February Meeting the deadlines Professionals of the Financial Sector

Transcription

1 February 2014 Meeting the deadlines Professionals of the Financial Sector

2 Categories of other Professionals of the Financial Sector in Luxembourg (PFS) 1 Investment firms Art. 24 Investment advisers Art Brokers in financial Art Commission agents Art Private portfolio managers Art Professionals acting for their own account Art Financial intermediation firms Art Market makers Art Investment firms operating a MTF in Luxembourg Art Underwriters of financial Placements with firm commitment: No placements with firm commitment: Art Distributors of units/shares of UCIs Accepting payments: Not accepting payments: 2 Specialised PFS Art. 25 Registrar agents Art. 26 Professional custodians of financial Art Professional custodians of assets other than financial EUR 500,000 Art. 27 Operators of a regulated market authorised in Luxembourg Art Persons carrying out foreign exchange cash opens Art Debt recovery Art Professionals carrying on lending opens Art Professionals carrying on securities lending opens Art Family offices Art Mutual savings fund administrators Art Managers of noncoordinated UCIs Art Corporate domiciliation agents Art Professionals providing company formation and management services 3 Support PFS Art Client communication agents Art Financial sector administrative agents Art Primary IT systems operators of the financial sector EUR 370,000 Art Secondary IT systems and communication networks operators of the financial sector Two new categories of Support PFS are subject to the draft law n 6543: Operators offering digital records dematerialisation and Operators offering digital records conservation Amounts in EUR correspond to the minimum share capital

3 Main regulations/circulars applicable to PFS Regulation/circular # Organisation and control environment Content all PFS Applicable to support investment specialised PFS firms only PFS only only 93/102 Organisation and internal control of courtier and commissionnaire 95/118, CSSF regulation Customer complaints 95/120 Central administn 96/126 Administrative and accounting organisation 98/143 Internal control 05/178, 06/240 IT function and IT outsourcing 06/257, 07/280 Market abuse 07/307 MiFID 07/326, 10/442 Branches of Luxembourg investment firms and freedom of provision of services in the EU 08/350 Prudential regulatory procedures for support PFS 09/392 Acquisitions and increases in holdings in the financial sector 12/544 Optimisation of the supervision exercised on the support PFS by a risk-based approach 12/552 Central administn, internal governance and risk management Remunen requirements 13/554 Evolution of the usage and control of the tools for managing information technology resources and the management access to these resources 10/437 Guidelines concerning the remunen policies in the financial sector 10/497 Implementation of CRD III remunen requirements 11/505 Proportionality principle Prevention of money laundering and terrorist financing CSSF regulation Regulation on the fight against money laundering and terrorist financing 13/556, 11/528 Measures to combat money laundering and terrorist financing Compliance with limits and s 11/529 07/290, 10/451, 10/483, 10/497 07/301, 11/506 and Regulation EU N 575/2013 Risk analysis regarding the fight against money laundering and terrorist financing Capital adequacy and large exposure s, stress testing Company administn services 01/28, 01/29, 01/47, 02/65 Company administn services ( Domiciliation ) Supervision on a consolidated basis 00/22 Supervision on consolidated basis by the CSSF Reporting and disclosure requirements 96/124, 05/187, 08/344, 08/369, 10/433 Prudential reporting to the CSSF 07/302, 07/306, 08/334, 08/365 Transactions reporting ( TAF reporting) 11/504 Reporting of external computer attacks 08/364 Financial statistics for support PFS External audit requirements 03/113, 13/571 Long Form Report of investment firms 1 Not applicable to distributors of UCIs shares which do not hold money for clients, commission agents, and investment advisers 2 Only applicable to PFS which perform domiciliation activities

4 Meeting the deadlines 1 For further information or assistance, please contact us or visit our website Regulatory and legal deadlines CSSF Reporting Emmanuelle Henniaux emmanuelle.henniaux@lu.pwc.com Dec B/S 20/01 Table EI - Persons responsible for certains functions and activities Q4 Jan B/S 20/02 Feb B/S 20/03 Mar B/S 20/04 Q1 Apr B/S 20/05 May B/S 20/06 Long form report (1 month after AGM) Jun B/S 20/07 Q2 Jul B/S 20/08 Final balance sheet + Profit & Loss of the previous year + ICAAP report + Confirmation by the authorised management of compliance with circular CSSF 12/552 as amended: Max 2 months after AGM, Ultimate deadline 31/08 Aug B/S 20/09 Sep B/S 20/10 Q3 Oct B/S 20/11 Nov B/S 20/12 Commercial Law Anne-Sophie Preud homme Accounting Partner anne.sophie.preudhomme@lu.pwc.com Prepan of annual accounts: Compilation of annual accounts GAAP to GAAP conversion Compilation of branches accounts Group consolidation Internal and external audit deadlines Internal Audit Final Internal Audit works Annual Internal Audit Summary Report Approbation of annual accounts by the Board of Directors (min. 1 month before the AGM) AGM up to 6 months after year end Appropriation of the result of the year Prepan of other corporate secretariat formalities Identify new accounting regulatory requirements Electronic filing of annual accounts to the RCS and ecdf for support PFS (max. 1 month after the AGM) Long form report: section 4 (1 month after AGM) Follow appropriate trainings Measure the efficiency of the accounting organisation Identify any needs for assistance for specific accounting issues Identify any needs in human resources Management Report on Internal Control status 3-year Internal Audit Planning design/update Outline the timetable of closing calendar Prepan of the accounts closing according to the latest regulations Annual review of AML matters First Internal Audit engagements Pierre-François Wéry Controls Leader pierre-francois.wery@lu.pwc.com Cyril Lamorlette Audit Partner cyril.lamorlette@lu.pwc.com External Audit Tax deadlines 3 Final audit current year Board of Directors: Approval of the accounts Appointment of the auditor for next year Audited Annual Accounts (15 days before AGM) AGM: Approval of the annual accounts Long form report (1 month after the AGM) Report on compliance with CSSF circulars 2 Management letter (if any) Kick-off meeting Interim audit (N+1) Murielle Filipucci Tax Partner murielle.filipucci@lu.pwc.com Laurent Grençon VAT Partner laurent.grencon@lu.pwc.com VAT Corporate Tax 24/01 24/02 24/03 24/04 24/05 24/06 24/07 24/08 24/09 24/10 24/11 24/12 14/01 14/02 14/03 14/04 14/05 14/06 14/07 14/08 14/09 14/10 14/11 14/12 Dec VAT return Jan VAT return 28/02 Feb VAT return Mar VAT return 30/04 Apr VAT return May VAT return Jun VAT return Jul VAT return Aug VAT return Sep VAT return Oct VAT return Nov VAT return Q4 VAT return Q4 ESL 4 payment (1 st ) Simplified or single annual VAT return of the previous year WHT payment on Relibi law CIT advance payment (1 st ) Q1 VAT return Q1 ESL 4 payment (2 nd ) Annual VAT return previous year (recapitulative) Annual corporate Tax Return of the previous year CIT advance payment (2 nd ) 31/05 Q2 VAT return Q2 ESL 4 payment (3 rd ) Q3 VAT return Q3 ESL 4 payment (4 th ) CIT advance payment (3 rd ) CIT advance payment (4 th ) 10/02 10/03 20/03 10/05 10/06 10/08 10/09 10/11 10/12 Dec ESL Jan ESL Feb ESL Mar ESL Apr ESL May ESL Jun ESL Jul ESL Aug ESL Sep ESL Oct ESL Nov ESL Openal and financial risk management deadlines Financial Risk Management 5 (11/02) Initiate ICAAP Update (12/05) 5 ICAAP report submission to CSSF Long form report: section 9 (1 month after the AGM) (11/08) (11/11) Emmanuelle Henniaux emmanuelle.henniaux@lu.pwc.com Openal Risk Management 31/03 Annual Risk Report (ARR Y-1) and Annual Descriptive Report (DR Y-1) (3 months after year end) Ongoing risk monitoring Design and adjustment of the risk management framework and procedures Performance of the risk analysis Definition of mitigation plan Guy Brandenbourger Controls Partner guy.brandenbourger@lu.pwc.com Human Resources and IT deadlines Human Resources Objectives setting Training plan Variable remunen payment Vocational Training Report to INFPC Ongoing recruitments training Succession planning Semi-annual review CSR Agenda Engagement survey Review of remunen policy HR budget setting (reward, training, recruitment, etc.) High potential and low performance adjustment Individual appraisal salary benchmark Christian Scharff Advisory Partner christian.scharff@lu.pwc.com Vincent Villers Controls Partner vincent.villers@lu.pwc.com IT Review of new IT regulatory requirements Internal client satisfaction survey Anti-Money Laundering deadlines Renewal of existing accreditations and certifications Annual recertification of logical access rights External security assessment and Penetn test Annual test of Business Continuity Plan IT cost allocation, budgeting process and IT portfolio management Review of existing supplier and maintenance contracts AML Countries risk assessment Blacklist/PEP screening and transaction monitoring: Ongoing basis Annual AML Training Summary report of the Compliance Officer Review of the AML procedures and the risk based approach Long form report: section 8 (1 month after the AGM) Due diligence on intermediaries Annual review of risky clients and review of nonrisky clients at defined intervals Update risk rating of Annual review by the clients (ongoing Internal Audit basis when new information becomes available) Annual risk analysis Person responsible for the AML/ CTF: Regular reporting to the senior management and Board of Directors (at least annually) Roxane Haas Anti-Money Laundering Partner roxane.haas@lu.pwc.com Notes: All the deadlines are applicable to PFS where financial year ends as at 31 December I CSSF: Commission de Surveillance du Secteur Financier I B/S: Balance Sheet I Q: Quarter I WHT: Withholding Tax I NWT: Net Wealth Tax I CIT: Corporate Income Tax I MBT: Municipal Business Tax I : Common Reporting I ESL: European Sales Listing (concerns listing for goods and/or services supplied). listings are only possible electronically (24 th of the month following the period as shown on the time line) and quarterly listing possible electronically or in paper (14 th of the month following the period) (if made electronically, the deadline is postponed with ten days) I ICAAP: Internal Capital Adequacy Assessment Process I INFPC: Institut National pour le développement de la Formation Professionnelle Continue I 1 Regulatory, legal and business practice deadlines I 2 All PFS except investment firms I 3 Excluding chamber of commerce I 4 The deadline for filing of the quarterly ESL under the electronic format is extended to the 24 th of the month following the period I 5 First reports to be communicated in 2014: report for the 30 th of the following month and first quarterly report for the 30 May 2014 Red: applicable to investment firms only Grey: applicable to support PFS only This publication is exclusively designed for the general information of readers only and is (i) not intended to address the specific circumstances of any particular individual or entity, and (ii) not necessarily comprehensive, complete, accurate. PwC Luxembourg does not guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. The reader must be aware that the information to which he/she has access is provided as is without any express or implied guarantee by PwC Luxembourg. PwC Luxembourg cannot be held liable for mistakes, omissions, or for the possible effects, results or outcome obtained further to the use of this publication or for any loss which may arise from reliance on materials contained in it, which is issued for informative purposes only. No reader should act on or refrain from acting on the basis of any matter contained in this publication without considering and, if necessary, taking appropriate advice in respect of his/her own particular circumstances.

5 How we can help you Considering the continuous changes in regulation and in associated CSSF circulars, PFS decision makers need to be regularly informed on the deadlines that concern their specific activities, whether already established in Luxembourg or about to set up new activities. The main purpose of this publication is to inform PFS (Investment firms, Specialised PFS, Support PFS) about the main reporting and regulatory deadlines to meet. This practical information tool, created by our PFS dedicated team with the support of experts from our three main competencies (i.e. Audit, Advisory and Tax), presents all the relevant deadlines in the form of a thematic calendar. Our PFS dedicated team is able to provide you with tailored solutions: in the regulatory area by determining the regulatory requirements applicable to specific PFS licences and activities, or by helping you to ensure that your reporting to the CSSF complies with regulatory requirements; in accounting by the prepan of accounting manual or by assisting for the accounting and the prepan of financial statements; in internal audit, by acting as the internal auditor of your company or by providing occasional assistance to your permanent internal auditor; in external audit, by providing reasonable assurance on financial figures and by giving assessment on compliance with regulatory requirements; in corporate tax by establishing/reviewing tax returns and by assessing the overall tax charge but also by proposing VAT compliance solutions, preparing returns and listing reviews, consisting in e-vat filing and providing full VAT compliance outsourcing; in Risk Management, by assisting you to design and implement your Risk Management framework (methodology, organisation, procedures, tools) or by outsourcing your Risk Management function under your ultimate responsibility; in Governance, by helping the organisations to implement sound principles of corporate governance; in IT by reviewing infrastructures and projects to help you ensure compliance with applicable regulation as well as assisting you to achieve the defined objectives of their IT projects; in HR area by reviewing remunen package with an objective to tax-optimise/make them more cost efficient or designing and setting up incentive schemes; in the AML/CTF area by assisting you to design or review your internal framework, performing counterparty and country due diligences or by optimising your IT monitoring tools. Your contacts Cyril Lamorlette Audit Partner & PFS Leader Guy Brandenbourger Controls Partner Emmanuelle Caruel-Henniaux Murielle Filipucci Tax Partner Laurent Grençon VAT Partner Roxane Haas AML Services Leader Anne-Sophie Preud homme Accounting Partner Christian Scharff Advisory Partner Vincent Villers Controls Partner Pierre-François Wéry Controls Leader cyril.lamorlette@lu.pwc.com guy.brandenbourger@lu.pwc.com emmanuelle.henniaux@lu.pwc.com murielle.filipucci@lu.pwc.com laurent.grencon@lu.pwc.com roxane.haas@lu.pwc.com anne.sophie.preudhomme@lu.pwc.com christian.scharff@lu.pwc.com vincent.villers@lu.pwc.com pierre-francois.wery@lu.pwc.com PwC Luxembourg ( is the largest professional services firm in Luxembourg with 2,300 people employed from 57 different countries. It provides audit, tax and advisory services including management consulting, transaction, financing and regulatory advice to a wide variety of clients from local and middle market entrepreneurs to large multinational companies operating from Luxembourg and the Greater Region. It helps its clients create the value they are looking for by giving comfort to the capital markets and providing advice through an industry focused approach. The global PwC network is the largest provider of professional services in audit, tax and advisory. We re a network of independent firms in 157 countries and employ more than 184,000 people. Tell us what matters to you and find out more by visiting us at and PricewaterhouseCoopers, Société coopérative. All rights reserved. In this document, PwC Luxembourg refers to PricewaterhouseCoopers, Société coopérative (Luxembourg) which is a member firm of PricewaterhouseCoopers International Limited ( PwC IL ), each member firm of which is a separate and independent legal entity. PwC IL cannot be held liable in any way for the acts or omissions of its member firms.