mcfg
knowledge | 16 September 2020 |
Securitisation Regulation - New Disclosure Templates for Article 7 Reporting
From 23 September 2020, reports made in accordance with Article 7 of Regulation 2017/2402 on Simple Transparent and Standardised Securitisations (the "Securitisation Regulation") will need to comply with new requirements, following the publication of the long awaited secondary legislation in the EU's Official Journal ("OJ") on 3 September 2020.
Other technical standards applying to STS Notifications and to securitisation/trade repositories will also apply from that date.
The Securitisation Regulation generally applies to securitisations the securities of which issued, or which created new securitisation positions, on or after 1 January 2019.
Article 7 Reporting
Article 7 of the Securitisation Regulation provides that the originator, sponsor or securitisation special purpose entity ("SSPE") of an in-scope securitisation must make certain prescribed information relating to the securitisation available to investors, competent authorities and, upon request, to potential investors. The originator, sponsor and SSPE are to designate one of them to fulfil this requirement. See our previous briefings (here and here).
Article 7 of the Securitisation Regulation also provides for the development and adoption of certain regulatory and implementing technical standards setting out details of the information to be provided in order to comply with Article 7 and the provision of standardised reporting templates. As these templates were not finalised by 1 January 2019, the transitional provisions set out in Article 43(8) of the Securitisation Regulation mandating the use of so-called "CRA 3" reporting templates have applied from that date.
On 3 September 2020, seven technical standards implementing the Securitisation Regulation were published in the OJ (here), including:
Commission Delegated Regulation (EU) 2020/1224 of 16 October 2019 supplementing Regulation (EU) 2017/2402 of the European Parliament and of the Council with regard to regulatory technical standards specifying the information and the details of a securitisation to be made available by the originator, sponsor and SSPE; and
Commission Implementing Regulation (EU) 2020/1225 of 29 October 2019 laying down implementing technical standards with regard to the format and standardised templates for making available the information and details of a securitisation by the originator, sponsor and SSPE.
Both of the above technical standards apply from 23 September 2020, 20 days after their publication in the OJ, and originators, sponsors and SSPEs must comply with their requirements when making Article 7 disclosures. The Securitisation Regulation transitional provisions mandating the use of the "CRA3" reporting templates will also cease to apply from that date.
According to ESMA it will not be necessary to use the new templates to re-report any previously-reported information from dates prior to 23 September.
Further information about the reporting requirement is available in ESMA's Questions and Answers on the Securitisation Regulation (the "Q&As")(here).
Technical Standards on STS Notifications
As set out in our briefing referenced above, the Securitisation Regulation creates a new framework for STS long-term securitisations and asset-backed commercial paper programmes. Originators, sponsors and SSPEs that would like their securitisations to use the STS designation must notify ESMA that the securitisation meets the STS requirements.
Two technical standards relating to this STS notification were published in the OJ on 3 September 2020 and will apply from 23 September 2020, namely:
Commission Delegated Regulation (EU) 2020/1226 of 12 November 2019 supplementing Regulation (EU) 2017/2402 of the European Parliament and of the Council and laying down regulatory technical standards specifying the information to be provided in accordance with the STS notification requirements; and
Commion Implementing Regulation (EU) 2020/1227 of 12 November 2019 laying down implementing technical standards with regard to templates for the provision of information in accordance with the STS notification requirements.
Technical Standards on Securitisation and Trade Repositories
Under the Securitisation Regulation, securitisation repositories are responsible for centrally collecting and maintaining the records of securitisation instruments and underlying assets. As mentioned above, trade repositories are responsible for centrally collecting and maintaining records of securities financing transactions (SFTs). The remaining three technical standards that will start to apply from 23 September 2020 deal with securitisation and trade repositories, as follows:
Commission Delegated Regulation (EU) 2020/1230 of 29 November 2019 supplementing Regulation (EU) 2017/2402 of the European Parliament and of the Council with regard to regulatory technical standards specifying the details of the application for registration of a securitisation repository and the details of the simplified application for an extension of registration of a trade repository;
Commission Implementing Regulation (EU) 2020/1228 of 29 November 2019 laying down implementing technical standards with regard to the format of applications for registration as a securitisation repository or for extension of a registration of a trade repository pursuant to Regulation (EU) 2017/2402 of the European Parliament and of the Council; and
Commission Delegated Regulation (EU) 2020/1229 of 29 November 2019 supplementing Regulation (EU) 2017/2402 of the European Parliament and of the Council with regard to regulatory technical standards on securitisation repository operational standards for data collection, aggregation, comparison, access and verification of completeness and consistency.
This briefing is for general guidance only and should not be regarded as a substitute for professional advice. Such advice should always be taken before acting on any of the matters discussed.
Adrian Farrell
Fergus Gillen
Partner Group Leader
Hugh Beattie
Éamon Ó Cuív
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