The European pensions agenda for 2014

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1 The European pensions agenda for 2014

2 2 The European pensions agenda for 2014 What pensions issues are on the European agenda for 2014? Keeping track of the latest European developments, as well as domestic trends and changes, can be difficult all the more so for multinational businesses. Taking a Europe-wide view of pensions developments is more important than ever. In this briefing, members of our global pensions practice (our network of Allen & Overy lawyers with pensions expertise) provide an update on the headline issues, and add their local perspectives on current European developments. This update includes links to other resources. If you are reading this in hard copy and would like more information, or to receive a copy by , please contact pensions.team@allenovery.com. Allen & Overy LLP 2014

3 3 The IORP review Funding requirements have been postponed, but what else might be in the revised Directive? Page 4 Click here to view page EMIR Changes to the regulation of derivatives trading are gradually coming into force and may have a significant impact on compliance costs and collateral requirements for some risk reduction measures, decreasing overall investment returns. Page 6 Click here to view page Financial transaction tax The proposed financial transaction tax is moving ahead in some European Member States, but is being challenged by others. Portability Directive A new Portability Directive is on the way, with varying implications in different Member States. Page 8 Click here to view page Page 10 Click here to view page Insolvency Directive Has the Insolvency Directive been properly implemented? A recent European court decision has cast doubt on whether some Member States provide the full level of protection required by the Insolvency Directive for employees of insolvent employers. You can read more about specific national issues in our December 2013 briefing, Pensions issues for multinationals 2013 in review. Click here Page 12 Click here to view page

4 4 The European pensions agenda for 2014 IORP review: no Solvency II in IORP 2 Where are we now? The European Commission announced in 2013 that plans to introduce solvency rules for pension funds in the revised draft IORP Directive have been dropped for the moment. The move followed intense political lobbying behind the scenes and a strongly-worded resolution from the European Parliament rejecting the proposal. However, the idea could return in the future Commissioner Michel Barnier said that with regard to solvency rules, we must not lose sight of the need to guarantee in the longer term a level playing field between different providers of occupational pensions. What s coming next? Publication of the revised draft of the IORP directive has been delayed but is expected shortly. Funding requirements were never the sole focus of the IORP review. Other issues under the spotlight include cross-border pension provision, disclosure, investment and internal controls. In particular, a key information document is proposed for members and beneficiaries of defined contribution (DC) funds, aimed at increasing confidence and transparency, for example on costs and charges. The European Insurance and Occupational Pensions Authority (EIOPA) is planning to develop good practice recommendations for the content and format of information provided to members of DC funds, both on joining and during membership. It will also make best practice recommendations on default investment funds in occupational DC arrangements. In the background, EIOPA s 2014 work programme includes plans to continue work on the holistic balance sheet funding methodology, with the aim of presenting new proposals to the European Commission in future. Allen & Overy LLP 2014

5 5 Comments: Maria Stimpson, London The decision to postpone the funding requirement proposals was among the top good news stories of Initial analysis in the quantitative impact study conducted by EIOPA had suggested that the Commission s proposals could cost UK defined benefit arrangements around GBP448 billion in additional funding requirements. However, the idea has been postponed rather than abandoned, so we remain on the alert for future developments. Even without solvency requirements, there s a possibility that strengthened governance requirements could have an indirect financial impact through regulatory intervention in scheme funding. Although the other proposed governance and disclosure requirements are likely to involve compliance costs for both defined benefit and DC arrangements, and the detail of the proposals is not yet clear, these elements of the draft directive are likely to be significantly less controversial. Tobias Neufeld, Düsseldorf The German government s position in the IORP Directive discussion has been that transposing quantitative funding requirements from the Solvency II insurance regime would not adequately reflect the peculiarities of pensions. However, the government supports mirroring quality and governance requirements such as risk management. In contrast, employers and most players in the pensions arena fundamentally oppose a Solvency II framework for IORPs. Even if the new elements introduced to the IORP regime are restricted to governance requirements, this would substantially increase costs for employers and thus reduce the level of pension benefits, with no upside for scheme members protection. Generally, it is felt that EIOPA should bear in mind that their recent work could have a dramatic impact on the appetite of employers to sponsor occupational pensions. Even if the new elements introduced to the IORP regime are restricted to governance requirements, this would substantially increase costs for employers and thus reduce the level of pension benefits, with no upside for scheme members protection.

6 6 The European pensions agenda for 2014 EMIR: Increased costs on derivatives trading Where are we now? The European Market Infrastructure Regulation (EMIR) imposes clearing and reporting requirements in relation to over-the-counter derivative contracts, though some elements are not yet fully implemented. Pension funds have a three-year partial exemption from the central clearing requirement (which may be extended for a further two years after review) in relation to contracts that are objectively measurable as reducing investment risks directly relating to the financial solvency of pension scheme arrangements. However, funds will be subject to collateral requirements for non-centrally-cleared derivative contracts. These collateral requirements remain a key concern. Financial counterparties (including pension funds) have been required since 15 September 2013 to report disputes relating to OTC derivative contracts, their valuation or the exchange of collateral for an amount or a higher value than EUR15 million and outstanding for at least 15 business days. The requirement to report derivatives transactions to a trade repository applies from 12 February What s coming next? Draft regulatory technical standards setting out the collateral rules for non-centrally cleared contracts are expected in the first quarter of Proposals published for consultation last year included a possible exemption from initial margin requirements for institutions trading below a set threshold, together with a minimum threshold for margin transfers. These elements, together with provision for a broad range of assets to be eligible as collateral, would (if agreed) relieve some of the concern felt by pension funds about the potential increase in the cost of contracting in derivatives, which could reduce returns and restrict the effectiveness of hedging. However, it is expected that there could still be a greater portfolio drag as a result of bilateral clearing than would be caused by central clearing. This suggests that market participants such as pension funds might be likely to ignore the availability of the exemption and operate under central clearing instead. Allen & Overy LLP 2014

7 7 Comments: Neil Bowden, London In practice, we expect that investment managers will normally fulfil the reporting and compliance obligations on behalf of pension funds. However, your investment management agreements may need to be updated to ensure that reporting responsibilities are allocated appropriately. It s worth noting that EMIR requires counterparties to report contracts which are outstanding at, or entered into on or after, 12 February 2014, and also to report certain contracts which have terminated or run-off before that date. Pension fund counterparties need to ensure that they have arrangements in place to ensure compliance with retrospective, as well as forward-looking, reporting requirements. Elements of internal governance, such as risk registers, may also need to be updated to recognise the new compliance obligations. You can find more information on EMIR in the briefings on our Pension Risk Group website, (/pensionrisk). Pension fund counterparties need to ensure that they have arrangements in place to ensure compliance with retrospective, as well as forward-looking, reporting requirements.

8 8 The European pensions agenda for 2014 Financial Transaction Tax Where are we now? A new financial transaction tax (FTT) is due to be adopted by 11 of the EU s Member States, but will have a much broader geographical impact. Pension funds with no physical presence in the FTT zone, including those based in the UK, the U.S. and elsewhere, will be subject to the EU FTT if they transact with a counterparty established in the zone, or transact in securities issued by an entity incorporated or registered in the zone. The tax will apply to transactions buying or selling securities, or concluding or modifying derivatives, conducted by financial institutions, with no exemption for pension funds. The European Parliament has, however, provisionally agreed changes which could reduce the cost impact for pension funds. Its proposal is that the rate of the EU FTT applicable to pension funds would be reduced to 0.05% (instead of 0.1%) for transactions in shares and bonds, and to 0.005% (instead of 0.01%) for derivatives. This is welcome news as it would lower the cost of trading by pension funds. However, the reduction would be temporary, with full rates resuming from What s coming next? The UK has challenged the legality of the proposed EU FTT, arguing that the extra-territorial aspects of the tax contravene EU and international tax law by affecting the interests of non-participating states. Luxembourg is reported to have pledged support for the challenge, and the Legal Service of the Council issued an Opinion in September 2013 in which it challenged the legality of the proposed EU FTT. The timetable for implementing the EU FTT has also been pushed back: depending on agreement between the 11 participating Member States, the Commission now expects the EU FTT to come into effect towards the middle of Pension funds need to keep a watching brief on developments and speak to investment managers about the potential cost impact of this tax....the Commission now expects the EU FTT to come into effect towards the middle of Allen & Overy LLP 2014

9 9 Comments: Francesco Bonichi, Rome Italy introduced its own FTT in This is payable by a purchaser (irrespective of tax residency) of Italian shares and other participating instruments, or of depository receipts representing those shares. It is currently charged at 0.2%, reduced to 0.1% for listed shares. The Italian FTT also applies to derivative transactions and securities (including certificates, warrants, options and certain debt securities) linked to Italian shares, at a rate ranging between EUR and EUR200 per counterparty, depending on the notional value of the relevant derivative transaction or securities. Certain pension funds, and entities which are fully controlled by those pension funds, are exempt from the Italian FTT. The exemption covers pension funds which are subject to regulatory supervision in accordance with the IORP Directive, and certain other European/EEA pension arrangements. If this could be relevant for you, please contact us for more information. Tobias Neufeld, Düsseldorf The new coalition German government supports the proposed EU FTT. There is, however, little detail in the coalition agreement and it remains unclear if and to what extent German pension schemes will be covered by the EU FTT. There is a strong opinion that, especially in a low interest rate environment, the EU FTT must not cover pension schemes as it could, depending on investment behaviour, effectively reduce pension benefits by 3% to 8%.

10 10 The European pensions agenda for 2014 Portability Directive Where are we now? A draft text for a directive on improving the portability of supplementary pension rights was finally agreed in 2013, having been on the European Commission s agenda without making progress since around The aim of the directive is to protect occupational or second pillar pension rights for workers who move between Member States and who might lose out on their occupational pension because of requirements for service of a particular length (a vesting period) before they become entitled to benefits, or because of a long waiting period for eligibility. The proposed directive will apply to occupational pension arrangements (whether trust- or contract-based) other than those which are closed to new members. It provides for the preservation and portability of pension rights, and for the broad conditions under which contributions may be refunded or rights cashed out and paid to the member. These are subject to variation in individual Member States, as long as national rules provide no less favourable protection and support freedom of movement. The combined total of any vesting and waiting periods should not exceed three years, and the minimum age for vesting should not exceed 21 years. The Directive does not cover the transfer of vested pension rights, but suggests that Member States should take measures to improve transferability in order to support worker mobility. The agreed text limits the scope of the Directive to cross-border mobility, defining an outgoing worker for this purpose as a worker who engages in employment in another EU Member State within two years of leaving their previous job. However, the Commission expects that Member States will apply parallel standards to internal mobility, to provide equal treatment to workers changing jobs within a single Member State. What s coming next? The European Parliament s plenary session first reading took place in February Once all stages of the EU process have been completed, Member States will have four years to transpose the Directive into national law. In some countries (including, for example, the UK) the Directive is not expected to have any practical impact as legislation already meets or exceeds these standards. Allen & Overy LLP 2014

11 11 Comments: Tobias Neufeld, Düsseldorf There has been heated debate about the Portability Directive in Germany since The background is that the German Company Pension Act provides for a mandatory vesting period of five years. Pension scheme members leaving their employer prior to the expiry of that period lose their accrued benefits completely, the commercial rationale being that deferred compensation by way of company pension also honours employees loyalty to their employer. The Directive could have the effect in Germany of introducing shorter vesting periods through the back door (via the equal treatment obligation) which may significantly increase costs for employers domestically and thereby render company pensions unattractive, even though only a very small percentage of employees actually change countries during their career. The Directive may significantly increase costs for employers domestically, even though only a very small percentage of employees actually change countries during their career.

12 12 The European pensions agenda for 2014 Insolvency Directive Where are we now? The European Commission s White Paper An Agenda for Adequate, Safe and Sustainable Pensions, which was published in early 2012, included plans for a strengthened Insolvency Directive to ensure that workers occupational pension rights are protected in the event of their employer becoming insolvent. The Insolvency Directive came under the spotlight in 2013 when the Court of Justice of the European Union ruled in the Hogan case that Ireland had failed to implement the existing Directive properly, because the protection offered for workers pensions was inadequate. The case related to the collapse of Waterford Crystal, following which members of the company s pension fund complained that they were likely to receive pension compensation worth less than half of the benefits to which they would have been entitled, had the arrangement been adequately funded. Although Member States retain some discretion over the level of lifeboat compensation to be provided, the Court held that compensation of 49% or less of employees pension rights under their occupational pension arrangements, following their employer s insolvency, was not enough. Press reports have suggested that Ireland could face a bill of hundreds of millions of euros, but the Court also held that a Member State s economic situation does not justify providing a lower level of protection for pension entitlements. Allen & Overy LLP 2014

13 13 Comments: Däna Burstow, London The UK s pension lifeboat in cases of employer insolvency is the Pension Protection Fund (PPF). The level of compensation provided by the PPF is capped for members who have not passed normal retirement age and started to receive their pension at the date the pension fund goes into the PPF. As a result, deferred members or those who have taken early retirement may find, especially if they have long service or were high earners, that their pension compensation following employer insolvency is less than half of their pension benefit. So, has the UK has properly implemented the terms of the Insolvency Directive? The UK government believes so, but it is also acting to reduce the likelihood of a successful claim on similar lines to Hogan, by increasing PPF compensation for long-serving employees by 3% for every full year of service above 20 years, up to a maximum set at double the standard cap. Campaigners say this does not go far enough, so we could still see legal challenges reaching the courts. Wijnanda Rutten, Amsterdam The Netherlands currently has no specific rules implementing this part of the Insolvency Directive and no equivalent to the UK PPF. However, the situation in the Netherlands is somewhat different as companies are required to have their pensions administered by a separate entity for example, an insurance company, a pension fund or a Premium Pension Institution. There are stringent requirements on funding levels for existing pension liabilities. The Dutch government takes the view that the Hogan case does not have implications in the Netherlands because, if an employer becomes insolvent, this will affect future contributions but will not affect the benefits already accrued these remain with the pension provider, which is a separate entity. In addition, former employees of an insolvent company are entitled to receive payment of outstanding pension premiums for up to a year under the Dutch Unemployment Act. There is, of course, a risk that benefits will be cut down in a situation of underfunding when an employer is not insolvent, but simply cannot afford to provide additional payments for existing liabilities. Many pension plans have made cuts already and some could make second cuts in 2014 if their underfunding problems have not been rectified.

14 14 The European pensions agenda for 2014 Christian Bayart, Antwerp In Belgium, the situation is comparable to the Netherlands, in the sense that employers are obliged to externalise the management of their pension plan (to a pension fund or an insurer). This requirement was introduced in order to secure pension assets in the event of insolvency of the employer. However, no specific protection is provided for cases of insolvency of the pension fund/insurer. There has been some debate on this point, following the forced liquidation of the Belgian insurance company Apra Leven. Several court proceedings have also been initiated by (former) employees and/or employers with insured pension arrangements with Apra Leven. The first decisions imply that employers may continue to have obligations towards (former) employees or beneficiaries when the insurer is unable to meet its pension payment obligation. Some have argued that a pension protection fund should be implemented to secure pension entitlements on insolvency of the insurer/pension fund and/or employer. The Belgian government is currently discussing some potential reforms relating to occupational pensions (including the option of introducing a pension protection fund) with the employee and employer organisations. Tobias Neufeld, Düsseldorf: In the event of plan sponsor insolvency in Germany, pension benefits (subject to a very generous cap) are insured by the Pensions-Sicherungs-Verein VVaG (PSV), a mutual insurance association established almost 40 years ago. Membership of the PSV is mandatory for German employers with pension schemes. Premiums are paid by employers on an annual basis. This is all laid down in the mandatory German Company Pension Act, implementing Article 8 of the Insolvency Directive. However, the PSV does not cover certain types of pension schemes such as direct life insurance plans and pension fund plans. While they are subject to financial/insurance supervision and backed up by a voluntary protection scheme within the life insurance industry, it remains unclear, in the light of the Hogan case, whether the PSV protection fully implements the Insolvency Directive. A strengthened Insolvency Directive may tackle this, but discussions in Germany on this issue are still at a very early stage. Allen & Overy LLP 2014

15 15 Key contacts To find out more on these or other developments, please get in touch with the relevant contacts listed below, or contact your local member of Allen & Overy s Global Pensions Practice using our contact card. Click here Christian Bayart Partner Antwerp Francesco Bonichi Partner Rome Neil Bowden Partner London Dana Burstow Partner London Tel christian.bayart@allenovery.com Tel francesco.bonichi@allenovery.com Tel neil.bowden@allenovery.com Tel dana.burstow@allenovery.com Tobias Neufeld Partner Dusseldorf Wijnanda Rutten Counsel Amsterdam Maria Stimpson Partner London Tel tobias.neufeld@allenovery.com Tel wijnanda.rutten@allenovery.com Tel maria.stimpson@allenovery.com

16 FOR MORE INFORMATION, PLEASE CONTACT: London Allen & Overy LLP One Bishops Square London E1 6AD United Kingdom Tel Fax GLOBAL PRESENCE Allen & Overy is an international legal practice with approximately 5,150 people, including some 525 partners, working in 43 offices worldwide. Allen & Overy LLP or an affiliated undertaking has an office in each of: Abu Dhabi Amsterdam Antwerp Athens (representative office) Bangkok Beijing Belfast Bratislava Brussels Bucharest (associated office) Budapest Casablanca Doha Dubai Düsseldorf Frankfurt Hamburg Hanoi Ho Chi Minh City Hong Kong Istanbul Jakarta (associated office) London Luxembourg Madrid Mannheim Milan Moscow Munich New York Paris Perth Prague Riyadh (associated office) Rome São Paulo Shanghai Singapore Sydney Tokyo Warsaw Washington, D.C. Yangon Allen & Overy means Allen & Overy LLP and/or its affiliated undertakings. The term partner is used to refer to a member of Allen & Overy LLP or an employee or consultant with equivalent standing and qualifications or an individual with equivalent status in one of Allen & Overy LLP s affiliated undertakings. Allen & Overy LLP 2014 CS1402_CDD-38269_ADD-43140

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