Guide to Eligible Securities Markets for UCITS. European Trust & Fiduciary Services

Transcription

1 Guide to Eligible Securities s for UCITS European Trust & Fiduciary Services Autumn 2011

2 Eligible s This Guide is offered to assist our European clients operating Collective Investment Undertakings ( Funds ), when considering the eligibility of securities markets in which they invest, or in which they are considering investing. This Guide includes relevant observations and requirements from information supplied to clients by J.P. Morgan Chase Bank N.A. ( J.P. Morgan ) and considers the various criteria of eligibility included in Article 50 of the recast UCITS Directive (2009/65/EC) and the Commission Directive clarifying certain Definitions (2007/16/EC) [the Eligible Assets Directive ( EAD )]. Operators should carry out their own due diligence when considering the eligibility of a particular market. In addition, local rules in most jurisdictions also require that transferable securities and money market instruments meet certain standards, and Operators may be required to conduct duediligence on individual securities. Listed securities are not necessarily always negotiable or liquid. This Guide is intended only for the category of users and for the purpose detailed above and should not be relied on to make decisions about the desirability or otherwise of investing in particular markets or instruments. In particular, this Guide is not intended for the use of retail investors. Information information on securities markets is provided by JPMorgan for each of the countries in which it arranges custody. J.P. Morgan s Intelligence database is available to clients online via J.P. Morgan Access. A market in a country not covered by a Fund s appointed custodian will not comply with eligibility, since satisfactory custody arrangements will not be available in that market. However, custodians are constantly reviewing and assessing new countries and markets, and enquiries may be made to J.P. Morgan as to the status of any markets not covered by this Guide. As and when new countries are opened by J.P. Morgan, market information will be made available through the above web pages. Clients will no doubt have information available from a variety of sources. We hope that the Information available from J.P. Morgan s Profiles, Settlement System Practice Assessments sm and Depository Safekeeping Assessments sm, plus the observations and requirements in this Guide, will be of assistance in reaching a conclusion for the market in question. Tim Gandy Head of Fiduciary & Compliance Services

3 EEA Member States Austria Belgium Bulgaria Cyprus Czech Republic Denmark Estonia Finland France Germany Greece Hungary Iceland Ireland Italy Latvia Liechtenstein Lithuania Luxembourg Malta Netherlands Norway Poland Portugal Romania Slovak Republic Slovenia Spain Sweden United Kingdom By virtue of Article 50 of the UCITS Directive, a securities market within the above EEA Member States is eligible, provided it is a regulated market or it is regulated, operates regularly and is open to the public. EEA Member States may confer the status of regulated market upon those markets constituted within their territory which comply with the terms of Article 4, paragraph 1, point 14 of Directive 2004/39/EC ( The s in Financial Instruments Directive ). This is a defined status, and other markets that are regulated, but do not meet this definition, may exist within a particular Member State. The European Commission maintains a list of regulated markets at At present, there are no regulated markets in Liechtenstein. J.P. Morgan does not currently offer Custody services in Liechtenstein. Although an appropriate securities market in an EEA country is automatically eligible, there may still be risks associated with custody (e.g. Lithuania or Iceland). Where risks are outlined in this Guide, Operators should contact their usual Fiduciary Client Contact in order to discuss how the risks associated with custody may be mitigated. Managers of Danish Mutual Funds should also be aware of specific local restrictions. In particular, Managers seeking to invest into securities held in physical form should contact their local Fiduciary Client Contact prior to trading.

4 Based upon J.P. Morgan s Observations and Requirements, markets have been categorised within one of the following: : A B C C 1 D Definition: s with one or more characteristics that should not prohibit the market from being designated as eligible but where we wish to ensure that Clients are aware of the characteristic(s). s with one or more characteristics on which we require information from Clients to clarify action taken to mitigate perceived risks to investors. As a consequence, we may wish to be involved in discussions from an early stage. s with one or more characteristics that need to be taken into consideration. These characteristics should not prevent Clients acquiring unapproved securities (Article 19.2, UCITS Directive) in that market up to regulatory limits. However, from the information available at present, we recommend Clients to give very careful consideration to whether these markets satisfy regulatory requirements for Eligibility. Where appropriate, when investing in these markets for the first time and, subject to market requirements, it may also be appropriate for us to be involved in discussions on any market opening formalities from an early stage. s with similar characteristics and risks to those classified as C, but where regulatory, documentary or other market considerations provide a specific barrier to market entry. s with one or more characteristics that result in J.P. Morgan being unable to provide satisfactory safe custody arrangements. # Designates markets not available, or limited in some manner, to Danish regulated funds due to local regulatory requirements. Where limitations or restrictions apply, these will be indicated with specific comments. s in which J.P. Morgan offers custody arrangements and J.P. Morgan European Trust & Fiduciary Services currently has no observations or requirements: Australia #Canada 1 Hong Kong #Indonesia 1 #Japan 1 2 #Malaysia 3 Mauritius Mexico New Zealand Singapore South Africa South Korea Switzerland United States of America 1 Please note that some local securities are held in physical form. Local regulations in Denmark mean that Danish regulated funds cannot invest in these securities.

5 Key Risk Observations / Requirements Argentina C Restrictions apply to currency outflows and incoming FX is subject to a 30% / 365 day reserve requirement. Bahrain B# Due to the local market infrastructure, subcustodians are unable to operate client trading accounts. As a result of this, securities must be transferred from J.P. Morgan s local subcustodian to a specific local brokers trading account to facilitate trading. Although there have been no reports of fraudulent activity by brokers, clients are recommended to carry out thorough due-diligence. The market operates from Sunday Thursday. This market is not available to Danish regulated funds. Bangladesh C# Some certificates remain in physical form, despite strong support for central depositary. Title lags payment by 1-6 weeks when buying non dematerialised securities, and there have been cases of forged certificates. FX market is not very liquid and foreign investors cannot overdraw accounts. J.P. Morgan does not support Sunday trading. Managers of Danish regulated funds should refer to their local Fiduciary client contact if considering investment in physical securities. Bermuda A Exchange is recognised by FSA and SEC. Botswana C# Illiquid securities and FX market. Central depository was launched in May 2008, however some physical certificates remain, mostly dual listed securities. Buyers of physical securities are exposed to local broker until securities are re-registered. Government bonds are typically traded OTC. Managers of Danish regulated funds should refer to their local Fiduciary client contact if considering investment in physical securities. Brazil B DVP is available for trades in Government securities. 2% IOF tax is charged on capital inflows. is generally well developed. 2 In addition, the non-dvp JASDEC and non-rtgs JGB markets are not available to Danish clients. 3 FDSS market is not available to Danish regulated funds

6 Key Risk Observations / Requirements Chile B Currency freely convertible, however FX transactions must be registered with central bank by entity executing the transaction. Exchange of title and cash effectively takes place simultaneously. China B C Note multiple currencies in use, dependent on Exchange venue used: HKD for Shenzhen and USD for Shanghai. China A C 1 Direct market access is only available to qualifying investors (QFII), on a quota basis, and lock-in periods apply. Clients should contact their Fiduciary Client contact prior entering the market. Local currency is not freely convertible and FX operations require pre-approval from Government agency. Local tax and market procedures continue to evolve and are subject to change in future. Columbia C DVP is available for both debt and equity settlement. No FX restrictions, but inflows must be registered. FX deals must be completed same day to avoid VAT on rate movements. Costa Rica C# Restricted custody services in place, please contact your Fiduciary Client Contact. Formal DVP is not available in market, but J.P. Morgan s subcustodian manages process to mitigate risks. This market is not available to Danish regulated funds. Croatia C constantly developing as Croatia prepares to join EU in 2011/12. DVP for large trades, small trades guaranteed by central depository. Egypt C No DVP, but J.P. Morgan s sub-custodian manages process to mitigate settlement risks. Sunday Thursday working week clients should note FX to fund trades cannot be executed on Sundays. Following recent events, funds investing in Egypt are subject to investor disclosure requirements, and there is a list of prohibited investors. This is a developing situation and we recommend clients follow updates from J.P. Morgan Network Management.

7 Key Risk Observations / Requirements Ghana C Central bank acts as depository for t-bills. Use of central depositary now mandatory for trading equities and corporate debt. Securities must be transferred from J.P. Morgan s local subcustodian to a specific local brokers trading account to facilitate trading. FX liquidity is variable and repatriation delays can occur. Iceland C# Restricted custody services in place, please contact your Fiduciary Client Contact. Recent economic crisis has resulted in stock exchange suspensions and FX restrictions. This market is not available to Danish regulated funds. India C Registered FIIs can repatriate currency freely provided complex taxes paid. Margin payments are due on T+1 for all equity trades resulting in complex settlement process. Due to local payment commitment rules, clients may need to prefund all purchase trades by close of business on trade date. Israel B operates Sun-Thurs. FX settlement cannot be achieved on Sunday, and so prefunding may be required. All trades may involve exposure to broker. settlement period is T+0, and so additional broker to custodian settlement process is typically used. Jordan C# Custodians do not have access to depository, only local brokers. This results in overnight exposure to broker during securities trading until broker to sub-custodian settlement is completed. Sunday Thursday trading. This market is not available to Danish regulated funds. Kazakhstan C For trades on KASE, there is some exposure as when selling, good funds follow good title by a few minutes. OTC trades can involve depository, be free of payment or physical (visit to registrar). Currency is convertible, but the FX market may be illiquid and investors may experience delays in executing foreign exchange. Kenya C# Currency illiquid. Managers of Danish regulated funds should refer to their local Fiduciary client contact if considering investment in physical securities.

8 Key Risk Observations / Requirements Kuwait C has limited experience of FII investment, and regulation untested. All trades are processed through sub-custodian as virtual counterparty. Sunday Thursday trading. Lebanon C Recent conflicts and civil unrest. No independent securities authority. Non-residents cannot hold local currency. Trading and income is processed in USD onshore. Lithuania C# Due to recent financial crisis, restricted custody services are in place, please contact your Fiduciary Client Contact. This market is not available to Danish regulated funds. Morocco C Controlled DVP used, buyers and sellers exposed to depository and central bank. Internally convertible currency. Registered FX inflows can be freely repatriated. Namibia C# is based on South African currency and exchange technology. Note that almost all securities are dual-listed in South Africa, and so foreign investors typically trade on the JSE. There is no central depositary for domestic stocks, with brokers swapping physical certificates for cheques on settlement date. Investment in physical securities not available for Danish regulated funds. Nigeria C FX inflows need certificate to repatriate. FX is currently only available through central bank ran auctions, and liquidity can be variable, with rates volatile in the recent past. Some physical aspects to market, with history of fraud and corruption. Brokers have had licenses terminated. Oman C RTGS system is available, but not mandatory and cheques can be used. Note working week varies between banks, Government and exchange. operates Sunday-Thursday. Clients should ensure adequate funds are available to settle trading activity, as overdrafts and intra-day credit cannot be provided due to Central Bank regulations. Pakistan C# Most stocks dematerialised, with registration slow for remaining physical stocks. Regulatory expertise developing. Special currency accounts required. Investment in physical securities not available for Danish regulated funds. Clients should engage a tax consultant to advise on local tax matters.

9 Key Risk Observations / Requirements Palestine C# Restricted custody service is in place, and clients should contact their Fiduciary Client Contact prior to entering market. Sunday Thursday working week. Currency used is JOD or USD. The market is very new and can be impacted by the political situation, but the infrastructure of the market participants is robust. Separate custody and trading accounts are used. This market is not available to Danish regulated funds. Peru C Financial Transaction Tax is levied on most cash transactions. Non-DVP settlement of USD denominated Peruvian securities is widely used. Managers of Danish regulated funds should refer to their local Fiduciary client contact if considering investing in USD denominated Peruvian Securities. Philippines C All foreign investments and FX inflow must be registered to enable repatriation. There is a wide list of industries where foreign investment is not permitted. Foreign investors can only trade in the B shares of certain companies, and others are subject to early delivery requirements. There is up to 3 days exposure to local brokers when selling, where a cheque is used to complete broker-subcustodian cash settlement. Use of cheques can be avoided if clients use brokers who have cash accounts with J.P. Morgan s sub-custodian. Tax reclaim and treaty relief process is complicated and can be expensive. Qatar C# Foreign ownership restricted to an aggregate limit of 25%. Sunday Thursday trading. New DVP process is now in use. Local brokers have access to trading accounts, so securities are moved to custody account upon completion of trades. This market is not available to Danish regulated funds. Russia C Restricted custody service is in place, and clients should contact their Fiduciary Client Contact prior to entering market. The Russian market has very specific risks relating to the local share Registrars, which expose investors to a direct market risk. Limits apply to foreign investment in strategic industries. Registrars have had licenses revoked as Government tries to consolidate market. NDS and DCC depositaries do not have central depositary legal status and cannot provide finality of title, which is still evidenced by registrar. Managers of Danish regulated funds should refer to their local Fiduciary client contact if considering investing in domestic Russian equities to ensure a better than DVP settlement process.

10 Key Risk Observations / Requirements Saudi Arabia B# Foreign investors cannot directly invest in the equity market, but can invest in Government Bonds, Mutual Funds and recently introduced ETFs. DVP exists for Government Bonds. This market is not available to Danish regulated funds. Serbia B FX cannot be repatriated until tax authority confirms obligations met. Securities and cash settle simultaneously. The foreign exchange market may be illiquid for large transactions. Equity market liquidity is low and securities legal framework is evolving. Most equities are listed in unregulated section of market as the issuers are unable to comply with the reporting standards of the regulated market. Sri Lanka C Fraudulent sales possible, but guarantee fund operated. Foreign ownership restrictions apply. All payments associated with purchase and sale of shares by foreigners must be routed through a Securities Investment Account (SIA), Taiwan B Trade fails not permitted in market and consequences are severe. Brokers may ask to pre-sight cash or securities. Foreign investors must apply for and obtain FINI status and appoint tax guarantor to avoid FX repatriation issues. No overdrafts permitted and foreign ownership limits are in place. Currency must not be held for speculative purposes and long balances could be investigated by local central bank. Sale proceeds cannot be used to fund same day purchases, rights or corporate action related payments. Thailand C# All FX relating to securities transactions must take place through special account. Foreign investment limits apply and penalties for breaching investor disclosure limits can be severe. Physical market and listed equities / corporate debt (outside of Net Settlement) are not available to Danish regulated funds. Recent civil unrest has led to additional market holidays. Trinidad & Tobago C# Regulatory supervision continues to develop with the capital markets. FX availability can be limited and an informal queuing system is in operation, with delays of up to 1 month common for large deals. This market is not available to Danish regulated funds.

11 Key Risk Observations / Requirements Tunisia C Regulatory environment developing. Incoming FX and investments must be registered to enable repatriation following sales and income receipts. Turkey A Failure to deliver securities or cash to a broker on T+2 on two occasions within three months will result in an investor having to pre-fund or deliver on TD. Tax regime is complex and Clients should refer to J.P. Morgan Investor Kit prior to market entry. Uganda C# Please contact your Fiduciary Client Contact before investing in this market. Small number of listed equities and liquidity is thin. Investors may struggle to fill orders in all but the most actively traded stocks and bonds. There can be delays in obtaining sufficient currency to complete FX deals. and regulatory environment is continuing to evolve and long term political stability is unclear. Central depository was launched in February This market is not available to Danish regulated clients. Ukraine C# Restricted custody service is in place, and clients should contact their Fiduciary Client Contact prior to entering market. Numerous political risks. Foreign investors typically trade equities OTC, with settlement at local depositary on free-of-payment basis and movement of USD offshore. Regulatory environment untested. With effect from April 2008, income cannot be repatriated unless original payment can be documented. This market is not available to Danish regulated funds. UAE C# All exchanges in market are newly established, and regulatory frameworks are in development. DFM market and ADX in Abu-Dhabi have similar procedures but are not linked. Sub-custodian has separate custody and trading accounts. NASDAQ Dubai allows settlement in USD and AED, with near-dvp. All markets operate Sunday-Thursday: FX should be prefunded for Sunday settlement. Exchange members have a trading limit equal to the level of their bank guarantee. This market is not available to Danish regulated funds.

12 Key Risk Observations / Requirements Uruguay C# is small and illiquid with few active securities. No central depository for equities, which are held in physical bearer form by local banks. Authenticity of certificates cannot be verified, and so foreign investors generally invest only in Govt debt, which is dematerialised.. Regulatory oversight untested. Managers of Danish regulated funds should refer to their local Fiduciary client contact if considering investment in physical securities. Venezuela C Unstable political environment and complex taxation reporting regime. FX controls in place, and repatriation of funds not permitted. CSD has no guarantee fund and there are minimal default protections, but DVP possible for Govt debt. Depository procedures evolving. Vietnam C Foreign investors can only use one local broker for all listed trading activity. Depository has poor disaster recovery procedures. Capital market is relatively young and still developing, with regulations generally untested. Liquidity in market is low. Tax regime is complicated and local custodian is required to verify liabilities are discharged prior to repatriation of currency. Engaging a local tax advisor is recommended. FX market has limited liquidity, and delays may be experienced. This market is not available to Danish regulated funds. WAEMU (Ivory Coast and others) C# Restricted custody services in place, please contact your Fiduciary Client Contact. Recent civil unrest in Ivory Coast has led to market disruption. Regulator has limited resources. is illiquid and FX requests can be delayed. This market is not available to Danish regulated funds. Zambia C Specific legislation covering depository and other market facilities has been delayed since 1999, so there is some ambiguity surrounding legal authority of the depository to transfer title. Illiquid market with small number of listed securities. Local brokers are not well capitalised and larger FX deals can swing rates due to low liquidity levels.

13 Key Risk Observations / Requirements Zimbabwe C# Difficult political situation has led to civil unrest and hyperinflation. Since April 2009, local economy and exchange have been officially USD based, and there are no longer restrictions on repatriation. However, the Government passed legislation in 2010 effectively permitting the nationalisation of foreign owned businesses. Settlement is physical, with re-registration taking up to one week. Restricted custody service is in place, and clients should contact their Fiduciary Client Contact prior to entering market. This market is not available to Danish regulated funds.