Boom Basics Dutch Financial Supervision Act

I Introduction 9

1 Position in Dutch law 10
2 Origin 11
3 Objectives (prudential and conduct of business supervision) 15
4 European influences 16
5 Structure 21

II General part (Part 1) 28
6 Definitions 28
7 Financial product, financial instrument and security 28
8 Customer, consumer and public 32
9 Professional market party, professional investor, eligible counterparty, qualified investor and institutional investor 33
10 AIF, undertaking for the collective investment in transferable securities (UCITS), investment fund, investment company and investment firm 36
11 Financial firm, financial institution and financial service provider 41
12 Key information document and key investor information document 43
13 Offering and ‘in the course of a profession or business’ 44
14 Scoping provisions 46
15 Affectability of legal acts 48
16 Supervision and enforcement 48
17 Confidentiality and publication 52
18 Liability of regulators 55
19 Cooperation between regulators 57
20 Procedures; licence and DNO 58
21 Remuneration policy 60

III Market Access Financial Firms (Part 2) 63
22 Introduction 63
23 Territorial scope 67
24 Statutory exemptions and dispensations 68
25 European passport 73
26 Payment service providers 73
27 Electronic money institutions 75
28 Banks 76
29 Insurers 78
30 Offering investment objects 81
31 Offering credit 83
32 Managing and offering of units in AIFs and UCITS 85
33 Advising on financial products other than financial instruments 91
34 Acting as an intermediary 93
35 Providing investment services and performing investment activities 95
36 Licence requirements 99
37 Access to foreign financial markets; notification procedure 101

IV Prudential Supervision of Financial Firms (Part 3) 103
38 Introduction 103
39 Group finance companies 105
40 The prohibition to obtain repayable funds 106
41 The prohibition to use the word ‘bank’ 109
42 Suitability and trustworthiness 110
43 Integrity policy 111
44 Structuring and organisation 111
45 Minimum capital 121
46 Solvency and financial position 123
47 Capital buffer 127
48 Liquidity 128
49 Technical provisions 129
50 Qualifying holdings in and by financial firms 132
51 Measures in the event of breaches of prudential rules 135
52 Transfer of portfolio by insurers 136
53 Recovery plan 138
54 Investor compensation scheme and deposit guarantee scheme 139
55 Investment principles and investment policies of PPIs 144
56 Consolidated supervision of financial firms 145

V Part on Special measures and provisions concerning financial firms (Part 3A) 153
57 General information 153
58 The preparation phase 155
59 The early intervention phase 157
60 The resolution phase 159
61 Special measures 164
62 Legal protection 166

VI Part on Conduct of business supervision of financial firms (Part 4) 167
63 Introduction 167
64 Suitability 169
65 Knowledge and competence 171
66 Trustworthiness 174
67 Integrity policy 175
68 Structuring and organisation 176
69 Duty of care 189
70 Client classification and know-your-customer 196
71 Ban on inducements 200
72 Notification obligations 202
73 Offering investment objects 203
74 Granting credit 203
75 Offering units in investment funds 205
76 Intermediation 213
77 Providing investment services 214
78 Relationships between financial firms 221

VII Part on Market conduct supervision of financial firms (Part 5) 224
79 Rules for the offering of securities 224
80 Rules for information provision by issuers 232
81 Rules for access to Dutch markets for market operators and for managing a regulated market 237
82 Rules for disclosure of votes, capital, control and capital interest in issuers 241
83 Rules to prevent market abuse 246
84 Securities-related market conduct of business supervision 249
85 Public bids for securities 251
86 Code of conduct for institutional investors 256

VIII Part on Special measures relating to the stability of the financial system (Part 6) 258
87 Immediate measures and expropriation 258
88 Legal protection and compensation 262

Index 267