Instruction No. 11/2023: Framework for the SIRES Service - Relevant Information System of Supervised Entities

Instruction No. 11/2023
BO No. 5/2023 • 2023/05/15
..................................................................................................................................................................................................
Topics
Supervision :: Supervision
Mod. 99999940/T – 01/14
Index
Text of the Instruction
Text of the Instruction
Subject: Framework for the SIRES Service - Relevant Information System of Supervised Entities This Instruction aims to frame the new SIRES service – Relevant Information System of Supervised Entities (SIRES) within the domestic legal order, which will allow for the uniform processing of authorization, non-objection, communication, and registration procedures with the Bank of Portugal, discontinuing the current "Authorization and Registration Requests" (PAR) service, regulated by Bank of Portugal Instruction No. 7/2016 of May 20, which is therefore revoked for this reason. This new SIRES service will ensure the authenticity of the identity of interlocutors by appropriate means and will allow for the electronic submission and consultation of electronic communications addressed to the Bank of Portugal or sent by it within the scope of the covered procedures, as well as the consultation of the information registered in SIRES, at any given moment, regarding the covered entities and only by those entities themselves. The SIRES is a service that will be available in the BPnet System, as well as, at a later stage, in the company area on the Bank of Portugal's institutional website, and will be used by both entities obliged to adhere to it, and by other individuals and legal entities who wish to submit, through this channel, to the Bank of Portugal one of the authorization, non-objection, communication, and registration procedures listed in this Instruction. For this reason, all those who use the SIRES service are included within the subjective scope of this Instruction. The obligation to use the service as provided in this Instruction does not apply to procedures covered by the European Central Bank (ECB) Information Management System Portal (designated as Information Management System for the SSM, hereinafter identified only as “IMAS Portal”), nor to prior communications/notifications from credit institutions that must be addressed directly to the ECB through the Joint Supervisory Teams, by email, as clarified by the ECB in the letter titled Additional clarification regarding the ECB’s competence to exercise supervisory powers granted under national law, dated 31/03/2017. All procedures submitted in the PAR service will be processed, from the date of entry into operation of SIRES, in this new service.

Instruction No. 11/2023 BO No. 5/2023 • 2023/05/15 Topics Supervision :: Supervision
..................................................................................................................................................................................................
Mod. 99999940/T – 01/14
The draft of this Instruction was subject to public consultation as required by law.
Thus, the Bank of Portugal determines, in the exercise of the competence attributed to it by Article 17 of its Organic Law, approved by Law No. 5/98 of January 31, and under Articles 30, paragraph 8, and 116, letter f) of the General Regime of Credit Institutions and Financial Societies, approved by Decree-Law No. 298/92 of December 31 (RGICSF), as well as Article 7, paragraph 1, letter c) of the Legal Regime of Payment Services and Electronic Money, approved by Decree-Law No. 91/2018 of November 12 (RJSPME), in their current wording, the following:

Article 1.
Object
1 – This Instruction regulates the conditions for adherence to and use of the SIRES service.
2 – SIRES is a service of the BPnet System, with participation in BPnet, including access to the infrastructure and adherence and provision of services of this system, being regulated by Bank of Portugal Instruction No. 21/2020. 3 – SIRES allows, electronically and through a system that ensures the authenticity of the identity of interlocutors by appropriate means, to:
a) Submit and consult electronic communications addressed to the Bank of Portugal or sent by it within the scope of the procedures referred to in Articles 3.º to 6.º; b) Consult the information registered in SIRES regarding the entities referred to in Article 2.º, under the terms provided in Article 7.º.

Article 2.
Subjective Scope
SIRES is mandatory for adherence by the following entities:
a) Credit institutions with headquarters in Portugal; b) Financial societies with headquarters in Portugal; c) Electronic money institutions with headquarters in Portugal; d) Payment institutions with headquarters in Portugal; e) Entities referred to in the preceding letters with headquarters in European Union Member States when established in Portugal in the form of a branch; f) Entities referred to in letters a) to c) above with headquarters in third countries when established in Portugal in the form of a branch; and g) Entities subject to the supervision of the Bank of Portugal, under Article 117.º of RGICSF.

Instruction No. 11/2023 BO No. 5/2023 • 2023/05/15 Topics Supervision :: Supervision
..................................................................................................................................................................................................
Mod. 99999940/T – 01/14

Article 3.
Procedures regarding credit institutions, financial societies, payment institutions, and electronic money institutions 1 – The following requests and communications regarding the entities referred to in letters a) to d) of Article 2.º must be submitted and processed through SIRES:
a) Authorization of statutory amendments, under the terms provided in RGICSF, RJSPME, and RJCAM, with the exception of that provided in paragraph 3; b) Authorization of merger and spin-off operations, under the terms provided in RGICSF and RJSPME, with the exception of that provided in paragraph 3; c) Communication of the project for voluntary dissolution, under the terms provided in RGICSF and RJSPME; d) Authorization for the exercise of functions by members of the administration and supervision bodies, under the terms provided in RGICSF, RJSPME, RJCAM, and regulatory instruments governing these procedures, with the exception of that provided in paragraph 2; e) Authorization and eventual new evaluation for the exercise of functions by holders of essential functions, under the terms provided in RGICSF and regulatory instruments governing these procedures, with the exception of that provided in paragraph 2; f) Authorization for the exercise of functions by managers of branches established in third countries, under the terms provided in RGICSF and regulatory instruments governing these procedures, with the exception of that provided in paragraph 2; g) Authorization for the exercise of functions by managers of branches established in the European Union, under the terms provided in RGICSF and regulatory instruments governing these procedures; h) Communication of supervening facts to the processes referred to in letters d) to g), under the terms provided in RGICSF, RJSPME, RJCAM, and regulatory instruments governing these procedures; i) Notification of substitution of holders of essential functions of institutions that are not categorized as other systemically important institutions (O-SII), under the terms provided in RGICSF and regulatory instruments governing this procedure; j) Prior communication of acquisition or increase of qualifying holdings in credit institutions, financial societies, payment institutions, and electronic money institutions, with headquarters in Portugal, under the terms provided in RGICSF, RJSPME, and regulatory instruments governing these procedures;

Instruction No. 11/2023 BO No. 5/2023 • 2023/05/15 Topics Supervision :: Supervision
..................................................................................................................................................................................................
Mod. 99999940/T – 01/14 k) Prior communication of direct or indirect acquisition of qualifying holdings in a credit institution with headquarters abroad, under the terms provided in RGICSF and regulatory instruments governing these procedures, with the exception of that provided in paragraph 3; l) Subsequent communication of acquisition of qualifying holdings, under the terms provided in RGICSF and RJSPME; m) Prior communication of decrease of qualifying holdings, under the terms provided in RGICSF and RJSPME; n) Communication of changes regarding qualifying holdings, under the terms provided in Article 108.º, paragraph 1 of RGICSF and Article 41.º, paragraph 1 of RJSPME; o) Communication of the identity of qualifying participants under the terms provided in Article 108.º, paragraph 2 of RGICSF and Article 41.º, paragraph 2 of RJSPME; p) Prior notification of establishment of a branch in a European Union Member State by a credit institution or financial society with headquarters in Portugal, including respective amendments, under the terms provided in RGICSF; q) Prior notification of establishment of a branch in a third country by a credit institution or financial society with headquarters in Portugal, including respective amendments, under the terms provided in RGICSF, with the exception of that provided in paragraph 3; r) Prior communication of establishment of a branch or free provision of services by payment institutions and electronic money institutions with headquarters in Portugal, under the terms provided in RJSPME; s) Communication of modification of elements regarding free provision of services and branches, under the terms provided in RJSPME; t) Prior notification of provision of services in another European Union Member State by a credit institution or financial society with headquarters in Portugal, under the terms provided in RGICSF; u) Prior communication of constitution or acquisition of a subsidiary in a third country, under the terms provided in RGICSF, RJSPME, and regulatory instruments governing these procedures, with the exception of that provided in paragraph 3; v) Request for registration, under the terms provided in RGICSF, RJSPME, and RJCAM; w) Prior communication for the purpose of opposition or non-objection to the accumulation of offices under the terms provided in RGICSF, RJSPME, and regulatory instruments governing these procedures; x) Other communications regarding the matters referred to in the preceding letters.

Instruction No. 11/2023 BO No. 5/2023 • 2023/05/15 Topics Supervision :: Supervision
..................................................................................................................................................................................................
Mod. 99999940/T – 01/14
2 – Letters d), e), and f) of paragraph 1 of this article do not apply to institutions subject to direct supervision by the ECB (Significant Institutions classified according to ECB Regulation (EU) No. 468/2014 of April 16, 2014), and the procedures referred to therein must be submitted through the ECB’s Information Management System Portal, as established in Bank of Portugal Instruction No. 7/2021. 3 - Letters a), b), k), q), and u) of paragraph 1 of this article do not apply to institutions subject to direct supervision by the ECB (Significant Institutions classified according to ECB Regulation (EU) No. 468/2014 of April 16, 2014), and the same must be sent under the terms established by the ECB.

Article 4.
Procedures regarding branches of credit institutions authorized in European Union Member States The following requests and communications regarding credit institutions authorized in European Union Member States must be submitted and processed through SIRES:
a) Communication of changes to elements regarding the branch under the terms provided in RGICSF; b) Request for registration of the elements provided in RGICSF.

Article 5.
Procedures regarding credit institutions authorized in third countries The following requests and communications regarding branches in Portugal of credit institutions authorized in third countries must be submitted and processed through SIRES:
a) Authorization for the exercise of functions by managers of branches established in Portugal, of credit institutions authorized in third countries, under the terms provided in RGICSF; b) Prior communication of opening of new establishments in Portugal by a credit institution authorized in a third country that already has a branch in Portugal, under the terms provided in RGICSF; c) Communication of changes to elements under the terms provided in RGICSF; and d) Request for registration of the elements provided in RGICSF.

Article 6.
Procedures regarding entities subject to the supervision of the Bank of Portugal under Article 117.º of RGICSF 1 - The following requests and communications regarding entities subject to the supervision of the Bank of Portugal, under Article 117.º of RGICSF, must be submitted and processed through SIRES:
a) Prior communication in case of constitution of subsidiaries in countries that are not members of the European Union under the terms provided in RGICSF;

Instruction No. 11/2023 BO No. 5/2023 • 2023/05/15 Topics Supervision :: Supervision
..................................................................................................................................................................................................
Mod. 99999940/T – 01/14 b) Prior communication in case of acquisition of qualifying holdings in companies with headquarters abroad under the terms provided in RGICSF; c) Authorization for the exercise of functions by members of the administration and supervision bodies, as well as communications regarding supervening facts, under the terms provided in RGICSF and regulatory instruments governing this procedure; and d) Request for special registration, under the terms provided by Decree-Law No. 495/88 of December 30 and RGICSF. 2 – Letter c) of paragraph 1 of this article does not apply to entities subject to the supervision of the Bank of Portugal, under Article 117.º of RGICSF, that are parent companies of institutions subject to direct supervision by the ECB (Significant Institutions classified according to ECB Regulation (EU) No. 468/2014 of April 16, 2014), and the procedures referred to therein must be submitted through the ECB’s Information Management System Portal, as established in Bank of Portugal Instruction No. 7/2021.

Article 7.
Consultation of registered information
The entities referred to in Article 2.º of this Instruction may, at all times, consult updated information regarding themselves that, at the time of consultation, is registered in SIRES.

Article 8.
Exceptional Processing
In exceptional situations, duly justified, the Bank of Portugal may admit that the requests, notifications, and communications provided for in Articles 3.º to 6.º of this Instruction are presented, respecting the applicable legal and regulatory norms, through appropriate physical support, to the following address:
BANK OF PORTUGAL
PRUDENTIAL SUPERVISION DEPARTMENT
CASTILHO STREET, NO. 24
1250-069 LISBON

Article 9.
Archiving of original documents
1 – Unless otherwise provided in special provision, entities must keep in their archives, for the period corresponding to the statute of limitations for the administrative offense process applicable to offenses related to the procedures provided for in this Instruction, the following documents submitted through SIRES:
a) Documents signed by an individual, in their own name or on behalf of others; or b) Other original documents.
2 – The presentation of the documents referred to in the preceding paragraph may be required by the Bank of Portugal until the end of the period established in the preceding paragraph.

Article 10.
Representativeness
Requesting entities may be represented within the interactions occurring through the SIRES service under the terms provided in Bank of Portugal Instruction No. 21/2020, as well as by a representative with duly proven powers of representation.

Article 11.
Procedures submitted through the PAR service
Procedures that have been submitted through the PAR service will be processed in the SIRES service.

Article 12.
References
References made, in any regulatory instrument in force, to Bank of Portugal Instruction No. 7/2016 and the PAR service are considered to be made respectively to this Instruction and the SIRES service.

Article 13.
Revocation
Bank of Portugal Instruction No. 7/2016 of May 20 is revoked.

Article 14.
Entry into force
This Instruction enters into force 7 days after its publication.