Law No. 2012-24 of December 24, 2012

Page 3364 Journal Officiel de la République Tunisienne — December 28, 2012 No. 103
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Law No. 2012-24 of December 24, 2012, on the securities lending agreement (with delivery) (1).
In the name of the people,
Having been adopted by the Constituent National Assembly, The President of the Republic promulgates the law whose text follows:
Article 1 - The securities lending agreement (with delivery) is a contract by which any legal entity or collective investment scheme in securities transfers full ownership, for an agreed price at the date of sale, to a legal entity or a collective investment scheme in securities, of securities and/or commercial paper, referred to in Article 2 of this law, with the irrevocable commitment of the transferor and the transferee, the former to repurchase the securities or commercial paper and the latter to return them at an agreed price and date set at the sale date.
Notwithstanding the provisions of Articles 2 and 16 of the Code on Collective Investment Schemes, collective investment schemes in securities may conclude securities lending agreements provided that they relate to government bonds and within limits and conditions set by decree.
Securities lending agreements relating to commercial paper are concluded exclusively between banks.
Art. 2 - Without prejudice to the exceptions provided in Article 1, the categories of securities and commercial paper subject to the securities lending agreement, as well as the conditions and procedures governing this agreement, are set forth in a standard framework agreement established and published by the Central Bank of Tunisia after consultation with the President of the Financial Market Council regarding its area of competence. ____________ (1) Preliminary work: Discussion and adoption by the Constituent National Assembly in its session of December 13, 2012. However, securities lending agreements may only relate to securities or commercial paper that are not subject, throughout the duration of the agreement, to the payment of income subject to withholding tax. The repayment, exchange, or conversion of securities or commercial paper terminates the securities lending agreement. Art. 3 - Securities lending agreements may only be concluded through a bank or any other financial institution authorized for this purpose by the Minister of Finance after consultation with the Governor of the Central Bank of Tunisia and the President of the Financial Market Council, each regarding its area of competence. To be authorized, a financial institution must sign a terms of reference with the Ministry of Finance regarding the human, material, and organizational resources that such institution must possess to exercise intermediation in securities lending agreements. The institutions referred to in the first paragraph of this article must ensure the regularity and compliance of securities lending agreements concluded through their intermediation with the provisions of this law as well as those of the standard framework agreement as provided in Article 2 of this law. Art. 4 - The Public Treasury may conclude securities lending agreements relating to government bonds, provided that these agreements are notified to the Central Bank of Tunisia and are compatible with its intervention conditions on the money market. Art. 5 - The parties may agree, at the date of conclusion of the securities lending agreement, to exchange full ownership during the validity period of the agreement, of supplementary securities or supplementary commercial paper, referred to in Article 2 of this law, or supplementary monetary amounts, to account for the evolution during said period, of the value of the securities or commercial paper subject to the securities lending agreement. The provisions of this law apply to supplementary securities, supplementary commercial paper, and supplementary monetary amounts. No. 103 Journal Officiel de la République Tunisienne — December 28, 2012 Page 3365 Art. 6 - The transferee enjoys, throughout the validity period of the agreement, the rights related to the ownership of the securities and commercial paper subject to the securities lending agreement. The transferee must return the securities and commercial paper subject to the securities lending
agreement on the agreed date, free of all encumbrances. Art. 7 - Securities lending agreements are enforceable against third parties only from the date of delivery of the securities and commercial paper. The conditions and procedures for delivery are fixed by decree. Art. 8 - Notwithstanding contrary provisions, the failure of either party to the securities lending agreement to fulfill its obligation to repurchase the securities or commercial paper or to pay the price entitles the other party, as applicable, either not to pay the price or to retain the securities or commercial paper and possibly the supplementary securities, supplementary commercial paper, or supplementary monetary amounts received. Furthermore, the non-defaulting party may exercise against the defaulting party the remedies provided by existing legislation. Art. 9 – Subject to Article 39 of the Public Accounting Code, debts and claims related to securities lending agreements enforceable against third parties are offsettable according to the procedures provided by the standard framework agreement referred to in Article 2 of this law. Art. 10 - Income resulting from the difference between the repurchase price and the sale price for operations subject to the securities lending agreement of securities and commercial paper is considered interest. Art. 11 - Any infringement of the provisions of the standard framework agreement referred to in Article 2 of this law is punishable by a fine. The amount of the fine may reach five times the difference between the repurchase price and the sale price of the operation concerned by the infringement. The Central Bank of Tunisia and the Financial Market Council are responsible, each regarding its area of competence, for identifying infringements and imposing fines which are collected in favor of the Public Treasury through liquidation statements issued and made enforceable, as applicable, by the Governor of the Central Bank of Tunisia or by the President of the Financial Market Council and executed in accordance with the provisions of the Public Accounting Code. Art. 12 - The Minister of Finance may withdraw the authorization to exercise intermediation in securities lending agreements referred to in the first paragraph of Article 3 of this law, from any institution that breaches the clauses of the signed terms of reference or fails to ensure the regularity and compliance of securities lending agreements with the provisions of the standard framework agreement referred to in Article 2 of this law, after consultation with the Governor of the Central Bank of Tunisia and the President of the Financial Market Council, each regarding its area of competence, and after hearing the representative of the concerned institution. Art. 13 - Any person who has concluded a securities lending agreement or exercised intermediation in securities lending agreements without being authorized in accordance with the provisions of the third paragraph of Article 1 or
Article 3 of this law is punishable by imprisonment from 3 months to 3 years and a fine of 3,000 dinars to 30,000 dinars or by one of these two penalties only. Art. 14 - The provisions of Law No. 2003-49 of June 25, 2003, on purchase operations with an obligation to resell securities and commercial paper, are repealed. This law shall be published in the Journal Officiel de la République Tunisienne and executed as a law of the State. Tunis, December 24, 2012. The President of the Republic Mohamed Moncef El Marzougui Law No. 2012-25 of December 24, 2012, amending and supplementing certain provisions of Law No. 2012-1 of May 16, 2012, establishing a supplementary finance law for the year 2012 (1). In the name of the people, Having been adopted by the Constituent National Assembly, The President of the Republic promulgates the law whose text follows:
Article 1:
1- The time limit mentioned in the first paragraph of Article 14 and the first paragraph of Article 18 of Law No. 2012-1 of May 16, 2012, establishing a supplementary finance law for the year 2012, as amended by Law No. 2012-14 of August 15, 2012, is extended until March 31, 2013.

(1) Preliminary work: Discussion and adoption by the Constituent National Assembly in its session of December 13, 2012.