EBA欧洲银行-EBA-GL-2014-14-28Guidelines-on-disclosure29_67页_976kb

EBA Guidelines on Materiality, Proprietary and Confidentiality, and Disclosure Frequency

Core Content

The European Banking Authority (EBA) issued guidelines under Articles 432(1), 432(2), and 433 of Regulation (EU) No 575/2013 (CRR) by 31 December 2014. These guidelines aim to improve transparency and consistency in the application of disclosure waivers and more frequent disclosures, while ensuring that the needs of stakeholders and institutions are balanced.

Main Objectives

• Materiality: Define and standardize the criteria for determining what information is material.
• Proprietary and Confidentiality: Clarify the conditions under which information can be considered proprietary or confidential.
• Disclosure Frequency: Provide a framework for institutions to assess the need for more frequent disclosures than annual, while ensuring a core set of information is available regularly.

Key Information

1. Disclosure Waivers

• Institutions may omit certain disclosures if the information is not material, proprietary, or confidential.
• Specific disclosures, such as those on own funds and remuneration, cannot be waived due to their materiality and public interest.
• The EBA emphasizes the need for transparency in the rationale for non-disclosure, to avoid uncertainty for stakeholders.

2. Materiality

• Information is considered material if its omission or misstatement could influence users' economic decisions.
• The EBA aims to provide a flexible yet consistent framework for materiality, considering both quantitative and qualitative aspects.
• The guidelines are not intended to increase the quantity of disclosures, but to improve their quality and relevance.

3. Proprietary and Confidential Information

• Proprietary information is that which would undermine an institution's competitive position if disclosed.
• Confidential information is that which is bound by obligations to customers or counterparties.
• Institutions must provide general information about the subject matter of the disclosure requirement, except for proprietary or confidential information.

4. More Frequent Disclosures

• Article 433 of the CRR allows institutions to disclose information more frequently than annually, provided they meet the annual disclosure requirement.
• National competent authorities (NCAs) may impose more frequent disclosure obligations.
• The EBA focuses the expectations for more frequent disclosures on significant EU institutions, to enhance market discipline and transparency.

5. Targeted Institutions for More Frequent Disclosures

• Institutions that meet specific criteria (e.g., being among the three largest in a jurisdiction, having €30 billion in total consolidated assets, or exceeding 20% of the four-year GDP average) are required to assess the need for more frequent disclosures.
• These institutions should consider semi-annual or quarterly disclosures, depending on the type of information.
• The guidelines do not extend the scope of the CRR disclosure requirements, but rather assist institutions in assessing the need for more frequent disclosures.

6. Implementation and Compliance

• The guidelines are binding for competent authorities and institutions under Article 16(3) of the EBA Regulation.
• Compliance notification must be submitted by 23 February 2015 to the EBA.
• Non-compliance will be treated as non-compliance with the EBA Regulation.

Structure of the Guidelines

Title I - Subject Matter, Scope and Definitions

• Defines the scope of the guidelines.
• Lists exempted disclosures that cannot be waived.
• Clarifies the definitions of materiality, proprietary, and confidentiality.

Title II - Processes and Internal Arrangements

• Outlines the processes institutions should follow when assessing the use of disclosure waivers or the need for more frequent disclosures.
• Emphasizes the role of senior management or a designated committee in making such decisions.

Title VII - Disclosures to be Provided More Frequently than Annually

• Specifies information types that require more frequent disclosure.
• Includes examples of disclosure frequency and content based on institution type.

Title VIII - Final Provisions and Implementation

• Details implementation timelines and compliance expectations.
• Highlights the importance of transparency in the application of disclosure waivers and the rationale for non-disclosure.

Summary of Key Issues and EBA's Response

• Divergence in disclosure practices across institutions has led to uncertainty and inconsistent information for stakeholders.
• The EBA seeks to harmonize the use of materiality, proprietary, and confidentiality concepts.
• Transparency in the rationale for non-disclosure is essential to enhance market discipline and reduce information asymmetry.
• Flexibility is retained to accommodate different institutional needs, but the guidelines aim to standardize the approach.

Accompanying Documents

• Cost-benefit analysis: Assesses the impact of the guidelines on institutions and stakeholders.
• Views of the Banking Stakeholder Group (BSG): Provides feedback from industry representatives.
• Feedback on public consultation: Includes responses to the EBA's 2014 consultation, highlighting stakeholder concerns and suggestions.

Conclusion

These guidelines are a comprehensive and flexible approach to managing disclosure waivers and more frequent disclosures, aiming to enhance transparency, consistency, and market discipline. They are consistent with existing national practices and international standards, and are intended to support the EBA's supervisory role while reducing compliance burdens for institutions.