In order to be permitted to pursue its business, a special purpose reinsurance vehicle must satisfy certain requirements. In processing an application for a licence, DNB assesses whether these requirements are satisfied. This is in the interests of insurers wishing to transfer insurance risks to a sound special purpose reinsurance vehicle.
What documents must be submitted?
You are required to submit, among other things, a programme of operations. This is a business plan containing details on the nature of the risks which you intend to cover. In this context, the reader is referred to sections 31a and 31c of the Decree on Market Access of Financial Undertakings (Besluit Markttoegang financiële ondernemingen).
Sections 31b and 31d of the Decree provide further details. They state that the programme of operations must, among other things, contain evidence showing that the special purpose reinsurance vehicle has at its disposal the minimum amount of the guarantee fund or, alternatively, the required solvency margin. Also included must be a description of the firm’s administrative organisation, internal control and financial accounting system. In addition, the programme of operations must include evidence showing that the firm possesses the required financial resources. Furthermore, an estimate must be provided for the first three financial years of the other management costs, the premiums and payments, the liquidity position, the financial resources to cover your commitments and the statutory solvency margin.
The licensing requirements for a special purpose reinsurance vehicle have been laid down in section 2:54b of the Financial Supervision Act (Wet op het financieel toezicht) and have been worked out in Part 3 of the Act concerning Prudential Supervision of Financial Undertakings.
Further elaboration of licensing requirements
The requirements has been elaborated further in the Decree on Prudential Rules for Financial Undertakings (Besluit Prudentiële Regels Wft), which provides rules on various issues, including the following:
- Integrity and expertise of the persons (co-)determining policy (Chapter 2 of the Decree)
The application must be accompanied by completed integrity test forms, including annexes. The forms must be completed by the members of the managing board and the supervisory board, as well as by any other persons (co-)determining the (day-to-day) policy of the special purpose reinsurance vehicle or of the group of which the vehicle forms part.
- Sound management (Chapter 3 of the Decree)
This includes measures to counter conflicts of interests, violations of the law and/or any other socially undesirable acts. Such acts may harm confidence in the special purpose reinsurance vehicle.
- Controlled pursuit of the business (Chapter 4 of the Decree)
This relates to the control of operational and business processes and of operational risks.
- Outsourcing of activities (Chapter 5 of the Decree)
Outsourcing of activities exposes the special purpose reinsurance vehicle to risks that must be controlled adequately. The special purpose reinsurance vehicle itself remains responsible for the control of outsourced activities. Outsourcing agreements must satisfy the requirements of Article 28 of the Decree.
- Minimum regulatory own funds (Chapter 9 of the Decree)
The Decree prescribes a minimum amount for the guarantee fund. In the case of a special purpose reinsurance vehicle, this is an amount up to EUR 1 million, to be set by DNB. The actual amount depends on the vehicle’s risk profile.
- Solvency (Chapter 10 of the Decree)
Pursuant to section 59(2) of the Decree, the solvency of a special purpose reinsurance vehicle is adequate if actual solvency is equal to the minimum amount of the guarantee fund.
Holders of a qualifying holding
A holder of a qualifying holding is any natural person or legal entity with a (direct or indirect) shareholding or degree of control in a special purpose reinsurance vehicle having its registered office in the Netherlands of 10% or more. Before acquiring a qualifying holding, the prospective holder must apply for a declaration of no-objection. This requirement is linked to the application for the licence. If the holder of a qualifying holding is a legal entity, the directors of that legal entity must be tested for integrity.
The (prospective) holder of a qualifying holding who must apply for a declaration of no-objection must submit the following data and documents to DNB:
- a statement of the size of the qualifying holding as referred to in section 3:95 of the Financial Supervision Act;
- data permitting DNB to assess whether or not compliance is ensured with the provisions under section 3:99 of the Act regarding the integrity of the holder of the declaration of no-objection who, on the basis of his qualifying holding, determines, (co-)determines or could (co-)determine the policy of the institution concerned, and
- documents demonstrating his financial position and legal group structure.
DNB will decide on the application within thirteen weeks of its receipt. However, if DNB requires additional information, the period within which the decision must be made is suspended until the time when DNB has received the requested information. If DNB does not receive (sufficient) supplementary information within the period set by it, it may decide to put the application aside.
Processing applications for a licence involves costs. The costs have been laid down in the Regulation of the Minister of Finance of 14 January 2011, no. FM/2011/59 M, to determine the amounts chargeable in 2011 for non-recurrent supervisory acts as referred to in sections 2 and 3 of the Decree on the Funding of Financial Supervision (Besluit bekostiging financieel toezicht).
Submission of documents
The relevant application form and annexes may be downloaded using the links below. They must be submitted to:
De Nederlandsche Bank N.V.
Expert Centre for Market Access
1000 AB AMSTERDAM
Telephone: Information Desk DNB 0800 020 1068 (on working days between 9:00 am and 5:00 pm).
E-mail Information Desk: firstname.lastname@example.org (please state your name, address and telephone number)
Fax: 020 524 1883