Instruction No. 2019-I-07 of March 26, 2019 amending Instruction No. 2017-I-24 regarding the transmission to the ACPR of accounting, prudential, and other information documents (Banking Sector)

PRUDENTIAL CONTROL AND RESOLUTION AUTHORITY

Instruction No. 2019-I-07 amending Instruction No. 2017-I-24 of December 21, 2017 regarding the transmission to the Prudential Control and Resolution Authority of accounting, prudential, and other information documents (Banking Sector)

The Prudential Control and Resolution Authority, Having regard to Ordinance No. 2017-1252 of August 9, 2017 transposing Directive 2015/2366 of the European Parliament and of the Council of November 25, 2015 on payment services in the internal market; Having regard to Regulation No. 2014-07 of the Accounting Standards Authority of November 26, 2014 relating to the accounts of companies in the banking sector; Having regard to the Monetary and Financial Code, in particular Articles L. 612-2 and L. 612-24; Having regard to the Commercial Code; Having regard to the Order of September 6, 2017 relating to the segregation of client funds of investment firms; Having regard to the Order of December 4, 2017 relating to the approval, modification of status, and withdrawal of approval of credit institutions; Having regard to the Order of December 4, 2017 relating to the approval, modification of status, withdrawal of approval, and deregistration of financing companies, as well as the reporting obligations of certain financial institutions; Having regard to the Order of December 4, 2017 relating to the approval, modification of status, withdrawal of approval, and deregistration of investment firms and similar establishments; Having regard to Instruction No. 2015-I-19 of October 2, 2015 relating to the electronic signature of documents transmitted electronically to the ACPR (Banking Sector), as amended by Instruction No. 2017-I-13 of June 26, 2017; Having regard to Instruction No. 2017-I-24 of December 21, 2017 relating to the transmission to the Prudential Control and Resolution Authority of accounting, prudential, and other information documents (Banking Sector); Having regard to the opinion of the Prudential Affairs Consultative Commission of February 20, 2019,

DECIDES

Article 1: Article 5 of the aforementioned Instruction No. 2017-I-24 is replaced by the following provisions:

"Subject to the provisions of this instruction, establishments shall communicate to the ACPR, from the date of approval of the accounts by the governing body:

• the report of the board of directors or management board drawn up in application of Articles L. 225-100 and L. 232-1 of the Commercial Code and, where applicable, the observations of the supervisory board on this report and on the accounts of the financial year in application of Article L. 225-68 of the Commercial Code, and the documents equivalent to the aforementioned report for establishments subject to this instruction constituted under a form other than a public limited company (société anonyme);
• the report on the annual accounts and consolidated accounts of the statutory auditors provided for in Article L. 823-9 of the Commercial Code;
• the special report of the statutory auditors on all regulated agreements, as provided for in Articles L. 225-40 and L. 225-88 of the Commercial Code and Articles L. 511-39, L. 522-19, L. 526-39, and L. 533-5 of the Monetary and Financial Code, or, for establishments subject to this instruction that have the status of a simplified joint-stock company with a single shareholder, the mention made in the register of decisions on regulated agreements in application of the last paragraph of Article L. 227-10 of the Commercial Code;
• the minutes of the meeting of shareholders, partners, or that which replaces them in other cases, including the resolutions adopted by it.

Establishments subject to this instruction mentioned in point 4° of Article 1, other than those that do not hold funds for their clients, and those mentioned in points 5° and 6° of Article 1, which are subject to the provisions of the Order of September 6, 2017 relating to the segregation of client funds of investment firms, shall also communicate to the ACPR, once a year, information relating to client funds as well as a report from the statutory auditors on the adequacy of the measures taken, in application of the aforementioned Order.

Establishments subject to this instruction, with the exception of those mentioned in points 7° and 8° of Article 1, shall furthermore send financial information concerning natural and legal persons holding at least 10% of their capital, as well as partners when they are constituted as a general partnership or limited partners when they are constituted as a limited partnership, in accordance with the provisions of the Order of December 4, 2017 relating to the approval, modification of status, and withdrawal of approval of credit institutions, the Order of December 4, 2017 relating to the approval, modification of status, withdrawal of approval, and deregistration of financing companies, as well as the reporting obligations of certain financial institutions, and the Order of December 4, 2017 relating to the approval, modification of status, withdrawal of approval, and deregistration of investment firms and similar establishments."

Article 2: Article 6 of the aforementioned Instruction No. 2017-I-24 is replaced by the following provisions:

"Establishments subject to this instruction mentioned in points 1° to 6° and 9° of Article 1 whose shares are not admitted to trading on a regulated market and whose total assets on the last balance sheet do not exceed 450 million euros shall communicate to the ACPR a copy of their individual annual accounts and, where applicable, their consolidated accounts, as published in a newspaper authorized to receive legal announcements, as well as a copy of the publication certificate, within a period of one month after publication. These establishments shall also communicate to the ACPR a copy of the notice inserted in the Official Bulletin of Legal Announcements mentioning the reference of this publication, within a period of one month after insertion.

Establishments subject to this instruction mentioned in points 1° to 6° and 9° of Article 1 whose shares are not admitted to trading on a regulated market and whose total assets on the last balance sheet exceed 450 million euros, or whose shares are admitted, in whole or in part, to trading on a regulated market, shall communicate to the ACPR a copy of their individual annual accounts and, where applicable, their consolidated accounts, as published in the Official Bulletin of Legal Announcements, as well as a copy of the publication certificate, within a period of one month after publication.

By way of exception to the preceding paragraph, establishments subject to this instruction mentioned in points 1° to 6° and 9° of Article 1 which are subject to Section I of Article L. 451-1-2 of the Monetary and Financial Code and whose accounts have been approved without modification shall communicate to the ACPR a copy of the notice inserted in the Official Bulletin of Legal Announcements mentioning the reference of the publication of the annual financial report carried out in application of the aforementioned article, within a period of one month after insertion."

Article 3: Article 7 of the aforementioned Instruction No. 2017-I-24 is replaced by the following provisions:

"Establishments subject to this instruction mentioned in points 7° and 8° of Article 1 not exercising hybrid activity within the meaning of Articles L. 522-3 and L. 526-3 of the Monetary and Financial Code shall communicate to the ACPR a copy of their individual annual accounts and, where applicable, their consolidated accounts, as published in the Official Bulletin of Legal Announcements or, as the case may be, in the newspaper authorized to receive legal announcements, as well as a copy of the publication certificate, within a period of one month after publication.

Establishments subject to this instruction mentioned in points 7° and 8° of Article 1 exercising hybrid activities within the meaning of Articles L. 522-3 and L. 526-3 of the Monetary and Financial Code as a regular profession shall communicate to the ACPR a copy of the dedicated annex, as the case may be, for the activity of providing payment services, issuing and managing electronic money, or related services mentioned in Articles L. 522-2 and L. 526-2 of the Monetary and Financial Code, as published in the Official Bulletin of Legal Announcements or, as the case may be, in the newspaper authorized to receive legal announcements, as well as a copy of the publication certificate, within a period of one month after publication.

Establishments subject to this instruction mentioned in points 7° and 8° of Article 1, which use the derogation provided for in Articles 3131-1 and 3141-1 of the annex to Regulation No. 2014-07 of the Accounting Standards Authority aforementioned, shall communicate to the ACPR a copy of the notice inserted in the Official Bulletin of Legal Announcements or, as the case may be, in the newspaper authorized to receive legal announcements mentioning the reference to an archive accessible on the establishment's website, within a period of one month after insertion."

Article 4: Article 8 of the aforementioned Instruction No. 2017-I-24 is replaced by the following provisions:

"Establishments subject to this instruction mentioned in points 1° to 6° of Article 1, which are not subject to Article L. 451-1-2 of the Monetary and Financial Code and whose total assets on the last balance sheet exceed 450 million euros, shall communicate to the ACPR a copy of their quarterly accounting position as published in the Official Bulletin of Legal Announcements, as well as a copy of the publication certificate, within a period of one month after publication."

Article 5: Article 12 of the aforementioned Instruction No. 2017-I-24 is replaced by the following provisions:

"The documents referred to in Articles 2 to 10 are communicated to the ACPR exclusively by electronic transmission in a computer format, according to technical modalities defined by the ACPR and electronically signed in accordance with the terms of the aforementioned Instruction No. 2015-I-19 and Annex I of this instruction. In the case where the aforementioned documents are transmitted separately via several computer documents, each document is signed individually."

Article 6: Article 13 of the aforementioned Instruction No. 2017-I-24 is replaced by the following provisions:

"For the documents referred to in Articles 2 to 10 exclusively, by way of exception to the second, third, and fourth paragraphs of Article 4 of the aforementioned Instruction No. 2015-I-19, only persons ensuring the effective management of the establishments subject to this instruction within the meaning of Article L. 511-13, point 4° of Article L. 532-2, point a) of Section III of Article L. 522-6, and point a) of Section II of Article L. 526-8 of the Monetary and Financial Code are authorized to sign.

Persons ensuring the effective management of an establishment affiliated with a central body within the meaning of Articles L. 511-30 and L. 511-31 of the Monetary and Financial Code may delegate to persons exercising senior management functions or equivalent positions within that central body for the purpose of signing the aforementioned documents."

Article 7: This instruction shall enter into application on the day of its publication.

Paris, March 26, 2019 The Designated President, [Denis BEAU]