Instruction No. 1/AMF-UMOA/2023 on the Treatment of Inactive Accounts and Ownerless Funds in the Books of Account Keepers on the UMOA Regional Financial Market

AMF-UMOA
AUTORITÉ DES MARCHÉS FINANCIERS DE L'UNION MONÉTAIRE OUEST AFRICAINE

INSTRUCTION N° 1 /AMF-UMOA/2023

RELATIVE AU TRAITEMENT DES COMPTES INACTIFS ET AUX AVOIRS SANS MAÎTRES DANS LES LIVRES DES TENEURS DE COMPTES SUR LE MARCHÉ FINANCIER RÉGIONAL DE L'UMOA

The Autorité des Marchés Financiers de l'Union Monétaire Ouest Africaine,

Having regard to the Revised Treaty of the West African Monetary Union (UMOA) of July 12, 2019, which entered into force on October 1, 2022, modifying the name of the Regional Council for Public Savings and Financial Markets (CREPMF) to the UMOA Financial Markets Authority (AMF-UMOA);

Having regard to the Convention of July 3, 1996 establishing the Regional Council for Public Savings and Financial Markets and its Annex regarding the composition, organization, functioning, and powers of the Regional Council for Public Savings and Financial Markets;

Having regard to the General Regulation No. 001/97 of November 28, 1997, relating to the organization, functioning, and control of the UMOA Financial Market, as amended in its Articles 37 and 136 by the UMOA Council of Ministers in its sessions of March 27, 1998, and September 5, 2005;

Having regard to Decision No. 04 of April 29, 2021, of the UMOA Council of Ministers appointing the President of the Regional Council for Public Savings and Financial Markets;

Having regard to Decision No. CM/16/09/2022 of September 30, 2022, relating to inactive accounts and ownerless funds in the books of securities account keepers on the UMOA Regional Financial Market;

Having regard to Directive No. 01/2023/CM/UEMOA of March 31, 2023, relating to the fight against money laundering, terrorist financing, and the proliferation of weapons of mass destruction in the member states of the West African Economic and Monetary Union (UEMOA);

Having regard to Decision No. 04/31/03/2023/CM/UMOA of March 31, 2023, adopting the draft Uniform Act relating to the fight against money laundering, terrorist financing, and the proliferation of weapons of mass destruction in the member states of the West African Monetary Union (UMOA);

Having regard to the deliberations of the AMF-UMOA at its 97th ordinary session held on December 22, 2023, in Cotonou, Republic of Benin;

HEREBY DECIDES:

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TITLE I: GENERAL PROVISIONS

Article 1: Definitions
For the purposes of this Instruction, the following terms are defined as:

• Regional financial market actor: any legal or natural person having received the status of market structure or participant, by approval or authorization from the UMOA Financial Markets Authority;
• Financial asset: any security or contract issued or admitted on the regional financial market, which is likely to generate income or capital gains for its holder, in exchange for a certain degree of risk;
• AMF-UMOA: Autorité des Marchés Financiers de l'Union Monétaire Ouest Africaine;
• Funds: financial assets and monetary assets credited to an account with an Account Keeper for the benefit of clients;
• Prescribed funds: securities and cash assets held in inactive accounts for thirty (30) years;
• Ownerless funds: funds credited to waiting accounts or pending in securities and cash reconciliations with Account Keepers, for which no holder has been formally identified for ten (10) years;
• Beneficiary: any natural or legal person who, by virtue of a legally established link with the holder, has the power to dispose of inactive securities and cash assets on behalf of the holder;
• BCEAO: Central Bank of West African States;
• Deposit and Consignments Office or CDC: any public financial institution, responsible for the collection, conservation, and secure management of public and private funds. It falls under the category of long-term institutional investors, invested with missions of general interest;
• Account: any securities account or cash account attached to the securities account, opened with an Account Keeper authorized by the AMF-UMOA;
• Securities Account: any account opened in the books of an authorized Account Keeper or depository (Bank Account Keeper or Management and Intermediation Company) authorized by the AMF-UMOA on the UMOA regional financial market, on which securities, negotiable debt instruments, shares or units of Collective Investment Undertakings (OPC), and any financial instrument traded on a regulated market authorized by the AMF-UMOA are deposited;
• Inactive account: an account (securities and cash) is considered inactive when, for at least ten (10) years, no operation has been recorded on said account, except for the payment of income generated by the securities in the portfolio and the redemption of debt instruments, and at the same time no contact

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has been established between the holder, or their agent or a beneficiary, and the Account Keeper establishment;

• DC/BR: Central Depository / Clearing Bank;
• Inactivity of an account: the inactivity of an account lies in the fact that the holder or beneficiary has not carried out any operation (purchase, sale, subscription, pledge, and transfer of securities, deposit, withdrawal) on the account and that there has been no manifestation, in any form whatsoever, on their part with the Account Keeper for at least ten (10) years. In the event of death, the absence of manifestation is attributed to the heirs, beneficiaries, or the notary;
• Agent: any natural or legal person acting in the name and on behalf of the account holder or beneficiaries;
• Client profile: a categorization of the client according to their personal or patrimonial financial situation, their competence and experience in investing in financial products, their objectives in terms of risk, profitability, and investment horizon;
• Account Keeper: any participant in the regional financial market authorized to credit financial assets to the account of third parties;
• Holder: any natural or legal person registered or identified as the holder of one or more accounts by the Account Keeper;
• UEMOA: West African Economic and Monetary Union;
• UMOA: West African Monetary Union;
• Union: West African Economic and Monetary Union or West African Monetary Union.

Article 2: Purpose
This Instruction sets out the regulatory provisions applicable to inactive accounts and ownerless funds held in the books of Account Keepers authorized on the UMOA regional financial market.

Article 3: Scope of Application
This Instruction applies to the Central Depository/Clearing Bank (DC/BR), the CDCs, and the following conservatory Account Keepers:

• Bank Account Keepers and Conservatories (BTCC);
• Management and Intermediation Companies (SGI);
• Management Companies for Collective Investment Undertakings (SGO).

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TITLE II: PROVISIONS RELATING TO CLIENT IDENTIFICATION AND THE PREVENTION OF ACCOUNT INACTIVITY

CHAPTER I. MEASURES TO PREVENT ACCOUNT INACTIVITY

Article 4: Identification of the holder and monitoring of account activity
Account Keepers on the regional financial market are obligated, before establishing a contractual relationship with a client and opening an account for them, to collect information on the identity of the client or the person for whom the client acts, in accordance with the legal and regulatory provisions relating to the fight against money laundering and terrorist financing in the member states of the Union. They must also identify any existing or future beneficiaries. Account Keepers must put in place an appropriate internal organization to identify and list accounts likely to become inactive and ensure their monitoring.

Article 5: Implementation of an information and communication system
Account Keepers are required to put in place a system aimed at maintaining regular contact with holders and monitoring their business relationships with vigilance to prevent an account from becoming inactive. This system must facilitate the updating of the identification information of the holder or their beneficiary.

Article 6: Listing of assets from inactive accounts and ownerless funds
Account Keepers must put in place a system to list and distinguish assets from inactive accounts and ownerless funds held in their books.

CHAPTER II. INFORMATION ON ACCOUNT INACTIVITY

Article 7: Information on inactivity to the holder
When an account has not received any manifestation or intervention from its holder or agent for eight (08) years, the Account Keeper, notwithstanding any contrary contractual stipulation, is obligated to inform the holder or, if applicable, the known beneficiary of the consequences attached to the inactivity of the account. For the purposes of this Instruction, the starting point of inactivity is considered to be the day following the last intervention of the holder, their agent, or a beneficiary on the account or on any other account held by them with the same Account Keeper, the absence of any manifestation, in any form whatsoever, on their part, on the part of their agent, or a beneficiary.

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Article 8: Deadline and method of informing the holder of inactivity
The Account Keeper is required to execute their information obligation provided for in Article 7 above, by any means, within a period of three (03) months following the expiration of the observed inactivity period of eight (08) years. To do this, they use the data at their disposal. The information transmitted to the holder or, if applicable, to the known beneficiary must be confirmed by email or by registered letter with acknowledgment of receipt, sent to the last known address, attaching the holder's account statement. This letter with registered mail must also indicate to the holder the procedure that will be followed by the Account Keeper if no intervention is made on their part, notably the closure of the account and the transfer of the balance as provided for in Articles 17 and 19 of this Instruction. The holder or their beneficiaries are informed that they have a period of three (03) months to contact the Account Keeper. The signature of the acknowledgment of receipt by the holder or a beneficiary is assimilated to a manifestation on their part.

Article 9: Cases of death or dissolution of the holder
If the Account Keeper becomes aware of the death or dissolution of the holder in the execution of their obligations to inform about account inactivity, they are required to inform the beneficiaries.
When the beneficiaries are known, the information is transmitted to them within a period of one (01) month from the date of knowledge of the death or dissolution of the holder.
The information is transmitted to the beneficiaries within a period of one (01) month from the date of their identification, when they were not known at the date of knowledge of the death or dissolution of the holder.

CHAPTER III. COMPLEMENTARY SEARCHES FOR HOLDERS OR BENEFICIARIES

Article 10: Complementary searches for holders or beneficiaries
At the end of the deadline for executing their information obligation referred to in Article 8, the Account Keeper is required to carry out complementary searches to contact the holder or identify them, and, if they have been identified, to contact any potential beneficiaries or continue searches to identify them in the following cases:

• in the absence of any operation or manifestation by the holder;
• if the data at their disposal did not allow for the transmission of information.
  When the Account Keeper has become aware of the death or dissolution of the holder, they carry out the complementary searches referred to in the first paragraph above in order to identify, and, if they have been identified, to contact any potential beneficiaries or continue searches.

For the purposes of complementary searches, Account Keepers may use the services of third parties who are subject by law to an obligation of professional secrecy or who are bound by a written confidentiality agreement.

Article 11: Deadline for searches
Account Keepers have a period of two (02) years to re-establish contact with the client, by all appropriate means of communication from the eighth year of inactivity of the accounts.

Article 12: Conservation of supporting documents for searches carried out
Account Keepers retain the supporting documents relating to the searches carried out until the deposit of the funds concerned with the Deposit and Consignments Office and for a minimum period of ten (10) years from the date of closure of the clients' accounts.

Article 13: Reactivation of inactive accounts
Account Keepers must put in place appropriate procedures intended to reactivate inactive accounts.
When a holder initiates an operation again on an inactive account, the Account Keeper applies particular vigilance and ensures the systematic updating of information relating to the business relationship.
In the event of multiple holders for the same account, the initiation of operations or the manifestation by a single holder is considered sufficient to maintain the active status of the account.

Article 14: Costs of searching for holders or beneficiaries
The costs incurred to recontact the client or to find potential heirs are the responsibility of the Account Keepers. In any case, they are not authorized to charge them to the debit of the accounts concerned.

Article 15: Monitoring and control of funds
Account Keepers must integrate into their internal control system a procedure for monitoring and controlling accounts in inactivity and ownerless funds held in their books.
Particular monitoring must be given to inactive accounts that record any new operation, to inactive accounts that have been reactivated, and to the evolution of ownerless funds.

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TITLE III: CLOSURE OF ACCOUNT AND TRANSFER OF FUNDS

Article 16: Cessation of complementary searches
Account Keepers proceed to stop complementary searches, after two (02) years from the eighth year of inactivity, when the steps taken have not allowed contacting the holders or identifying and, if they have been identified, contacting any potential beneficiaries.

Article 17: Transfer of securities and cash assets to the Deposit and Consignments Offices
At the end of the two (02) year complementary search period, the Account Keeper proceeds to transfer the securities and cash assets, as held in their books, to the Deposit and Consignments Office of the State where the account is opened. The maximum deadline for transferring funds to the Deposit and Consignments Office of the State where the account is opened is three (03) months. The Account Keeper is responsible for the full transfer of the funds. Account Keepers are required to collaborate with the Deposit and Consignments Offices to facilitate the identification of the claimant and to analyze their rights in the context of a request for the return of transferred funds. In the absence of a Deposit and Consignments Office or any other body acting in its place within a State, funds that have accumulated ten (10) years in the books of an Account Keeper are transferred to the Public Treasury of that State.

Article 18: Communication of information by Account Keepers to the Deposit and Consignments Offices
Account Keepers notify the transfer of funds to the Deposit and Consignments Office of the State where the account is opened on the day of its execution, and communicate to them within the same deadlines all available information on the holders as well as the supporting documents of the searches carried out and, if applicable, the representatives and beneficiaries of the transferred funds. These information include, among others:

• the identity of the holder;
• the account numbers (securities and cash) respecting the nomenclature established by the AMF-UMOA;
• the Bank Identity Statement (RIB) of the attached bank account, if applicable;
• the nature and reference of the identification document used at account opening (National ID/Passport, or any other document serving as such);
• the date of account opening;
• the last date of client manifestation;
• the value of the securities portfolio and its valuation date;
• the value of cash assets on the valuation date above;

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• the total value of the portfolio on the valuation date above.
  Account Keepers also transmit a summary statement of funds transferred to the CDC during the month concerned.
  Account Keepers transmit to the CDC the information mentioned in this article in an electronic format.

Article 19: Billing of fees on transfer operations
Account Keepers are not authorized to charge fees related to the formalities for depositing inactive funds, notably the fees for the transfer of securities. However, the transfer fees charged by the DC/BR may be charged to the debit of the accounts concerned. However, in the absence of provisions on the client's cash account, the transfer fees charged by the DC/BR will be the responsibility of the Account Keeper.

Article 20: Closure of the Account and extinction of the Account Keeper's obligations
The transfer of assets from the inactive account provided for in Article 17 above automatically entails the free closure of the account of the holder registered with the Account Keeper.
Except in the event of error or fault by the Account Keeper, the transfer to the Deposit and Consignments Office of the funds from an inactive account releases the Account Keeper from any obligation towards the holder, the authorities, and any third party.

Article 21: Conservation of documents and supporting documents for account operations
Account Keepers retain a copy of the opening documents and supporting documents for operations on the client's account, until the return or prescription of the funds deposited with the Deposit and Consignments Office.

Article 22: Prescription of funds
Securities and cash assets held in inactive accounts are prescribed after thirty (30) years of inactivity, i.e., after ten (10) years in the books of an Account Keeper and twenty (20) years in the books of the Deposit and Consignments Office of a member State. Upon expiration of the thirty-year prescription, the aforementioned funds fall into public ownership and are distributed in the following proportions: 70% to the Deposit and Consignments Office of the State of the nationality of the Account Holder for residents of the zone and of the State of the seat of the Account Keeper for non-UEMOA residents and 30% to the Fund for the protection of savers and financial education of the UMOA regional financial market. Furthermore, ownerless funds that have accumulated ten (10) years in the books of an Account Keeper fall into public ownership in the same proportions as those fixed in the first paragraph of this article. However, for countries that do not yet have a Deposit and Consignments Office, prescribed funds as well as ownerless funds that have accumulated ten (10)

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years in the books of an Account Keeper are remitted to the Public Treasury and to the Fund for the protection of savers of the UMOA regional financial market, in the same proportions and according to the same criteria defined in the first paragraph above.

TITLE IV: INFORMATION OBLIGATIONS

Article 23: Periodic transmission of information to the AMF-UMOA
Account Keepers must transmit no later than thirty (30) calendar days following the end of each quarter a statement detailing the situation of inactive accounts and ownerless funds as of the last day of the previous quarter. Account Keepers must transmit, no later than thirty (30) calendar days after the end of each fiscal year, a detailed report on the situation of inactive accounts and ownerless funds in their books as well as on the search actions carried out.

Article 24: Content of information to be transmitted to the AMF-UMOA
Annex 1 attached hereto, which forms an integral part of this Instruction, presents the format of the quarterly statements of the situations of inactive accounts and ownerless funds as of the last day of the previous quarter.
Annex 2 attached hereto, which forms an integral part of this Instruction, specifies the presentation format of the detailed report on the situation of inactive accounts and ownerless funds that Account Keepers must transmit to the AMF-UMOA.

TITLE V: TRANSITIONAL AND FINAL PROVISIONS

Article 25: Transitional provisions
Account Keepers authorized before the effective date of this Instruction have a maximum period of six (06) months, from its entry into force, to comply with its provisions.
Any failure to comply with the provisions of this Instruction within a maximum period of six (06) months, from its entry into force, is subject to financial, administrative, and disciplinary sanctions, up to the withdrawal of authorization. Account Keepers have a period of one (01) year from the date of entry into force of this Instruction to search for the holders of inactive accounts and to update their client database. After this deadline, the provisions of this Instruction must be fully applied.

Furthermore, Account Keepers who have already recorded an inactivity of at least ten (10) years on certain accounts must immediately initiate the procedure for depositing said funds with the Deposit and Consignments Office of the country of their seat. Account Keepers holding ownerless funds for at least ten (10) years in their books must transfer said funds to the Deposit and Consignments Office and to the Fund for the protection of savers and financial education of the regional financial market, within a maximum period of six (06) months from the date of entry into force of this Instruction.

Article 26: Entry into force
This Instruction enters into force from the date of its signature.
It will be published wherever necessary.

Done in Abidjan, on DEC. 29, 2023

For the UMOA Financial Markets Authority,
The President
Badanam PATOKI

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ANNEX 1: STATUS OF INACTIVE ACCOUNTS AND UNCLAIMED ASSETS AS OF THE LAST DAY OF THE PREVIOUS QUARTER

Status of inactive accounts as of the last day of the previous quarter
Account Number	Holder Name	Account Opening Date	Date of Last Client Activity	Portfolio Valuation Securities YY/YY/Q	Portfolio Value Cash YY/YY/Q	Portfolio Valuation Securities YY/YY/Q-1	Portfolio Value Cash YY/YY/Q-1

Status of unclaimed assets as of the last day of the previous quarter
Account Number	Holder Name	Account Opening Date	Date of Last Client Activity	Portfolio Valuation Securities YY/YY/Q	Portfolio Value Cash YY/YY/Q	Portfolio Valuation Securities YY/YY/Q-1	Portfolio Value Cash YY/YY/Q-1

1 YY/YY/Q: last day of the recently closed quarter 2 YY/YY/Q-1: last day of the quarter preceding the recently closed quarter

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ANNEX 2: PRESENTATION FORMAT AND PERIODICITY OF THE REPORT ON THE STATUS OF INACTIVE ACCOUNTS AND UNCLAIMED ASSETS

By January 31 of each year, the account keeper transmits to the AMF-UMOA a detailed report on the status of inactive accounts and unclaimed assets from the previous fiscal year. This report must include the following elements:

• the presentation of the framework and monitoring procedures for inactive accounts and unclaimed assets;
• the detailed status of inactive accounts and unclaimed assets as of December 31 of the last fiscal year;
• the synthesis of developments, on a quarterly basis for the last fiscal year, of inactive accounts and unclaimed assets;
• the details of search actions carried out and ongoing, as well as the results of these searches;
• the list of accounts transferred to the CDC or Treasuries (following the format of table-1 of this annex);
• the list of unclaimed assets reverted to public ownership (following the format of table-2 of this annex);
• the list of accounts reactivated during the fiscal year.

The detailed status of inactive accounts and unclaimed assets is also transmitted to the AMF-UMOA in an exploitable electronic format.

The Annual Internal Control Report of the Account Keeper must also include the results of work carried out regarding the monitoring and control of inactive accounts and unclaimed assets, as well as the shortcomings identified and recommendations formulated by the body responsible for internal control.

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Table 1 - annex 2: List of accounts transferred to the CDC or Public Treasuries

List of accounts transferred to the CDC or Public Treasuries
Account Number	Holder Name	Account Opening Date	Date of Last Client Activity	Transfer Date	Portfolio Valuation at the date of transfer	Amount of cash assets transferred	Name of the CDC or Treasury

Table 2 - annex 2: List of unclaimed assets reverted to public ownership

List of unclaimed assets reverted to public ownership
Account Number	Holder Name	Account Opening Date	Date of Last Client Activity	Reversion Date	Portfolio Value Securities before liquidation	Portfolio Value Securities after liquidation	Value of cash assets reverted	Name of the CDC or Treasury	Share paid to the CDC or Treasury	Share paid to the FDPE