EALICEuropean Association of Listed Companies AISBL-IVZW

Harmonisation of Corporate Actions Processing in Europe

Giovannini Barrier 3:

"Harmonize national rules relating to corporate actions processing"

EALICEuropean Association of Listed Companies AISBL-IVZW

Key message: Six European industry associations agreed on a very close cooperation. ECSDA and ESF are drivers.

EALIC - European Association of Listed Companies ECSDA - European CSD Association ESF - European Securities Forum FBE - European Banking Federation ESBG - European Savings Banks Group EACB - European Association of Co-operative Banks

>>>> All stakeholders are on board!

COOPERATION ACROSS THE MARKET

EALICEuropean Association of Listed Companies AISBL-IVZW

UPDATE ON ASSOCIATIONS’ WORK

Without option (e.g. cash and stock dividends): 16 standards agreed. Implementation dates range from end 2006 to end 2010.

Optional distributions (e.g. rights issue):ECSDA standards to be published before end 2006.

1. Distributions

EALICEuropean Association of Listed Companies AISBL-IVZW

2. Reorganizations & Voluntary Events

Proposed standards in consultation stage

Considerable market practice fragmentation across Europe and

some potential significant legal barriers

Implementation time frame: 3 years after the standards relating to mandatory distributions are implemented

UPDATE ON ASSOCIATIONS’ WORK

EALICEuropean Association of Listed Companies AISBL-IVZW

3. General Meetings

Goal is to enhance shareholders’ participation in general meetings ina cross-border environment. Standards are drafted in three areas:

Notice to convene the general meeting Entitlement / shareholder qualification / record date Notification of attendance to the general meeting

Status: Draft standards in consultation stage for the first two processes Work in progress on third process Final standards expected by mid-2007 Implementation timeframe: to be decided

UPDATE ON ASSOCIATIONS’ WORK

EALICEuropean Association of Listed Companies AISBL-IVZW

4. Market Claims

ECSDA: Market Claims Report published in July 2006.

The report identifies 10 standards; barriers to implementation (mainly legal!); and a timeline: three years after the standards relating to reorganizations have been implemented.

12 countries have completed their gap analysis so far.

UPDATE ON ASSOCIATIONS’ WORK

EALICEuropean Association of Listed Companies AISBL-IVZW

TOWARDS IMPLEMENTATION

To date, the six associations have agreed on a total of 45 common deliverables. More are forthcoming.

Most markets have set up a “Market Implementation Group" under the leadership of one national coordinator.

The Market Implementation Groups include all stakeholders.

National implementation plans are currently drafted.

Strong interdependencies with legal and fiscal constraints, with the removal of other Giovannini barriers, with company law and corporate governance, with market evolution, with the proposed EU Directive on Shareholders’ Voting Rights, with market infrastructure projects…..

CORPORATE ACTIONS PROCESSING IN ASIA

No cross-border harmonization initiatives

Awareness, emphasis and commitment to adhere to international messaging standards (ISO)

Key priority across the region: Establishing electronic links between issuer, CSD and CSD participants, to enable STP and to reduce error rates

e.g. in Malaysia, India, Singapore, Japan, Taiwan, Thailand

Markets compare and exchange best practices, but improve processes independently within their own borders