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Document 02014R0625-20151028
Commission Delegated Regulation (EU) No 625/2014 of 13 March 2014 supplementing Regulation (EU) No 575/2013 of the European Parliament and of the Council by way of regulatory technical standards specifying the requirements for investor, sponsor, original lender and originator institutions relating to exposures to transferred credit risk (Text with EEA relevance)Text with EEA relevance
Consolidated text: Commission Delegated Regulation (EU) No 625/2014 of 13 March 2014 supplementing Regulation (EU) No 575/2013 of the European Parliament and of the Council by way of regulatory technical standards specifying the requirements for investor, sponsor, original lender and originator institutions relating to exposures to transferred credit risk (Text with EEA relevance)Text with EEA relevance
Commission Delegated Regulation (EU) No 625/2014 of 13 March 2014 supplementing Regulation (EU) No 575/2013 of the European Parliament and of the Council by way of regulatory technical standards specifying the requirements for investor, sponsor, original lender and originator institutions relating to exposures to transferred credit risk (Text with EEA relevance)Text with EEA relevance
No longer in force
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02014R0625 — EN — 28.10.2015 — 001.003
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COMMISSION DELEGATED REGULATION (EU) No 625/2014 of 13 March 2014 supplementing Regulation (EU) No 575/2013 of the European Parliament and of the Council by way of regulatory technical standards specifying the requirements for investor, sponsor, original ►M1 lender ◄ and originator institutions relating to exposures to transferred credit risk (OJ L 174 13.6.2014, p. 16) |
Amended by:
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COMMISSION DELEGATED REGULATION (EU) 2015/1798 of 2 July 2015 |
L 263 |
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8.10.2015 |
COMMISSION DELEGATED REGULATION (EU) No 625/2014
of 13 March 2014
supplementing Regulation (EU) No 575/2013 of the European Parliament and of the Council by way of regulatory technical standards specifying the requirements for investor, sponsor, original ►M1 lender ◄ and originator institutions relating to exposures to transferred credit risk
(Text with EEA relevance)
CHAPTER I
DEFINITIONS AND EXPOSURE TO THE RISK OF A SECURITISATION
Article 1
Definitions
For the purposes of this Regulation the following definitions apply:
‘retainer’ means the entity acting as originator, sponsor or original lender which retains a net economic interest in the securitisation in accordance with Article 405(1) of Regulation (EU) No 575/2013;
‘Synthetic form of retention’ means retention of economic interest through the use of derivative instruments;
‘Contingent form of retention’ means retention of economic interest through the use of guarantees, ►M1 letters of credit ◄ and other similar forms of credit support ensuring an immediate enforcement of the retention;
‘Vertical tranche’ means a tranche which exposes the holder of the tranche to the credit risk of each issued tranche of the securitisation transaction on a pro-rata basis.
CHAPTER II
EXPOSURE TO THE CREDIT RISK OF A SECURITISATION POSITION
Article 2
Particular cases of exposure to the credit risk of a securitisation position
Institutions shall not be deemed to be in breach of Article 405 of Regulation (EU) No 575/2013 in accordance with Article 14(2) of Regulation (EU) No 575/2013 on a consolidated basis provided that the following conditions are met:
the entity which holds the securitisation positions is established in a third country and is included in the consolidated group in accordance with Article 18 of Regulation (EU) No 575/2013;
the securitisation positions are held in the trading book of the entity referred to in point (a) for the purposes of market making activities;
the securitisation positions are not material with respect to the overall risk profile of the trading book of the group referred to in point (a) and do not form a disproportionate share of the trading activities of the group.
CHAPTER III
RETENTION OF NET ECONOMIC INTEREST
Article 3
Retainers of material net economic interest
The retained material net economic interest shall not be split amongst different types of retainer. The requirement to retain a material net economic interest shall be fulfilled in full by any of the following:
the originator or multiple originators;
the sponsor or multiple sponsors;
the original lender or multiple original lenders.
By way of derogation from paragraphs 2 and 3, where the securitised exposures are created by multiple originators or multiple original lenders, the retention requirement may be fulfilled in full by a single originator or original lender provided that either of the following conditions are met:
the originator or original lender has established and is managing the programme or securitisation scheme;
the originator or original lender has established the programme or securitisation scheme and has contributed over 50 % of the total securitised exposures.
Where the securitised exposures have been sponsored by multiple sponsors, the retention requirement shall be fulfilled by either:
the sponsor whose economic interest is most appropriately aligned with investors as agreed by the multiple sponsors on the basis of objective criteria including the fee structures, the involvement in the establishment and management of the programme or securitisation scheme and exposure to credit risk of the securitisations;
by each sponsor proportionately in relation to the number of sponsors.
Article 4
Fulfilment of the retention requirement through a synthetic or contingent form of retention
The retention requirement may be fulfilled in a manner equivalent to one of the options set out in the second subparagraph of Article 405(1) of Regulation (EU) No 575/2013 through a synthetic or contingent form of retention where the following conditions are met:
the amount retained is at least equal to the requirement under the option to which the synthetic or contingent form of retention can be equated;
the retainer has explicitly disclosed that it will retain, on an ongoing basis, a material net economic interest in that manner, including details of the form of retention, the methodology used in its determination and its equivalence to one of those options.
Article 5
Retention option (a): pro rata retention in each of the tranches sold or transferred to investors
A retention of no less than 5 % of the nominal value of each of the tranches sold or transferred as referred to in point (a) of Article 405(1) of the Regulation (EU) No 575/2013 may also be achieved by the following:
retention of at least 5 % of the nominal value of each of the securitised exposures, provided that the credit risk of such exposures ranks pari passu with or is subordinated to the credit risk securitised for the same exposures. In the case of a revolving securitisation, as defined in Article 242(13) of Regulation (EU) No 575/2013, this would occur through retention of the originator's interest assuming the originator's interest was for at least 5 % of the nominal value of each of the securitised exposures and ranked pari passu with or subordinated to the credit risk that has been securitised with respect to those same exposures;
the provision, in the context of an ABCP programme, of a liquidity facility which may be senior in the contractual waterfall, where the following conditions are fulfilled:
the liquidity facility covers 100 % of the credit risk of the securitised exposures;
the liquidity facility covers the credit risk for as long as the retainer has to retain the economic interest by means of such liquidity facility for the relevant securitisation position;
the liquidity facility is provided by the originator, sponsor or original lender in the securitisation transaction;
the institution becoming exposed to such securitisation has been given access to appropriate information to enable it to verify that points (i), (ii) and (iii) are complied with;
retention of a vertical tranche which has a nominal value of no less than 5 % of the total nominal value of all the issued tranches of notes.
Article 6
Retention option (b): retention of the originator's interest for revolving exposures
A retention as referred to in point (b) of Article 405(1) of Regulation (EU) No 575/2013 may be achieved by retaining at least 5 % of the nominal value of each of the securitised exposures, provided that the retained credit risk of such exposures ranks pari passu with or is subordinated to the credit risk securitised for the same exposures.
Article 7
Retention option (c): retention of randomly selected exposures
Article 8
Retention option (d): retention of the first loss tranche
The retention of the first loss tranche in accordance with point (d) of the second subparagraph of Article 405(1) of Regulation (EU) No 575/2013 shall be fulfilled by either on-balance sheet or off-balance sheet positions and may also be fulfilled by any of the following:
provision of a contingent form of retention as referred to in Article 1(1)(c) or of a liquidity facility in the context of an ABCP programme, which fulfils the following criteria:
it covers at least 5 % of the nominal value of the securitised exposures;
it constitutes a first loss position in relation to the securitisation;
it covers the credit risk for the entire duration of the retention commitment;
it is provided by the originator, sponsor or original lender in the securitisation;
the institution becoming exposed to such securitisation has been given access to appropriate information to enable it to verify that points (i), (ii), (iii) and (iv) are complied with;
overcollateralisation, as a form of credit enhancement, if that overcollateralisation acts as a ‘first loss’ retention of no less than 5 % of the nominal value of the tranches issued by the securitisation.
Article 9
Retention option (e): retention of a first loss in every securitised exposure
Article 10
Measurement of the level of retention
Where measuring the level of retention of net economic interest, the following criteria shall be applied:
origination shall be considered as the time at which the exposures were first securitised;
the calculation of the level of retention shall be based on nominal values and the acquisition price of assets shall not be taken into account;
‘excess spread’ as defined in Article 242(1) of Regulation (EU) No 575/2013 shall not be taken into account when measuring the retainer's net economic interest;
the same retention option and methodology shall be used to calculate the net economic interest during the life of a securitisation transaction, unless exceptional circumstances require a change and that change is not used as a means to reduce the amount of retained interest.
Article 11
Measurement of retention for the undrawn amounts in exposures in the form of credit facilities
The calculation of the net economic interest to be retained for credit facilities, including credit cards, shall be based only on amounts already drawn, realised or received and shall be adjusted in accordance with changes to those amounts.
Article 12
Prohibition of hedging or selling the retained interest
Article 13
Exemptions to Article 405(1) of Regulation (EU) No 575/2013
The transactions referred to in Article 405(4) of Regulation (EU) No 575/2013 shall include securitisation positions in the correlation trading portfolio which are reference instruments satisfying the criterion in Article 338(1)(b) of Regulation (EU) No 575/2013 or are eligible for inclusion in the correlation trading portfolio.
Article 14
Retention on a consolidated basis
An institution satisfying the retention requirement on the basis of the consolidated situation of the related EU parent credit institution, EU financial holding company, or EU mixed financial holding company in accordance with Article 405(2) of Regulation (EU) No 575/2013 shall, in the case the retainer is no longer included in the scope of supervision on a consolidated basis, ensure that one or more of the remaining entities included in the scope of supervision on a consolidated basis assumes exposure to the securitisation so as to ensure ongoing fulfilment of the requirement.
CHAPTER IV
DUE DILIGENCE REQUIREMENTS FOR INSTITUTIONS BECOMING EXPOSED TO A SECURITISATION POSITION
Article 15
Outsourcing and other general considerations
Article 16
Specification of risk characteristics and structural features
The risk characteristics of the individual securitisation position referred to in Article 406(1)(b) of Regulation (EU) No 575/2013 shall include the following most appropriate and material characteristics, such as:
tranche seniority level;
cash flow profile;
any existing rating;
historical performance of similar tranches;
obligations related to the tranches included in the documentation relating to the securitisation;
credit enhancement.
Article 17
Frequency of review
Institutions shall review their compliance with Article 406 of Regulation (EU) No 575/2013 after becoming exposed to a securitisation positions at least annually and more frequently, as soon as institutions become aware of a breach of the obligations included in the documentation relating to the securitisation or of a material change in any of the following:
structural features that can materially impact on the performance of the securitisation position;
the risk characteristics of the securitisation positions and of the underlying exposures.
Article 18
Stress Tests
Article 19
Exposures in the trading book and non-trading book
Article 20
Positions in the correlation trading portfolio
Article 406 of the Regulation (EU) No 575/2013 shall be deemed to be complied with where the following conditions are fulfilled:
securitisation positions are either held in the correlation trading portfolio and are reference instruments as referred to in Article 338(1)(b) of that Regulation or are eligible for inclusion in the correlation trading portfolio;
the institution complies with Article 377 of that Regulation with regard to calculating the own funds requirements in relation to its correlation trading portfolio;
the institution's approach to calculating own funds in relation to its trading portfolio results in a comprehensive and thorough understanding of the risk profile of its investment in the securitisation positions;
the institution has implemented formal policies and procedures appropriate to its correlation trading portfolio and commensurate with the risk profile of its investments in the corresponding securitised positions, for analysing and recording the relevant information referred to in Article 406(1) of Regulation (EU) No 575/2013.
CHAPTER V
REQUIREMENTS FOR ORIGINATORS, SPONSORS AND ORIGINAL LENDERS
Article 21
Policies for credit granting
Article 22
Disclosure of the level of the commitment to maintain a net economic interest
The retainer shall, pursuant to Article 409 of Regulation (EU) No 575/2013, disclose to investors at least the following information regarding the level of its commitment to maintain a net economic interest in the securitisation:
confirmation of the retainer's identity and of whether it retains as originator, sponsor or original lender;
which of the modalities provided for in points (a), (b), (c), (d) or (e) of the second subparagraph of Article 405(1) of Regulation (EU) No 575/2013 has been applied to retain a net economic interest;
any change to the modality to retain a net economic interest as referred to in point (b) in accordance with Article 10(1)(d);
confirmation of the level of retention at origination and of the commitment to retain on an on-going basis, which shall relate only to the continuation of fulfilment of the original obligation and shall not require data on the current nominal or market value, or on any impairments or write-downs on the retained interest.
The disclosure shall also be confirmed after origination with the same regularity as the reporting frequency of the transaction, at least annually and in any of the following circumstances:
where a breach of the retention commitment referred to in Article 405(1) of Regulation (EU) No 575/2013 occurs;
where the performance of the securitisation position or the risk characteristics of the securitisation or of the underlying exposures materially change;
following a breach of the obligations included in the documentation relating to the securitisation.
Article 23
Disclosure of materially relevant data
The appropriate disclosure referred to in Article 409 of Regulation (EU) No 575/2013 shall be done at least annually and in the following circumstances:
where the performance of the securitisation position or the risk characteristics of the securitisation or of the underlying exposures materially change;
following a breach of the obligations included in the documentation relating to the securitisation.
CHAPTER VI
FINAL PROVISIONS
Article 24
Entry into force
This Regulation shall enter into force on the twentieth day following that of its publication in the Official Journal of the European Union.
This Regulation shall be binding in its entirety and directly applicable in all Member States.
( 1 ) Directive 2004/39/EC of the European Parliament and of the Council of 21 April 2004 on markets in financial instruments amending Council Directives 85/611/EEC and 93/6/EEC and Directive 2000/12/EC of the European Parliament and of the Council and repealing Council Directive 93/22/EEC (OJ L 145, 30.4.2004, p. 1).
( 2 ) Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC (OJ L 176, 27.6.2013, p. 338).