Deliberation No. 287 of 4 March 2003: Implementation of Title V-bis of Legislative Decree No. 385/93 Concerning Electronic Money Institutes

Interministerial Committee for Credit and Savings

SECRETARIAT

287

DELIBERATION OF 4 MARCH 2003

Implementation of Title V-bis of Legislative Decree No. 385/93 concerning electronic money institutes (EMIs): regulations regarding shareholdings in EMIs, regulatory supervision, and controls on branches in Italy of EU EMIs.

THE INTERMINISTERIAL COMMITTEE FOR CREDIT AND SAVINGS

HAVING REGARD to Law No. 39 of 1 March 2002, which, for the purposes of implementing Directives 2000/46/EC and 2000/28/EC of the European Parliament and of the Council, both of 18 September 2000, concerning electronic money institutes (hereinafter "EMIs"), introduced amendments to the Consolidated Act of Banking and Credit Laws pursuant to Legislative Decree No. 385 of 1 September 1993 and subsequent amendments (hereinafter "Banking Consolidated Act");

HAVING REGARD to Titles I and V-bis of the Banking Consolidated Act;

HAVING REGARD to Article 114-quater of the Banking Consolidated Act, which, insofar as compatible, for the purposes of the regulation of shareholdings in EMIs, refers to Article 19, with the exception of paragraphs 6 and 7 of the aforementioned Consolidated Act;

HAVING REGARD to Article 114-quater of the Banking Consolidated Act, which, insofar as compatible, for the purposes of the regulation of regulatory supervision, refers to Article 53, and for the purposes of the regulation of controls on branches of EU EMIs established within the territory of the Republic, refers to Article 55 of the Banking Consolidated Act;

ON THE PROPOSAL formulated by the Bank of Italy;

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Interministerial Committee for Credit and Savings

SECRETARIAT

DELIBERATION

Article 1

(Acquisition of shareholdings in EMIs)

1. For the purposes of calculating shareholdings exceeding 5% of the capital of the EMI represented by shares with voting rights, and of changes thereto within the percentage limits established by the Bank of Italy in accordance with the Banking Consolidated Act, all shares to be acquired, together with those already held, having voting rights, shall be taken into account in the numerator, and all shares representing the capital, including preferred shares, but not savings shares, in the denominator.

2. In cases of separation between the ownership of shares and the exercise of voting rights, the subject to whom the right to vote is intended to be attributed or belongs is required to request authorization.

3. Subjects who control – also through controlled companies, fiduciary companies, or through an intermediary person – banks or parent financial companies of banking groups are not required to request authorization in cases where the controlled bank or the parent financial company intends to acquire or increase its participation in an EMI.

Article 2

(Criteria and conditions for the issuance, revocation, and suspension of authorization for the acquisition of shareholdings in EMIs)

1. For the evaluation of requests for authorization to acquire shareholdings, the Bank of Italy takes into account the quality of the requesting subjects, also in connection with the situation of the EMI concerned, as well as the relationships that such subjects may establish with the same. To this end, the requesting subjects are required to prove, in addition to possessing the requirements of honorability, the reliability of their financial situation as well as the correctness of their behavior in business relations, in the cases and according to the modalities indicated by the Bank of Italy. The eventual links of any nature – including familial and associative – between the applicant and other subjects who find themselves in situations that could compromise the above-mentioned conditions may also be taken into consideration.

2. The Bank of Italy has the power to proceed, with a reasoned measure, to the revocation of the authorization if the premises or conditions capable of guaranteeing a sound and prudent management of the EMI cease to exist or are modified.

3. Among the reasons for revocation also include, by way of example:

• repeated behaviors aimed at evading the regulations;
• violation of commitments possibly assumed by the participant towards the Bank of Italy for the purposes of obtaining the authorization;
• transmission to the Bank of Italy of information and data not corresponding to the truth.

4. The suspension of the authorization may be ordered by the Bank of Italy when the temporary non-existence of one or more requirements or conditions necessary for the authorization is ascertained, the restoration of which is ensured in a short time by the interested subject.

Article 3

(Solvency and risk containment in its various configurations)

1. EMIs adhere to the instructions of the Bank of Italy regarding the minimum level of vigilance capital, determined in accordance with what is provided for by Directive 2000/46/EC, which cannot be lower than the initial capital required for the authorization to exercise the activity of issuing electronic money.

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Interministerial Committee for Credit and Savings

SECRETARIAT

2. EMIs must at all times dispose of a vigilance capital commensurate, in accordance with what is provided for by Directive 2000/46/EC, to the amount of total liabilities related to electronic money in circulation and determined in accordance with what is established by the Bank of Italy.

3. The Bank of Italy issues provisions regarding the containment of financial and non-financial risks to which EMIs are exposed in the exercise of their activities.

Article 4

(Limitation of investments and shareholdings held)

1. EMIs invest exclusively and for an amount not lower than the total liabilities arising from the issuance of electronic money in sufficiently liquid and low-risk assets, in the forms and with the modalities established by the Bank of Italy in conformity with Directive 2000/46/EC.

2. The Bank of Italy may provide for temporary derogations from the rules relating to investments permitted to EMIs under the conditions and within the limits provided for in Article 5, paragraph 6 of Directive 2000/46/EC.

3. EMIs may hold shareholdings only in companies that carry out activities connected and instrumental to that of issuing electronic money, as identified by the Bank of Italy.

Article 5

(Administrative and accounting organization and internal controls)

1. The Bank of Italy issues provisions concerning the administrative and accounting organization and internal controls, aimed at safeguarding a sound and prudent management of EMIs.

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Interministerial Committee for Credit and Savings

SECRETARIAT

2. The internal control structures and the information-accounting systems of EMIs must be adequate to the operational context and to the risks to which the institutes are exposed, including technical and procedural risks and risks arising from cooperation with other companies that carry out activities connected and instrumental to those of EMIs.

Article 6

(Controls on branches in Italy of EU EMIs)

1. The Bank of Italy evaluates, in collaboration with the competent Authorities of the Member State of origin, the liquidity situation of the Italian branches of EMIs with legal headquarters in another State of the European Union, also for the purposes of interventions to be carried out directly or through the aforementioned Authorities.

2. The Bank of Italy communicates the provisions applicable to the branches referred to in paragraph 1 and those of general application of which the Bank of Italy itself verifies compliance.

3. The Bank of Italy, in order to facilitate supervision of EMIs having legal headquarters in another State of the European Union, lends its collaboration to the competent Authorities of the country of origin, also through the exchange of information.

Article 7

(Implementing provisions)

1. The Bank of Italy provides for the issuance of implementing provisions of this deliberation, in harmony with Community regulations.

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Interministerial Committee for Credit and Savings

SECRETARIAT

2. This deliberation will be published in the Official Gazette of the Italian Republic.

Rome, 4 March 2003

THE PRESIDENT G. Tremonti