Contents. Preface. From the Editors Desk. Transformation in Securities Operations. 01. Strategic IT Cost Reduction - Doing More with Less 05

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2 Contents Preface From the Editors Desk Transformation in Securities Operations 01. Strategic IT Cost Reduction Doing More with Less Investment Banking Transformation into a Bank 13 Holding Company 03. Postmerger Integration: Best Practices for Information 23 Technology Mergers and Integrations 04. Alternative Investments: Leveraging Eventbased 29 Processing for Realtime Information 05. Securities Operations: Operating Model Best Practices Maximizing the Impact of Business Transformation 41 Challenges and Trends in the Industry 07. The Next Generation Prime Broker Processing Corporate Actions A Continuing Challenge Securities Processing: Evolution and Trends in 63 Exception Management 10. Trends in Clearing and Settlement in Europe Offering Managed Products Challenges in the 75 Middle and Back Office Managing Risk 12. Handling Client Risk Mitigating Rogue Trading Risks by Leveraging Your 87 Investments in AML 14. Creating an Enterprise Risk View for the New Age 99 Investment Bank

3 SECURITIES OPERATIONS 10 Trends in Clearing and Settlement in Europe Hari Shankar Gupta Praveen Daga In the European Union, clearing and settlement infrastructure providers are going through a phase of cooperation and consolidation. The participant organizations are seeking ways to achieve unified procedures and economies of scale to fuel process efficiency and cost reductions. Consolidation in stock exchanges and the recent crisis in the financial markets have further intensified pressure on clearing houses and Central Securities Depositories (CSDs) to scale and gear up to handle more than one market. In this article, we discuss our views on the trends emerging in the clearing and settlement industry in the European Union (EU), the challenges that lie ahead and the technological advancements.

4 Technology advancements facilitating electronic order execution and complex trading strategies adopted by the bulge bracket investment banks have fuelled the transaction volumes exponentially at the exchanges worldwide, over the last few years. This ever increasing trading activity tries to exploit very fine price differences that exist within segments, exchanges and geographies. Thus, it becomes imperative that the cost of executing each transaction (including clearing and settlement costs) and the capital commitment required is not an obstacle to this growth. For this to happen, the posttrade market structure has to undergo significant changes as currently seen in Europe. The current wave of change here is driven by the need to increase processing efficiency and reduce the costs of trade and settlement processing through unified procedures. The European clearing and settlement industry players are aiming to get into the league of their US counterparts where the clearing and settlement costs are among the most competitive in the world. The EU is playing a key role in the industry's transition. The first wave, 'Markets in Financial Instruments Directive' (MiFID), was introduced in 2007 to reduce the cost of raising capital and trading on the exchange side of the business. The second wave, 'Code of Conduct', focused on posttrade processes and aimed at reducing the clearing and settlement cost for domestic and crossborder transactions, through interoperability and procedure unification among industry participants. Key Trends Exhibit 1 takes a look at the shift in trends that the European clearing and settlement industry has witnessed over the last few years: 1. From Consolidation to Cooperation While the US remains far ahead in terms of consolidation of the clearing and settlement industry, currently, the momentum is clearly in Europe. The European Commission (EC) is trying to get the fragmented clearing and settlement infrastructure players to cooperate and collaborate. The aim is to persuade exchanges and trading venues to share their trading infrastructure with multiple clearing and settlement providers, and to make existing players open up to competition for an efficient and cost effective clearing and settlement infrastructure. Reflecting this trend, more and more trading venues are opening up to allow multiple clearing and settlement agencies to enter their markets. The London Stock Exchange, Trends Earlier and Now Exhibit 1 Black Box Trading Consolidation of post trade service providers Emergence of Central Counterparty Trends Earlier Electronic Trading Sytem Emergence of MTN s ATF s post MiFID Trends Now Code of Conduct & Interoperability 70

5 allowing Swiss central counterparty SIS xclear to join LCH.Clearnet as a competitive provider of clearing services on its equity market, is a step in this direction. We expect more and more trading venues to follow suit eventually. 2. Emergence of MTFs, ATN post MiFID MiFID has led to the emergence of various pan European Multilateral Trading Facilities (MTFs) such as ChiX, Turquoise, NASDAQ OMX and BATS Trading. These MTFs now represent around 20% of the market activity and are equivalent to primary exchanges for certain stocks. Traditional exchanges have not been too receptive to MTFs, and there seems to be an attempt to deny them access to clear and settle trades through the existing clearing and settlement infrastructure. This has led to emergence of newage CCPs like the Fortis clearing facility (now nationalized owing to solvency concerns about its parent financial institution) and DTCC's EuroCCP as they have pan European settlement linkages. Certainly, the emergence of alternate trading venues has increased the pace of front office transformation, as traditional exchanges have to enhance their services. However, the back office needs to come up with Pan European clearing and settlement solutions, to be able to serve multiple markets and cope up advancements in front office space. 3. Interoperability through Code of Conduct The Code of Conduct was adopted as a voluntary measure in November 2006 in EU by stock exchanges, Central Counterparties (CCPs) and Central Securities Depository (CSDs). The participants agreed to become more open to competition and accepted interoperability with multiple and/or nonaligned exchanges. The Code of Conduct provides that an exchange in the EU, cannot give a CCP the exclusive right to clear its trades. Similarly, a CCP has to agree to interoperate with another CCP that wants to clear for the same exchange. Likewise, a CSD has to give CCPs and other CSDs access to its services. The Code of Conduct also seeks price transparency, discourages mandatory bundled services and puts more thrust on harmonization and simplification of the systems and procedures, throughout the multiple clearing and settlement providers. Synchronization of systems and procedures thus becomes quintessential, while the merger of service providers may not be necessary, which also means that there is no threat to the competition. Key Challenges The key challenges impeding the achievement of unification and cost reduction are reflected in Exhibit Driving synergies out of unification It is not easy to adopt a common platform and procedure for clearing and settlement of securities across all of Europe. Unification will entail significant costs and time and require close supervision and management of multiple initiatives. Further, any unification will have to accommodate local nuances in the form of inconsistent fiscal, legal and regulatory underpinnings, the current state of market infrastructure, traded volumes and the level of sophistication of the products traded. Given these challenges, the industry should endeavor to simultaneously invest in creating new offerings, value added services and innovation so that postunification, the industry bottom line is not affected. 2. Overcoming delivery risk, multiplicity of regulations and complex duty structure While the American model of clearing and settlement has worked well in the US, the implementation of such a model in Europe remains a challenge. Unlike the US, the EU is 71

6 Challenges Earlier and Now Exhibit 2 Cross border trading to increase liquidity Role of CSD and the Vertical Model Automated and one stop multi product shop Challenges Earlier Reducing Risk and Improving Efficiency Driving synergies out of unification Challenges Now Delivery Risk Multiple Regulators and Duty Structure trying to unify procedures across multiple markets and multiple countries, given their diverse regulations, procedures and customs. The new model of posttrade processes may present more risk types and the proposed open architecture, which is touted to be the future of European clearing and settlement industry, must duly incorporate risk mitigation factors. Rationalization of duty and tax structure should also be considered. This has potential to become a big ticket item as any cut in tax and duty structure will directly affect the government s revenue, which it may not easily want to give away. 3. Multiple roles of CSDs Apart from the core function of settling trades, CSDs also serve other purposes. In many countries, they act as the link between issuers and holders of securities, and also as the platform for the banking system to provide collateral to the central bank to support liquidity. The multiple roles of CSDs in the current model will have to be carefully replicated in the new model as the local market nuances need to be catered to outside the unified structure. This will, to some extent, increase the risk and cost of operations. Advancements on the Technology Front 1. Target2Securities (T2S) T2S is the name of the new pan European central platform for the crossborder and domestic settlement of Eurodenominated securities against central bank money, run by the Eurosystem. T2S, slated to go live in 2013, will replace the settlement systems of national depositories. It will provide settlement services for debt instruments, equities, investment funds and warrants held through the participating CSDs' accounts provided they are settled in Euro. 2. Link Up Markets Earlier this year, seven European depositories, accounting for nearly 50% of total securities settlement in Europe, became joint participants in Link Up Markets. The Link Up Markets model will offer the user a single point of entry by leveraging the existing infrastructure within participating CSDs, and will not build a new multimarket settlement engine or a multimarket CSD. Rather, it will create a communication hub, facilitating efficient crossborder posttrade processing. This central hub will route instructions between any two participating CSDs; it will validate, convert or transform message formats; and will enrich functions when required. 72

7 Further, Link Up Markets will be able to provide services in a range of markets and currencies as the central platform support can be extended relatively easily within Europe and beyond. Impact of the Financial Meltdown on Clearing and Settlement Infrastructure The clearing and settlement industry in Europe has so far managed to overcome the impact of the financial crisis. However, the manner in which financial markets evolve, post financial crisis, may lead to further challenges as market players may demand cost effective and robust solutions. In these times, it is imperative for posttrade service providers to continue addressing inefficiencies to wring out cost reductions and to implement tighter risk management policies. Conclusion Exhibit 3 presents an overview of the costs across the entire clearing and settlement value chain in US and in different regions in Europe: As shown in Exhibit 3, the posttrade processing costs are at least twice as much as that in US. Among the various components, clearing costs are as much as 4 times and settlement costs as much as 3 times in the UK, than those in the US. For Italy, this is even higher at 9 and 11 times. The picture is more acute when it comes to costs of crossborder settlement within Europe, where a transaction can add significantly to the overall cost of the transaction. The higher costs in Europe are due to lack of interoperability of systems and procedures among various settlement infrastructure providers and the forprofit nature of most of these providers, as opposed to the DTCC, which is a user owned organization. Certainly, there is room for bringing down costs, but a lot depends on how far the industry players and European Commission are able to work aggressively and decisively to remove interoperability hurdles. References 1. Giovannini Group reports ( 2. Target2Securities ( t2sblueprint0703en.pdf) The Direct Costs of Clearing and Settlement: An EUUS comparison, by NERA Economic Consulting. Pertrade Clearing and Settlement Costs across Value Chain (in Euro) Exhibit 3 Recording Matching Clearing Netting Settlement Total Cost US UK Italy Denmark Germany Switzerland Source: 'The Direct Costs of Clearing and Settlement: An EUUS comparison', by NERA Economic Consulting. 73

8 About the Authors Hari Shankar Gupta Associate Infosys Consulting Hari is a Chartered Accountant, Company Secretary and an Associate with the Banking and Capital Markets Practice at Infosys Consulting. He has over 6 years of experience in the capital markets industry. His area of expertise covers regulatory compliance including policy formulation and review, asset management, investment banking and broker dealer operations. He has handled consulting assignments for leading investment banks and asset management companies in the areas of regulatory compliance, asset management operations and liquidity reporting. Praveen Daga Associate Infosys Consulting Praveen is a Chartered Accountant and an Associate with the Banking and Capital Markets Practice at Infosys Consulting. He has over 5 years of experience in the Investment Banking and Information Technology consulting. His area of expertise covers structured project finance, treasury middle and back office functions and database strategies for capital market intermediaries. He has handled consulting assignments for several global investment banks and asset management companies in the areas of database strategy, credit risk reporting automation and IT transformation for derivatives middle and back office.

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