Re: Draft Standards for Securities Clearing and Settlement Systems in the European Union

Transcription

1 June 18 th, 2004 Via to Mr. Fabrice Demarigny Secretary General Committee of European Securities Regulators avenue de Friedland Paris France Re: Draft Standards for Securities Clearing and Settlement Systems in the European Union Dear Mr. Demarigny Omgeo Limited appreciates the opportunity to respond to the Committee s Draft Standards for Securities Clearing and Settlement Systems in the European Union (the Standards.). The issuance of the Standards has prompted much useful discussion and debate around the issues affecting Omgeo s clients and for this the Committee is to be applauded. From our perspective as a critical service provider in the area of post-trade settlement processing, the Standards afford us an opportunity to share with the Committee not only our views on the various questions raised in the Standards, but also some supporting data that we believe will be useful to the Committee and other interested parties in gaining a better understanding of the issues raised in the Standards. About Omgeo Firstly we would like to provide more information about Omgeo activities particularly in Europe. Omgeo is a leading global provider of post-trade pre-settlement trade management solutions, processing over one million trades per day and serving 6,000 investment managers, broker/dealers and custodian banks. Omgeo has partnerships with service providers, infrastructure suppliers, industry standards organizations, and its clients to increase operational efficiency and reduce risk through STP solutions. 1

2 Omgeo is a global joint venture between The Depository Trust & Clearing Corporation (DTCC) and Thomson Financial, a leading provider of financial workflow solutions. The two companies have 27 combined years of experience. The Board of Managers includes recognised global experts who provide industry oversight and help shape the vision of Omgeo. For more information about Omgeo go to Omgeo European headquarters are located in London with local offices in Glasgow, Frankfurt, Paris and Stockholm. Omgeo has integrated the Omgeo OASYS Global sm, Omgeo MarketMatch sm and Omgeo ALERT sm services, formerly operated by subsidiaries of The Thomson Corporation; and the Omgeo TradeSuite sm service formerly operated by The Depository Trust & Clearing Corporation s subsidiary, The Depository Trust Company. The UK Financial Services Authority under section 27 of the Financial Services Act 1986 regulates Omgeo as a service company. The authorization was granted 28 th February In the US, Omgeo has received an order of the U.S. Securities and Exchange Commission granting an exemption from registration as a clearing agency to a wholly owned subsidiary of Omgeo (Release No ; File No , April 17, 2001). Omgeo has approximately 630 clients located in the following EU member states: Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Luxembourg, Netherlands, Portugal, Spain, Sweden and UK. There are another 40 clients in Europe located in non-eu member states. Additional clients are located in the following countries: Australia, Bermuda, Brazil, Canada, Egypt, Hong Kong, India, Japan, Korea, Malaysia, Mexico, New Zealand, Norway, Russia, Singapore, South Africa, South Korea, Switzerland, Taiwan, Thailand, Turkey, UAE and USA. Omgeo services Our clients use a variety of Omgeo systems: the most commonly used in Europe are as follows: Omgeo OASYS Global sm OASYS Global is a worldwide electronic trade allocation and confirmation service and is used by broker/dealers, investment managers and custodian banks around the world. OASYS Global facilitates cross-border trading by minimizing the inefficiency and operational risk associated with manual trade processing. The system processes the majority of the world s cross-border Electronic Trade Confirmation (ETC) volumes and is recognized by global regulators including the Securities & Exchange Commission (SEC) in the U.S., the Financial Services Authority (FSA) in the UK and the Toronto Stock Exchange (TSE) in Canada. OASYS Global was introduced in OASYS Global has received regulatory clearance in a variety of markets so that its confirmation is also regarded as a substitute for the legally required paper certificate. 2

3 Omgeo Central Trade Manager sm Omgeo CTM is the new state-of-the-art STP solution for processing trades from execution through settlement. Omgeo CTM is designed to operate in real-time to facilitate same or next-day settlement for cross-border and domestic trades, for both fixed income and equity securities. Omgeo CTM will replace OASYS Global as the standard European trade-processing platform. Omgeo Market Match sm MarketMatch is a global broker-to-broker trade matching service. The system allows a participant to agree to or deny trade confirmations made by market-side counterparties. It allows users to know that a match has occurred or if trade details mismatch both parties will be informed of the unmatched status and will be shown the trade discrepancies. Omgeo ALERT sm ALERT is the industry s largest global database for the maintenance and communication of Standing Settlement Instructions (SSI). ALERT reduces trade failure by enabling a community of investment managers, broker/dealers and custodian banks to share accurate SSI data automatically worldwide. Response to Standard 2 As the leading global provider of services in the post-trade pre-settlement area we would like to offer the Committee our views and experiences in response to the published draft Standards. The Standard, which most affects Omgeo and its clients, is number 2: Trade Confirmation and Settlement Matching. We believe the primary drivers behind improvements in this area are: The need to minimize operational, systemic or credit risk, in the post-trade process. The desire to reduce processing costs through greater processing efficiency. The need to reduce the rate of trade failures, particularly as transaction volumes grow. The need to maintain efficiency when transaction volumes rise. The need to process a rapidly growing number of cross-border trades. The desire to position the EU to deal effectively with a global marketplace and enhance its position as one of the premier financial marketplaces in the world. Our responses should be viewed in the context of how they address the drivers of change noted above. 3

4 Confirmation of trades between direct market participants and confirmation of trades with indirect market participants Omgeo supports the notion of utilising same day trade confirmation/affirmation for both direct and indirect market participants. The term used by Omgeo to denote this process is SDA Same Day Affirmation and we will use this term throughout this document. SDA is the process of capturing and agreeing details of a trade between the buyer and seller. It does not, in itself, imply how the process should be performed either by central matching or a more traditional confirmation/affirmation process. Omgeo believes that SDA is a catalyst for improving post-trade processing efficiency and is one of the necessary steps to enable shorter settlement cycles. It is important to note that the current market convention in Europe for trades performed by institutional investors is to confirm both the block trade details and the allocation details of a trade before the trade is instructed to the settlement agent. A Block trade is defined as being the details of the trade executed in the market (price, quantity, settlement date, counterparty etc). The Allocation expands the information to include client and settlement data. There may be multiple allocations per Block trade. Therefore both the market trade ( Block ) and the settlement information ( Allocation ) are both confirmed before a settlement instruction is issued to a settlement agent (a custodian or clearing broker). When a trade is instructed to a settlement agent it is likely to be confirmed again within the settlement system immediately prior to settlement. (This is often referred to as pre-matching ). Because of the current standard three-day period between trading and settlement most market participants believe that there is significant value in performing a trade confirmation/affirmation as soon as possible after trading; independently of the settlement process. Omgeo supports this delineation and Omgeo systems for indirect market participants are therefore designed around these principles. Much of the historic debate in the area of post-trade processing efficiency and shorter settlement cycles has focused on the desirability and need to regulate the use of a central matching utility to facilitate STP to achieve T+1. The value that could be realized by achieving SDA was often overshadowed by the arguments for or against central matching vs. other methods of achieving prompt trade agreement. Consequently there was a loss of focus on what the industry was trying to achieve with any such proposal, due to the debate over how best to achieve it. Therefore, we at Omgeo believe that the industry should focus on achieving SDA and not focus too much on which method of confirmation is needed to achieve the desired result. The first step is to create a broad consensus on the STP results the industry is trying to achieve. In the US market Omgeo co-operates with DTCC to provide trade instructions directly into the DTCC settlement systems from the Omgeo confirmation systems. It is therefore possible to calculate performance figures for the whole market. (Because of the fragmented nature of the European market it is probably not possible to produce similar 4

5 statistics for the European market.) There are many structural differences between the US and European markets (for example the prevalence of many very small Investment Management companies in the US) but we believe that the detailed statistics from the US market illustrate generic issues and can help to shape thinking in the European market also. Few of Omgeo s clients be they investment managers, brokers, or custodian banks would argue against the value of confirming a transaction prior to settlement. In fact, our studies show that unconfirmed transactions, in the US market, are 37 times more likely to result in trade reclamation or failure later in the settlement process. And since the reclaim process is often time consuming, manual and costly; there is little doubt that confirming a trade prior to settlement is the desired course of action. Nevertheless, in today s T+3 settlement environment T+0 confirmation rates are far from optimal. In the US market 23.8% of trades are confirmed on trade date ( T+0 ). By noon on T+2 the figure has risen to 87% meaning that 13% of trades are delivered for settlement without any confirmation taking place. (It is likely that investors outside the US who are not given direct access to the US domestic trade confirmation systems by their custodians perform a significant number of these trades.) Equally evident, in our opinion, is the case to be made for same day affirmation in a T+1 or a T+2 environments. As the trade settlement cycle is reduced down from its current T+3 duration, the need to affirm a trade on trade date becomes correspondingly more urgent, for the same reason mentioned earlier i.e., not yet affirmed trades are less likely to settle efficiently than affirmed trades; and without a significant increase in SDA rates in a T+1 environment, many more trades will fail. It would therefore seem to be that the only real question to be considered here is whether SDA is at all beneficial or necessary in the current T+3 environment. To answer this question, we need only look to the affirmation and reclaim statistics for the US TradeSuite system, in this case, those statistics relative to transactions, which utilize electronic allocations and central matching for the trade affirmation process. (TradeSuite is the legacy system used in the US market.) This is so because these transactions have a materially higher rate of SDA, and a significantly lower reclaim rate, as noted below: March, 2004 TradeSuite Transactions Affirmation Rate: Via Current Confirm/Affirm Process Via manual allocations & Central Matching 1 Via Electronic Allocations & Central Matching T % 50.9% 77.8% T % 90.7% 95.5% Failure rate 1% N/A 0.5% 5

6 There are several interesting findings with regard to this analysis: Centrally matched trades, even with a manual allocation process, result in a much higher SDA rate than the traditional confirm/affirm method (50.9% vs. 16.5%); Centrally matched trades that also utilize an electronic allocation process (e.g., OASYS) experience an even greater SDA rate than matching done with a manual allocation processing (e.g., FAX) as well as transactions processed via the traditional confirm/affirm method (77.8% vs. 50.9% vs. 16.5%) Similarly, in terms of T+2 affirmation rates, centrally matched transactions that also utilize electronic allocations experience a higher affirmation rate (95.5%) vs. centrally matched trades that continue to process allocations manually (90.7%) as well as transactions processed via the traditional confirm/affirm method (85.7%). The above data suggests that centrally matching a trade is the optimum trade confirmation process. Our data suggests that central matching users experience two times fewer trade reclaims than traditional confirm/ affirm trades. It therefore seems that there is a direct correlation between higher SDA rates and greater processing efficiency (in the form of fewer failed trades) regardless of the length of the settlement cycle. At least part of the explanation for this improved performance can probably be attributed to the simple fact that there is more time for processing exceptions if those exceptions are identified earlier in the settlement cycle. Thus, we believe that there is a compelling argument for promoting SDA, regardless of the length of the settlement cycle. The next logical question to be considered is whether the industry will move voluntarily to adopt those internal and external processes to make SDA a reality, or will some form of regulatory mandate be necessary to make widespread SDA a reality? In our opinion, history would seem to dictate that ultimately a regulatory mandate would be necessary to accomplish this objective. From our experience over the years in providing electronic allocation, confirmation and central matching solutions to the industry, it is certain that many active and automated firms (be they broker/dealer, investment manager or bank) will voluntarily take whatever steps may be necessary to comply with any such new and voluntary industry objective, or code of best practice. However, it is equally evident that some firms will not implement SDA without a regulatory mandate. And since the overall processing of any firm is as much a function of the efficiency of its trading counter-party as it is its own processing efficiency, the weaknesses of the few will tend to degrade the overall processing effectiveness of the rest of the industry. In the end, the efficiencies hoped for across a broad spectrum of the industry will probably not occur without some form of regulatory mandate. 6

7 We at Omgeo thank the Committee for this opportunity to share our views on these important industry issues and welcome any further discussion the staff of the Committee may wish to have. We would be very happy to arrange a workshop to discuss these issues at the Committee s convenience and we are very happy to assist with any detailed analysis that may be needed to complete the process. Yours faithfully Richard Hughes Managing Director EMEA Omgeo Ltd 7