exception of the third and fourth subparagraphs of paragraph 5, and paragraphs 7 and 8. (b) They are the exclusive competence of the State in accordance with Article 149.1.14. of the Constitution, since they constitute legislation of the general treasury, the matters governed by: 1. Chapter VIII. 2. the third and fourth paragraphs of paragraph 5; and paragraphs 7 and 8 of the fifth transitional provision. 3. The first, sixth and seventh transitional provisions. 4. The first and second final provisions. "

Final disposition first. Amendment of the recast of the Law on the Management and Supervision of Private Insurance, approved by Royal Decree-Law 6/2004 of 29 October.

Article 69.2 (b) of the recast of the Law on the Management and Supervision of Private Insurance, approved by Royal Decree-Law 6/2004 of 29 October, is amended with the following wording:

" (b) In the field of implementing powers, they are responsible for the management and supervision of private insurance which is granted to the General Administration of the State in this Law. The references in this Law to the Ministry of Economy and Finance and to the Directorate-General for Insurance and Pension Funds shall be construed as references to the competent authority, with the exception of those governed by Chapter IV of this Law. title and Title III; in any event, the powers to grant the administrative authorisation for the exercise of the insurance business and its revocation, which shall, where appropriate, communicate to the Community, shall be reserved for the State. Autonomous. In terms of insurance cooperatives and social welfare mutual societies, it is also up to the Autonomous Communities to grant administrative authorization and their prior revocation of the General Administration of the State in both cases. The processing of these procedures, which will be interrupted as long as the General Administration of the State issues its report, will be the responsibility of the Autonomous Community, which will inform the Ministry of Economy and Finance of each authorization it grants. as their revocation. The failure to issue such a report within six months shall be deemed to be a manifestation of the conformity of the Ministry of Economy and Finance with the granting of the administrative authorisation or, where appropriate, its revocation. '

Final disposition second. Entry into force.

This Law shall enter into force on the day following that of its publication in the "Official Gazette of the State".

Therefore,

I command all Spaniards, individuals and authorities, to keep and keep this law.

Madrid, 16 May 2006.

JOHN CARLOS R.

The President of the Government, JOSÉ LUIS RODRÍGUEZ ZAPATERO