2016年-EBA欧洲银行管理局_Final_AT1_standard_templates__35页_879kb

EBA Standardised Templates for Additional Tier 1 (AT1) Instruments – Final Summary

Core Content

The EBA published final standardised templates for AT1 instruments on 10 October 2016, in line with Article 80 of Regulation (EU) No 575/2013 (CRR). These templates aim to improve the clarity, consistency, and comparability of AT1 instruments across the EU, while supporting regulatory compliance and supervisory assessment.

Objectives of the Templates

• Standardisation: To promote consistency in AT1 terms and conditions, making them easier for investors to understand and for small institutions to implement.
• Prudential Coverage: The templates focus on the prudential aspects of AT1 instruments, such as loss absorption mechanisms, rather than non-prudential elements like risk factors or taxation.
• Regulatory Alignment: They reflect the expectations of the supervisory community based on the CRR, RTS on own funds, and EBA guidance.
• Flexibility: Templates are optional and not legally binding, allowing institutions to use their own terms and conditions if they meet regulatory requirements.
• Continuous Improvement: The EBA intends to update the templates periodically to reflect regulatory and market developments.

Structure of the Templates

The templates are divided into two main sections:

1. Essential Provisions

These are required or recommended clauses that must be included to ensure compliance with prudential regulations:

• Definitions and Main Terms: Includes definitions for key terms such as "Notes", "Issue Date", "Issue Price", and "Maturity Date". These are aligned with CRR and RTS definitions.
• Capital Event: A change in the regulatory classification of the Notes that could lead to their exclusion from own funds or reclassification to a lower quality.
• Distributable Items: Defined as the profits available for distribution after accounting for losses and non-distributable reserves.
• Maximum Distributable Amount: Refers to the limit set by national legislation for distributions.
• Cancellation of Distributions: Both discretionary and mandatory cancellation mechanisms are outlined, with automatic cancellation of accrued but unpaid distributions upon a Trigger Event.
• Redemption: Includes conditions for redemption, such as the requirement for prior approval from the Competent Authority, and the perpetual nature of the Notes.

2. Optional Provisions

These are clauses that are acceptable but not mandatory:

• Gross-up Clauses: May be included to adjust for tax effects.
• Substitution/Variation Clauses: Allow for modifications to the terms of the instruments.
• Pre-emption Rights: May be granted to certain investors or groups.

Key Features of the Templates

• Three Loss Absorption Mechanisms: The templates include full conversion, partial temporary write-down, and full permanent write-down.
• Non-binding Nature: Institutions are not required to use the templates, but they are encouraged for consistency and ease of compliance.
• Trigger Events: Defined as events that may lead to the activation of loss absorption mechanisms, based on regulatory and capital conditions.
• Jurisdictional Adaptability: The templates are designed to be flexible enough to accommodate local laws, though they must align with the CRR capital hierarchy.

EBA's Considerations

• Balancing Simplicity and Coverage: The EBA acknowledges the challenge of ensuring the templates are detailed enough for large institutions but simple enough for smaller ones.
• Adaptability to Local Laws: Templates must be adapted to the specific insolvency and contract laws of the issuing jurisdiction.
• Interaction with Competent Authorities: Institutions are encouraged to liaise with competent authorities to ensure compliance with local laws and the intent of the templates.
• Regular Updates: The EBA will update the templates as needed to reflect new regulatory developments and market practices.

Process and Implementation

• Consultation: A targeted consultation with industry participants, including law firms, was conducted before finalising the templates.
• Public Hearing: A public hearing was held on 26 July 2016 to gather feedback.
• Complementary Documents: A second update of the AT1 monitoring report was published in parallel, providing additional insights and recommendations.

Conclusion

The EBA standardised templates for AT1 instruments are intended to support regulatory compliance, enhance transparency, and facilitate supervisory assessment. They are not legally binding and are optional, allowing institutions to tailor terms to their specific needs while ensuring alignment with prudential regulations. The templates are based on observed market practices and are subject to ongoing review and update.