EBA欧洲银行-AT1-report-Q2-2018-update_20页_661kb

报告摘要

EBA Report on the Monitoring of AT1 Instruments in EU Institutions – Third Update

Core Content

This report, published on 20 July 2018, is the third update of the EBA's monitoring of Additional Tier 1 (AT1) instruments issued by EU institutions. It aims to provide external stakeholders with an overview of the EBA's ongoing monitoring efforts and the results of its analysis. The EBA has reviewed 23 additional AT1 issuances between May 2015 and December 2017, totaling EUR 11.41 billion, with 8 using a conversion mechanism and 15 using a write-down mechanism.

Main Views and Key Information

Purpose of the Report

To inform stakeholders about the EBA's monitoring of AT1 instruments.
To highlight provisions that should be avoided or revised in future issuances.
To support the standardisation of terms and conditions for AT1 instruments.

Monitoring Approach

The EBA has adopted a dynamic and iterative approach to monitoring.
The review focuses on the implementation of eligibility criteria from the CRR and the RTS (Commission Delegated Regulation (EU) No 241/2014).
The EBA has been working on developing standardised terms and conditions since 2016, which have been used by some issuers.

Eligibility Criteria and Regulatory Standards

The CRR (Articles 51–55) and RTS (Article 241/2014) set the eligibility criteria for AT1 instruments.
The EBA continues to refine the interpretation and application of these provisions to ensure compliance and clarity.

Key Provisions and Recommendations

1. Calls

Only full calls are acceptable under regulatory changes.
Partial calls due to write-downs or conversions are not eligible triggers.
Tax calls should be based on a material and non-foreseeable change in tax treatment.
Accounting standard changes cannot serve as a valid trigger for tax calls.

2. Redemption and Repurchase

Redemption notices should not be issued after a trigger event notice.
Discretionary repurchases without prior permission from competent authorities should not be allowed.
Clawback clauses are acceptable if they ensure that amounts repaid without permission are returned to the issuer.

3. Write-down or Conversion

A one-cent floor on write-downs is problematic, as it may prevent full loss absorption.
The EBA recommends that write-downs or conversions should be automatic upon trigger breach, without requiring prior notice.
Emergency permanent write-down provisions should be included in case of conversion failure.
Conversion into shares of a holding company should not affect the loss absorption mechanism.

4. Tax Gross-up Clauses

Gross-up clauses should be activated by a local tax authority decision.
They are allowed only for dividend/coupon withholding tax, not for principal.
The cost of the issuance must increase due to the tax change for it to be considered material.

5. Event of Default

Non-payment of amounts due should not be considered an event of default.
Interest cancellation or conversion is not an event of default.

6. Cancellation of Distributions

The EBA recommends that the terms should allow for the cancellation of distributions without affecting the validity of the instrument or constituting a default.

7. Pre-emption Rights

Pre-emption rights for shareholders are acceptable if they:
- Do not prevent the loss absorption mechanism.
- Do not create dilution concerns.
- Simplify the application of 'fit and proper' rules post-conversion.

8. Formal and Wording Issues

Prudential provisions should not be written in italics or ambiguous language.
Terms should be clear and precise, avoiding phrases like "if required by the regulation" or "as determined by the bank".
The trigger event should be defined as occurring at any time, not tied to specific reporting dates or the CET1 ratio at a particular financial date.
The EBA recommends using the standardised templates published in October 2016 to ensure consistency and clarity.

Conclusion and Outlook

The EBA notes that the standardisation of AT1 terms is increasing, which is positive for reducing complexity.
It expects further convergence in future issuances and encourages institutions to keep terms as simple and clear as possible.
The EBA will continue to monitor AT1 calls and the rationale for calling or not calling instruments, as well as the implementation of the eligibility criteria.
Changes in regulatory assessment cannot be considered valid triggers for calls or tax events.
Any changes to the terms and conditions of an AT1 instrument should be notified in advance to competent authorities for reassessment of eligibility.