SECN 14.2 Conversion of requirements relating to pre-2019 securitisation

The due-diligence requirements as provided for in the EU CRR and AIFMD level 2 regulation respectively shall continue to apply as in the version applicable on 31 December 2018 as if they still had effect and were set out expressly here in respect of securitisations the securities of which were issued:

1. (1)

   on or after 1 January 2011 but before 1 January 2019; and

2. (2)

   before 1 January 2011 where new underlying exposures have been added or substituted after 31 December 2014.

1. (1)

   In respect of securitisations the securities of which were issued before 1 January 2019:

   1. (a)

      Article 405 of the EU CRR shall continue to apply as in the version applicable on 31 December 2018 as if it still had effect and was set out expressly here to an FCA investment firm.

   2. (b)

      Article 51 of the AIFMD level 2 regulation shall continue to apply as in the version applicable on 31 December 2018 as if it still had effect and was set out expressly here to an AIFM (as defined in point (e) of the definition of an institutional investor in regulation 3(1) of the Securitisation Regulations 2024).

2. (2)

   For the purposes of SECN 14.2.2R(1), Article 405 of the EU CRR is to be read with the following modifications:

   1. (a)

      read paragraph 2 as if:

      1. (i)

         for the first subparagraph there were substituted:

         ‘Where:

         1. (a)

            a mixed financial holding company;

         2. (b)

            a UK parent institution which is a credit institution;

         3. (c)

            a financial holding company established in the United Kingdom; or

         4. (d)

            a subsidiary of such a company or institution,

      as an originator or sponsor, securitises exposures from one or more credit institutions, investment firms or other financial institutions which are included in the scope of supervision on a consolidated basis, the requirement set out in paragraph 1 may be satisfied on the basis of the consolidated situation of the mixed financial holding company, UK parent institution or financial holding company concerned.’;

      1. (ii)

         in the second subparagraph for the words from ‘in a timely manner’ to the end there were substituted ‘the information needed to satisfy the requirements set out in Article 409, in a timely manner, to the originator or sponsor and, if the originator or sponsor is a subsidiary, to the mixed financial holding company, UK parent institution or financial holding company which is the parent undertaking of the subsidiary’; and

      2. (iii)

         after the second subparagraph there were inserted:

   ‘In this paragraph, ‘credit institution’, ‘financial holding company’, ’financial institution’, ‘investment firm’, ‘subsidiary’ and ‘UK parent institution’ have the meaning given in Article 4(1) of EU CRR’;

   and

   1. (b)

      in paragraph 3, in point (b), ignore ‘of Member States’.

1. (1)

   For the purpose of SECN 14.2, in the case of securitisations which do not involve the issuance of securities, any references to ‘securitisations the securities of which were issued’ shall be deemed to mean ‘securitisations the initial securitisation positions of which are created’.

2. (2)

   When applying SECN 14.2 to securitisations which do not involve the issuance of securities, any references in SECN 14.2 to ‘securitisations the securities of which were issued before 1 January 2019’ shall be deemed to mean ‘securitisations the initial securitisation positions of which are created before 1 January 2019’ such that the Securitisation Regulation as it had effect on 31 October 2024 applies to any securitisations that create new securitisation positions on or after 1 January 2019 and before 1 November 2024.