Submission #20

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Office de Coordination Bancaire et Financière ( OCBF)

Question 1: Are there any conflicts between the responsibilities assigned by national company law to a specific function of the management body and the responsibilities assigned by the Guidelines to either the management or supervisory function? Please consider our preliminary comments in our attached document.

Question 2: Are the subject matter, scope and definitions sufficiently clear? Please consider our preliminary comments in our attached document.

Question 3: Is the scope of assessments of key function holders by CRD-institutions appropriate and sufficiently clear? Please clarify the concept of Key function holder

Question 4: Do you agree with this approach to the proportionality principle and consider that it will help in the practical implementation of the guidelines? Which aspects are not practical and the reasons why? Institutions are asked to provide quantitative and qualitative information about the size, internal organisation and the nature, scale and complexity of the activities of their institution to support their answers.

We strongly support application of a proportionality principle however the Principle of Proportionality is very difficult to assess in its practical range and practice has demonstrated that harmonization temptation often prevailed on all the other principles…

Question 5: Do you consider that a more proportionate application of the guidelines regarding any aspect of the guidelines could be introduced? When providing your answer please specify which aspects and the reasons why. In this respect, institutions are asked to provide quantitative and qualitative information about the size, internal organisation and the nature, scale and complexity of the activities of their institution to support their answers. No comment

Question 6: Are the guidelines with respect to the calculation of the number of directorships appropriate and sufficiently clear?

Ref 52 & 53 please clarify how to appreciate the number of mandates to consider for the board members of large groups

Question 7: Are the guidelines within Title II regarding the notions of suitability appropriate and sufficiently clear?

Ref 70 to 72 : Though we did not proceeded to an in-depth analysis, drafted elements do not seem very compatible with the concepts of “presumption of innocence” or “prescription”. In the litany of the possible disqualifications, we would have added one item in the event of “proven moral harassing

Question 8: Are the guidelines within Title III regarding the Human and financial resources for training of members of the management body appropriate and sufficiently clear?

No comments related to the proposed principles but it could be clearly stated that proportionality principle has to be applied

Question 9: Are the guidelines within Title IV regarding diversity appropriate and sufficiently clear? No comment

Question 10: Are the guidelines within Title V regarding the suitability policy and governance arrangements appropriate and sufficiently clear?

Our opinion is that the will of harmonization should not have to prevail on all the other principles. The draft document may lead to a standardized policy for the groups and it would be necessary to find a formulation which leaves freedoms to the local entities as long as they can show that they respect the spirit of the law. One more time “proportionality should be the essence”
Ref 124 : please clarify the concept of “substantial share holder” and “124.e” item

Question 11: Are the guidelines within Title VI regarding the assessment of suitability by institutions appropriate and sufficiently clear?

Ref 136.e : please rather ask for a control to be carried out upstream and that its audit proof is brought to “management body” for the periodic appraisal
Ref 150 : please weight social, legal and reputational consequences for banks
Ref 155 : please clarify “…the institution should take appropriate measures in a timely manner”

Question 12: Are the guidelines with regard to the timing (ex-ante) of the competent authority’s assessment process appropriate and sufficiently clear?

Our French law imposes a control ex post. Please, consider that local law should be maintained! Ex ante process do not appear to be very “practical” in the “theoretical” event of clogging of the operational services, this could also block an entity while waiting for its candidate's appointment..

Question 13: Which other costs or impediments and benefits would be caused by an ex-ante assessment by the competent authority? NA

Question 14: Which other costs or impediments and benefits would be caused by an ex-post assessment by the competent authority? NA

Question 15: Are the guidelines within Title VII regarding the suitability assessment by competent authorities appropriate and sufficiently clear? No comment

Question 16: Is the template for a matrix to assess the collective competence of members of the management body appropriate and sufficiently clear? No comment

Question 17: Are the descriptions of skills appropriate and sufficiently clear? No comment

Question 18: Are the documentation requirements for initial appointments appropriate and sufficiently clear? No comment

Question 19: What level of resource (financial and other) would be required to implement and comply with the Guidelines (IT costs, training costs, staff costs, etc., differentiated between one off and ongoing costs)? If possible please specify the respective costs/resources separately for the assessment of suitability and related policies and procedures, the implementation of a diversity policy and the guidelines regarding induction and training. When answering this question, please also provide information about the size, internal organisation and the nature, scale and complexity of the activities of your institution, where relevant.

Excessively complex to estimate following the unknown factor generated by the application of the principle of proportionality.

Upload files OCBF_Consultation EBA ESMA 27 janvier 2017_docfr.pdf

Name of organisation Office de Coordination Bancaire et Financière ( OCBF)