Erhvervsudvalget 2024-25
ERU Alm.del Bilag 82
Offentligt
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Draft ID: 0532be7a-3d02-402a-bede-508fa5f50657
Date: 04/12/2024 14:46:21
Targeted consultation on the functioning of
the EU securitisation framework
Fields marked with * are mandatory.
Introduction
When soundly structured,
securitisation
can play a positive role for the economy as a tool for attracting new investor
money, and a risk management tool transferring credit risk from banks (or non‑bank lenders) to a broad set of EU or
third country institutional investors, which in turn would benefit from greater exposure diversification. Securitisation can
help deepen capital markets and provide greater financing opportunities. It should also free up the balance sheets of
banks and non‑bank lenders, thereby enabling them to provide additional lending to the real economy. Promoting
sustainable growth of the EU securitisation market is a key initiative under the
2020 capital markets union action plan
.
With future investment needs for the green and digital transition projected to grow, and in order to enhance the EU’
s  productivity, competitiveness, and resilience, optimal allocation of capital will become increasingly necessary. It is
important to ensure that bank and non‑bank lenders have at their disposal all the necessary tools, including
securitisation, to fund strategic priorities, while safeguarding financial stability.
The overall size of the European securitisation market has decreased significantly since the 2008‑2009 global financial
crisis (GFC), from
approximately EUR 2trn at its peak
to
EUR 1.2trn at the end of 2023
. In the meantime, securitisation
has recovered fully and even surpassed pre‑GFC records in non‑EU jurisdictions like the US where it increased from
USD 11.3tn in 2008 to
USD 13.7tn in 2021
, and this despite the higher default rates of US‑originated securitisations in
the wake of the GFC.
In light of the above, the  2019 EU  securitisation framework
[1]
was introduced with the core objective of reviving an
EU  securitisation market that helps finance the economy without creating risks to financial stability. In particular, the
Securitisation Regulation introduced common rules on due diligence, risk retention and transparency, and created a
category of simple, transparent and standardised (STS) securitisation products. While the  2019 framework and its
subsequent amendments
[2]
improved transparency and standardisation in the securitisation market, stakeholder
feedback gathered in preparation of the
Commission Report on the functioning of the Securitisation Regulation
, and
subsequent stakeholder engagement
[3]
, indicates that issuance and investment barriers remain high, impeding the
EU economy from fully reaping the benefits that securitisation can offer. Originators and investors argue that issuance
and investment barriers are partly driven by the conservativeness of specific aspects of the regulatory framework, such
as transparency and due diligence requirements, as well as the capital and liquidity treatment of securitisations.
Against this background, the
Eurogroup statement of 11 March 2024
invited the Commission to assess all the supply
and demand factors hampering the development of the securitisation market in the  EU, including the prudential
treatment of securitisation for banks and insurance companies and the transparency and due diligence requirements
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(while taking into account international standards). Similarly, the
ECB  Governing Council statement of 7  March  2024
suggested exploring the use of public guarantees and further standardisation. The
European Council conclusions of
18  April  2024
reinforced this call to relaunch the European securitisation market, including through regulatory and
prudential changes, using the available room for manoeuvre. The
European Council conclusions of June 2024
called
again on the Council and the Commission to accelerate work on all identified measures under the
capital markets union
.
Relaunching securitisation has been recommended in the reports from
Christian Noyer
,
Enrico Letta
and
Mario Draghi
as a means of strengthening the lending capacity of European banks, creating deeper capital markets, building the
European savings and investments union and increasing the EU’s competitiveness.
The
political guidelines of re‑elected Commission President Von der Leyen from  July  2024
announced that the next
Commission will develop the proposal in the Enrico Letta report and propose a European savings and investment
union, including banking and capital markets.
This consultation seeks stakeholders’ feedback on a broad range of issues, including:
The effectiveness of the securitisation framework
Scope of application of the Securitisation Regulation
Due diligence requirements
Transparency requirements and definition of public securitisation
Supervision
The STS standard
Securitisation platform
Prudential and liquidity treatment of securitisation for banks
Prudential treatment of securitisation for insurers
Prudential framework for IORPs and other pension funds
This consultation paper has benefited from technical exchanges at staff level with the
European Banking Authority
, the
European Securities and Markets Authority
, the
European Insurance Occupational Pensions Authority
and the
Europea
n Central Bank
.
In view of the technical nature of these issues, the questionnaire is targeted to market participants, including data
repositories and rating agencies, industry associations, supervisors and research institutions. While some questions are
general, others are directed towards specific participants in the securitisation market, i.e. issuers, investors, or
supervisors. As not all questions are relevant for all stakeholders, respondents should not feel obliged to reply to every
question.
Respondents are encouraged to provide explanations for each of their responses. Where possible, respondents are
encouraged to provide quantitative data in their responses to justify and substantiate their reasoning.
The targeted consultation is available in English only and will be open for 8 weeks.
The responses to this consultation will feed into the review of the securitisation framework to be considered by the
Commission in the next mandate.
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1
The framework consists of the
Securitisation Regulation (SECR)
, which sets out a general framework for all securitisations in the EU and a specific
and in
Solvency II Delegated Regulation
, and liquidity requirements in the
LCR Delegated Regulation
.
framework for simple, transparent, and standardised (STS) securitisations, as well as prudential requirements for securitisation positions in the
Ca
pital Requirements Regulation (CRR)
2
The framework was complemented on 6 April 2021 in the context of the efforts to help the post‑COVID‑19 economic recovery by extending the
scope of the STS label to on-balance-sheet synthetic securitisations and by addressing regulatory obstacles to securitising non-performing
exposures.
3
This includes bilateral and group-based outreach to the population of stakeholders active in the EU securitisation market, including issuers,
investors, sponsors, third-party verifiers, and all other established actors active throughout the securitisation market, data repositories, industry
associations, competent authorities, and research institutions.
Please note:
In order to ensure a fair and transparent consultation process
only responses received through our
online questionnaire will be taken into account
and included in the report summarising the responses. Should you
have a problem completing this questionnaire or if you require particular assistance, please contact
fisma-securitisation-
[email protected]
.
More information on
this consultation
the consultation document
securitisation
the protection of personal data regime for this consultation
About you
*
Language
of my contribution
Bulgarian
Croatian
Czech
Danish
Dutch
English
Estonian
Finnish
French
German
Greek
Hungarian
Irish
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Italian
Latvian
Lithuanian
Maltese
Polish
Portuguese
Romanian
Slovak
Slovenian
Spanish
Swedish
*
I
am giving my contribution as
Academic/research institution
Business association
Company/business
Consumer organisation
EU citizen
Environmental organisation
Non-EU citizen
Non-governmental organisation (NGO)
Public authority
Trade union
Other
*
First
name
Veronica
*
Surname
Olsen
*
Email
(this won't be published)
[email protected]
*
Scope
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International
Local
National
Regional
*
Level
of governance
Parliament
Authority
Agency
*
Organisation
name
255 character(s) maximum
The Danish government
*
Organisation
size
Micro (1 to 9 employees)
Small (10 to 49 employees)
Medium (50 to 249 employees)
Large (250 or more)
Transparency register number
255 character(s) maximum
Check if your organisation is on the
transparency register
. It's a voluntary database for organisations seeking to
influence EU decision-making.
*
Country
of origin
Djibouti
Dominica
Dominican
Republic
Libya
Liechtenstein
Lithuania
Saint Martin
Saint Pierre and
Miquelon
Saint Vincent
and the
Grenadines
Luxembourg
Macau
Madagascar
5
Please add your country of origin, or that of your organisation.
Afghanistan
Åland Islands
Albania
Algeria
American Samoa
Andorra
Ecuador
Egypt
El Salvador
Samoa
San Marino
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São Tomé and
Príncipe
Angola
Anguilla
Antarctica
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Barbuda
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France
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French Southern
and Antarctic
Lands
Barbados
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Belgium
Belize
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Eustatius and
Saba
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Herzegovina
Botswana
Bouvet Island
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Netherlands
New Caledonia
Taiwan
Tajikistan
6
Equatorial Guinea
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Mali
Malta
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and the South
Sandwich
Islands
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Nauru
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Spain
Sri Lanka
Sudan
Suriname
Svalbard and
Jan Mayen
Sweden
Switzerland
Guam
Nepal
Syria
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Brazil
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Ocean Territory
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Republic
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Chile
China
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Islands
Colombia
Comoros
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Cook Islands
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Guinea-Bissau
Guyana
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McDonald Islands
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India
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Israel
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Japan
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Mariana Islands
North Korea
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Guinea
Paraguay
Peru
Philippines
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Thailand
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Tobago
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Croatia
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Republic of the
Congo
Denmark
*
Field
Lesotho
Saint Kitts and
Nevis
Zimbabwe
Liberia
Saint Lucia
of activity or sector (if applicable)
Banking
Insurance
Pension fund
Legal advisory
Investment management (e.g. portfolio manager or manager of hedge funds,
private equity funds, venture capital funds, money market funds)
Other
*
Please
specify your activity field(s) or sector(s)
The Danish government
*
Type
of involvement in the securitisation market
Please select as many answers as you like
Originator of traditional securitisations
Originator of synthetic securitisations
Sponsor
Investor in traditional securitisations
Investor in synthetic securitisations
Arranger
Legal adviser
Third-party STS verifier
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Credit rating agency
Market infrastructure (e.g. data repository, stock exchange)
Supervisor
Other role in the securitisation market
No role
If applicable, considering your role in the securitisation process, please provide the following information
about the volume of securitisation activity of your organisation.
Note that this information will not be published.
Average annual volume of new securitisations that you originate or securitisation
positions that you invest in (flow) in EUR
EUR
Average annual transaction number of new securitisations that you originate or
securitisation positions that you invest in (flow)
Total stock of securitisation positions in EUR
EUR
Other relevant quantifiable measure of securitisation activity (please explain briefly)
The Commission will publish all contributions to this targeted consultation. You can choose whether you
would prefer to have your details published or to remain anonymous when your contribution is published.
Fo
r the purpose of transparency, the type of respondent (for example, ‘business association,
‘consumer association’, ‘EU citizen’) is always published. Your e-mail address will never be
published.
Opt in to select the privacy option that best suits you. Privacy options default based on the type
of respondent selected
*
Contribution
publication privacy settings
The Commission will publish the responses to this public consultation. You can choose whether you would like
your details to be made public or to remain anonymous.
Anonymous
Only the organisation type is published: The type of respondent that you
responded to this consultation as, your field of activity and your contribution
will be published as received. The name of the organisation on whose behalf
you reply as well as its transparency number, its size, its country of origin and
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your name will not be published. Please do not include any personal data in
the contribution itself if you want to remain anonymous.
Public
Organisation details and respondent details are published: The type of
respondent that you responded to this consultation as, the name of the
organisation on whose behalf you reply as well as its transparency number, its
size, its country of origin and your contribution will be published. Your name
will also be published.
I agree with the
personal data protection provisions
1. Effectiveness of the securitisation framework
The EU securitisation framework has been in application since January 2019. The framework consists of the
Securitisati
on Regulation (SECR)
, which sets out a general framework for all securitisations in the  EU, including increased
transparency, due diligence, risk retention and other requirements, and a specific framework for simple, transparent,
and standardised (STS) securitisations, as well as prudential requirements for securitisation positions in the
Capital
Requirements Regulation
and in
Solvency II Delegated Act
, and liquidity requirements for credit institutions in the
Liquidi
ty Coverage Ratio (LCR) Delegated Act
.
The framework was complemented on 6  April  2021 in the context of post‑COVID‑19 economic recovery efforts by
extending the scope of the STS label to on-balance-sheet synthetic securitisations and by addressing regulatory
obstacles to securitising non-performing exposures.
The general objective of the securitisation framework was the revival of a safe securitisation market that would improve
the financing of the EU  economy (see the
impact assessment accompanying the proposal for a Securitisation
Regulation
. In the short run, it envisaged a weakening of the link between banks’ deleveraging needs and credit
tightening. In the long run, the aim was the creation of a more balanced and stable funding structure of the
EU economy, for the overall benefit of households, SMEs, and larger corporations. Specific policy objectives included
the destigmatisation of European securitisation in the wake of the global financial crisis, an appropriate risk-sensitive
regulatory capital treatment, and the reduction/elimination of unduly high operational costs for issuers and investors. To
achieve these specific policy objectives, two operational objectives were identified: differentiating STS securitisation
products from more opaque and complex ones and supporting the standardisation of processes and practices in
securitisation markets and tackling regulatory inconsistencies.
The 2022  review of the functioning of the SECR, which resulted in the publication of the Commission Report on the
Functioning of the Securitisation Regulation in  December  2022 (later referred to as ‘the
Commission 2022  report
’),
looked at the impact of the SECR on the functioning of the EU securitisation market. A majority agreed that the SECR
provided a high level of investor protection, and it was generally acknowledged that the SECR had facilitated further
integration of the EU securitisation market. At the same time, respondents underlined the need to improve certain parts
of the framework, such as due diligence and transparency requirements, to increase proportionality and reduce
compliance costs for market participants. Considering that the securitisation framework was amended in April 2021 in
response to the unprecedented exogenous factors related to COVID‑19, and that the complete application of the
framework was yet to be fully realised at the time of writing of the Commission 2022 report, the Commission decided
that more time was needed to fully assess the impact and effectiveness of the framework.
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Looking to the post‑2019 evolution of the EU  securitisation market, it is appropriate to consider whether the original
policy objectives have been achieved, in full or in part, before proceeding to examine the necessity of any future
adjustments to the regulatory framework.
This section of the questionnaire looks into the impact of the securitisation framework on the market and the policy
goals of the capital markets union, including improving access to finance and supporting the EU’s competitiveness.
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Question 1.1. Do you agree that the securitisation framework (including the Securitisation Regulation and
relevant applicable provisions of the CRR, Solvency II and LCR) has been successful in, or has contributed to,
achieving the following objectives:
Don't
1
(fully
agree)
2
(somewhat agree)
3
(neutral)
4
(somewhat disagree)
5
(fully
disagree)
know -
No
opinion -
Not
applicable
1. Revival of a safer securitisation market
2. Improving financing of the EU economy by creating a more
balanced and stable funding structure of the EU economy
3. Weakening the link between banks’ deleveraging needs and
credit tightening
4. Reducing investor stigma towards EU securitisations
5. Removing regulatory disadvantages for simple and transparent
securitisation products
6. Reducing/eliminating unduly high operational costs for issuers
and investors
7. Differentiating simple, transparent and standardised (STS)
securitisation products from more opaque and complex ones
7.1 Increasing the price difference between STS vs non-STS
products
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7.2 Increasing the growth in issuance of STS vs non-STS products
8. Supporting the standardisation of processes and practices in
securitisation markets
8.1 Increasing the degree of standardisation of marketing and
reporting material
8.2 Reducing operational costs linked to standardised
securitisation products
9. Tackling regulatory inconsistencies
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2. Impact on SMEs
Exposures to SMEs, in the form of direct lending, trade receivables, auto loans / leasing, mortgage lending, or other
commercial credit, are categories of assets that can readily lend themselves to be securitised. Access to securitisation
and its economic efficiency for originators can therefore have an impact on the availability of credit for SMEs and its
cost. This section aims to gather insights into the impact of the securitisation framework on SME financing.
Question 2.1. Have you come across any impediments to securitise SME
loans or to invest in SME loan securitisations?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 2.1:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We have a very limited market for securitisation in Denmark. We are not aware of any particular
impediments relating to SME securitisations.
Question 2.2. How can securitisation support access to finance for SMEs?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
3. Scope of application of the Securitisation Regulation
Jurisdictional scope
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In  2021, the Joint Committee (“JC”) of the
ESAs published an Opinion to the European Commission on the
Jurisdictional Scope of Application of the SECR
. The opinion was divided in two parts:
1. the application to third country-based entities of Article 5 to 7 and 9 of the SECR
2. the application of the SECR to investment fund managers
Both issues were subsequently clarified by the Commission in the
2022 report from the Commission to the European
Parliament and the Council on the functioning of the Securitisation Regulation
. Despite these clarifications, some
market participants point out that the SECR does not clearly set out its jurisdictional scope, creating considerable legal
uncertainty in cases where not all parties to the securitisation are located in the EU.
Question 3.1. In your opinion, should the current jurisdictional scope of
application of the SECR be set out more clearly in the legislation?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 3.1:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark is not aware of any significant issues pertaining to the jurisdictional scope of the SECR. We share
the assessment made by the Commission in its 2022 report to the European parliament and the Council on
the functioning of the SECR, pertaining to both third country sell side entities and third country AIFMs. In
particular, we agree that buy-side due diligence requirements should be able to ensure compliance of third
country sell-side entities with the SECR, and that third country AIFM should also comply with the SECR
when their funds are marketed or managed in the EU.
Question 3.2. If you answered yes to question 3.1, do you think it would be
useful to include a specific article that states that SECR applies to any
securitisation where at least one party (sell‑side or buy‑side) is based or
authorised in the EU, and to clarify that the EU‑based or EU‑authorised entity
(ies) shall be in charge of fulfilling the relevant provisions in the SECR?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 3.2:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Legal definitions
The SECR defines the key concepts in the securitisation market to appropriately delineate the legal scope of the
Regulation. The definitions seek to align as far as possible with pre-existing legal concepts in EU  legislation (i.e.
existing definitions in the CRR), and with international standards.
Certain stakeholders have raised concerns that the legal definitions result in a potentially too broad or too narrow scope
of application. For instance, a too broad scope might impose an undue regulatory burden in terms of higher standards
for disclosure, due diligence, etc. Conversely, too narrow a scope may pose risks to financial stability, resulting from the
non-application of the safeguards in the securitisation framework to certain transactions or vehicles that could be
considered securitisations from an economic perspective. For example, the categorisation of a given transaction under
the definition of a “securitisation transaction” might be contested on the basis of whether a transaction involves
tranching of credit risk, considering the economic purpose of the transaction. In addition, the definition of a sponsor is
limited to credit institutions, whether located in the Union or not, and to EU investment firms, which could limit the ability
of the market to structure securitisation in an economically efficient way by limiting the pool of eligible sponsors.
Definition of a securitisation
Question 3.3. Do you think the definition of a securitisation transaction in
Article 2 of SECR should be changed?
You may select more than one option.
Please select as many answers as you like
Yes, the definition should be expanded to include transactions or vehicles that
could be considered securitisations from an economic perspective
Yes, the definition should be narrowed to exclude certain transactions or
introduce specific exceptions
No, it should not be changed
Don’t know / no opinion / not applicable
Please explain your answer to question 3.3, and specify, if necessary, how
the definition should be expanded or narrowed in your view:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark is of the view that the legal definition of a securitization should encompass all transactions that are
economically equivalent to a securitization transaction, and thus be neutral to the way in which the tranching
of credit risk is achieved. It is our impression that the current legal definition of securitization, already
accomplishes the above.
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Question 3.4. Should the definition of a securitisation exclude transactions or
vehicles that are derisked (e.g. by providing junior equity tranche) by an
EU‑level or national institution (e.g. a promotional bank) with a view to
crowding‑in private investors towards public policy objectives?
Yes
No
Don’t know / no opinion / not applicable
Question 3.5. If you answered yes to question 3.4., what criteria should be
used to define such transactions?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark has no concrete transaction in mind, but are of course open to discuss well founded proposals of
such criteria based on thorough analysis or impact assessment.
Notwithstanding our response to point 3.3, certain narrow exceptions to the scope of what constitutes
securitisations could potentially be allowed, to cater for unique cases where the general requirements of
SECR would not be appropriate to apply. Any such exemptions should however be strictly defined and
limited in nature, and based on a very clear rationale for why such a transaction does not warrant the
protections envisaged by the SECR.
Definition of a sponsor
Question 3.6. Should the definition of a sponsor be expanded to include
altern
ative investment firm managers
established in the EU?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 3.6, including if the definition should
be expanded to any other market participants:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We would in general advocate that AIFMs activities are limited to managing AIFs. We do not consider it
obvious that exactly AIFMs should be particularly suited to be sponsors for securitizations.
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Question 3.7. If you answered yes to question 3.6., are any specific adaptions
or safeguards necessary in the
Alternative Investment Firms Directive
(AIFMD)
, taking into account the originate‑to‑distribute prohibition in the
AIFMD, to enable AIFMs to fulfil the functions of a sponsor in a securitisation
transaction, as stipulated in the SECR?
You may select more than one option.
Please select as many answers as you like
An AIFM should not sponsor loans originated by the AIFs it manages
AIFs should not invest in securitisations sponsored by its AIFM
Minimum capital requirements under the AIFMD should be adapted to enable
AIFMs, in particular to fulfil the risk retention requirement under SECR
Other safeguards
No safeguards are needed
Please explain your answer to question 3.7:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
4. Due diligence requirements
A thorough due diligence process is key to ensure that investors are aware of what they are buying and appropriately
assess the risks of their investments (this principle is well recognised by the International Organisation of Securities
Commission (IOSCO) in their
report on the subprime crisis
, as well as their
report on good practices in relation to
investment managers´ due diligence when investing in structured finance instruments
). Article  5 of the Securitisation
Regulation imposes due diligence requirements on EU  investors both prior to investing and while holding the
securitisation position.
While due diligence is an integral part of the risk assessment process, feedback gathered by Commission services
since the entry into force of the Securitisation Regulation in  2019 suggests that due diligence requirements under
Article 5 might be disproportionate. Stakeholders highlight that the legal text is mostly interpreted in a way that
1. subjects all institutional investors to the same due diligence requirements regardless of the type of securitisation
that they invest in
2. and applies stricter and more prescriptive due diligence requirements than those that apply to other financial
instruments with similar risk characteristics
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As a result, smaller players might not be able to enter the securitisation market, because they lack the resources and/or
necessary infrastructure to comply with the due diligence requirements. Due diligence requirements that do not properly
take account of the mitigated agency and operational risk characteristics of STS transactions might also be hampering
the growth of the STS market.
Question 4.1. Please provide an estimate of the total annual recurring costs
and/or the average cost per transaction (in EUR) of complying with the due
diligence requirements under Article 5.
Please differentiate between costs that are only due to Article 5 and the costs
that you would incur during your regular due diligence process regardless of
Article 5.
Please compare the total due diligence costs for securitisations with the total
due diligence costs of other instruments with similar risk characteristics.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at institutional investors, we refrain from answering.
Question 4.2. If possible, please estimate the total one‑off costs you incurred
(in EUR) to set up the necessary procedures to comply with Article 5 of SECR.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at institutional investors, we refrain from answering.
Question 4.3. Please select your preferred option to ensure that investors are
aware of what they are buying and appropriately assess the risks of their
investments:
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Option 1: The requirements should be made more principles‑based,
proportionate, and less complex
Option 2: The requirements should be made more detailed and prescriptive for
legal certainty
Option 3: There is no need to change the text of the due diligence
requirements
Don’t know / no opinion / not applicable
Due diligence requirements prior to holding a securitisation position
Question 4.4. Should the text of Article  5(3) be simplified to mandate
investors to assess at minimum the risk characteristics and the structural
features of the securitisation?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 4.4:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Due diligence into the risk characteristics of the underlying exposures or groups of underlying exposures
also seem warranted and thus should not be excluded from the due diligence requirement.
On a more general note, Denmark believes that effective due diligence requirements are an important
aspect of a prudent securitization framework. Due diligence ensures that institutional investors acquire an
understanding of the particular securitisations that they invest in, mitigating the risk that the underlying credit
risk of the securitized exposures is left unassessed and potentially passed on to parties that are not
equipped to handle such risks. Any substantial changes should be based on concrete problems or identified
gaps in the regulation. The work should be supported by impact assessments.
Question 4.5. If you answered yes to question 4.4., please specify how this
could be implemented:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 4.6. Taking into account your answer to 4.4, what would you
estimate to be the impact (in  percent or  EUR) of such a modification in
Article 5(3) on your one‑off and annual recurring costs for complying with the
due diligence requirements under Article 5?
Please explain:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at institutional investors, we refrain from answering.
Question 4.7. Should due diligence requirements differ based on the different
characteristics of a securitisation transaction?
Yes
No
Don’t know / no opinion / not applicable
Question 4.8. If you answered yes to question 4.7., please select one or more
of the following options to differentiate due diligence requirements:
Please select as many answers as you like
Due diligence requirements should differ based on the risk of the position (e.g.
senior vs non‑senior)
Due diligence requirements should differ based on the risk of the underlying
assets
Due diligence requirements should differ based on the STS status of the
securitisation (STS vs non‑STS)
Other
Please explain your answer to question 4.8:
5000 character(s) maximum
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including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
In general, Denmark would generally be cautious to differentiate the due-dilligence requirements based on
the perceived risk of the underlying or seniority in the securitization positions. In particular, the perceived risk
of a securitization will only be known after due diligence have been conducted presenting an issue of
circularity with conditioning the due diligence requirements on such metrics.
Above being said, we are open to discuss easing of due diligence requirements for investments in STS-
securitisations, seeing as these securitisations are less opaque. Again, any substantial changes should be
based on concrete problems or identified gaps in the regulation. The work should be supported by impact
assessments.
Question 4.9. Taking into account your answers to 4.7 and 4.8, what would
you estimate to be the impact (in percent or  EUR) of differentiating due
diligence requirements on your one‑off and annual recurring costs for
complying with the due diligence requirements under Article 5?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at institutional investors, we refrain from answering.
Question 4.10. For EU  investors investing in securitisations where the
originator, sponsor or original lender is established in the Union and is the
responsible entity for complying with those requirements, should certain due
diligence verification requirements be removed as the compliance with these
requirements is already subject to supervision elsewhere?
This could apply to the requirements for investors to check whether the
originator, sponsor or original lender complied with:
Don't know / No
Yes
(i) risk retention requirements
(ii) credit granting criteria requirements
No
opinion / Not
relevant
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(iii) disclosure requirements
(iv) STS requirements, where the transaction
is notified as STS
Please explain if you see any risks arising from the removal of these
requirements, and if so, how they should be mitigated:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark is of the view that supervision of buy-side firms’ compliance the SECR cannot
substitute proper due diligence of investors of these requirements. Supervision is usually
conducted on a risk-based approach, rely on random samples and periodic examinations, as such
supervision cannot guarantee compliance of every securitization with the requirements of SECR and is thus
not an appropriate substitute for due diligence by investors.
Question 4.11. Taking into account your answers to Q.4.10, what would you
estimate to be the impact (in percent or EUR) of removing those obligations
on your one‑off and recurring costs for complying with the due diligence
requirements?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at institutional investors, we refrain from answering.
Question 4.12. Do the due diligence requirements under Article  5
disincentivise investing into securitisations on the secondary market?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 4.12:
5000 character(s) maximum
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including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As we have no insight into the secondary market, we refrain from answering this question.
Question 4.13. If you answered yes to question 4.12., should investors be
provided with a defined period of time after the investment to document
compliance with the verification requirements as part of the due diligence
requirements under Article 5?
Yes
No
Don’t know / no opinion / not applicable
Question 4.14. If you answered yes to question 4.13., how many days should
be given to investors to demonstrate compliance with their verification
requirements as part of the due diligence requirements under Article 5?
0 – 15 days
15 – 29 days
29 – 45 days
Don’t know / no opinion / not applicable
Question 4.15. If you answered yes to question 4.13., what type of
transactions should this rule apply to?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 4.16. Do the due diligence requirements under Article  5
disincentivise investing into repeat securitisation issuances?
Yes
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No
Don’t know / no opinion / not applicable
Question 4.17. If you answered yes to question 4.16., how should repeat or
similar transactions be identified in the legal text and how should the
respective due diligence requirements be amended?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 4.18. Should Article 32(1) be amended to require Member States to
lay down rules establishing appropriate administrative sanctions, in the case
of negligence or intentional infringement, and remedial measures in case
institutional investors fail to meet the requirements provided for in Article 5?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 4.18:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark is of the view that article 32(1) should be amended to include due diligence requirements of
institutional investors. Due diligence requirements are a central part in ensuring that securitisetions are and
remain compliant with the securitization regulation, as such these requirements should be covered by the
sanction regime.
Question 4.19. Taking into account the answers to the questions above on
due diligence requirements, do you think any safeguards should be
introduced in Article 5 to prevent the build‑up of financial stability risks?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Seeing as we have not suggested any material changes to the current due diligence framework, we are of
the view that no additional safeguards are necessary to prevent the buildup of financial stability risks. If any
changes should be suggested, we would need to reevaluate our position.
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Question 4.20. Taking into account your answers to the previous questions in
this section, by how much would these changes impact the volume of
securitisations that you invest in?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at institutional investors, we refrain from answering.
Question 4.21. If you are a supervisor, how would the changes to the due
diligence requirements suggested in the previous questions affect your
supervisory costs?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not envisage that the suggested changes to the due diligence framework would affect the
resources going into supervision of due diligence requirements materially.
Delegation of due diligence
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Question 4.22. Should the National Competent Authorities (NCAs) continue to
have the possibility to apply administrative sanctions under Article 32 and 33
of  SECR in case of infringements of the requirements of Article  5  SECR to
either the institutional investor or the party to which the institutional investor
has delegated the due diligence obligations?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 4.22:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark believes that it is necessary to maintain the ability to sanction both the institutional investor that
has the due diligence obligation and any party to whom the due diligence obligations have been delegated
too on the institutional investor’s behalf.
First and foremost, the institutional investor should be required to make assurances that the party to whom it
has delegated its due diligence obligations, is handling this responsibility with care and expertise.
Secondly, if the due diligence obligations are delegated to a party in a third country, sanctioning this party
might present an issue and will thus challenge the accountability and enforcement of the due diligence
framework.
Question 4.23. If you answered no to question 4.22, which party should be
subject to administrative sanctions in case of infringement of the due
diligence requirements?
the institutional investor
the party to which the institutional investor has delegated the due diligence
obligations
don’t know / no opinion / not applicable
5. Transparency requirements and definition of public
securitisation
Public interventions after the GFC significantly improved the level of transparency in the EU  securitisation market
starting with the introduction of loan level templates by the European Central Bank. The current transparency regime
enshrined in Article 7 of the SECR aims to ensure that investors in a securitisation have all the necessary information
for their due diligence needs. In addition, National Competent Authorities (NCAs) should have access to sufficient
information to properly supervise the participants in the securitisation market.
However, the application of some legal provisions of the transparency regime have nonetheless shown some gaps and
inefficiencies. For instance, the disclosure requirements are seen by stakeholders as overly prescriptive and
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insufficiently adapted to the actual needs of investors into the various types of securitisations. This limits the usefulness
of certain disclosures, i.e. investors/NCAs may not use all the information disclosed under Article 7, because it might
not be tailored to their specific information needs.
Under the SECR, public securitisations are those that require publishing a prospectus, and yet this captures only a
subset of what the market would consider as public securitisations from an economic perspective. Consequently, only a
subset of the ‘truly’ public market is obliged to report to securitisation repositories. However, a separate significant part
of the market, in particular many collateralised loan obligations (CLOs), is public in nature but is not classified as such
under the SECR and therefore it does not report to the securitisation repositories (“SRs”). This curtails supervisors’
ability to adequately analyse and supervise cross‑border markets and might limit overall market transparency.
On the other hand, bespoke transactions or intra‑group securitisations (i.e. ones without an external investor) might be
subject to unduly high transparency requirements because they have to report using the same disclosure templates as
public transactions, which might not be fit for purpose.
Feedback gathered during the preparation of the Commission’s report on the functioning of the Securitisation
Regulation showed wide support for amending the definition of private securitisations to focus on truly bespoke
transactions, while at the same time reducing the mandatory transparency requirements for these types of transactions.
The
Joint Committee report
also favoured amending the definition of private securitisations to make it more precise and
to exempt from all transparency requirements a sub‑set of transactions that are private in nature. At the same time, the
Commission report also highlighted that a better definition of private securitisation would be difficult to find. For this
reason, it is worth considering whether amending (i.e. widening) the definition of public securitisations would be useful
instead. This would have the dual benefit of:
1. reducing the reporting burden for truly private transactions should transparency requirements be simultaneously
amended
2. and ensuring that transactions that are public in nature but currently considered private because they do not
have a prospectus (such as CLOs), would be categorised as public, thereby entailing direct reporting to
repositories, and enhancing market transparency.
Question 5.1. Please provide an estimate of the total annual recurring costs
and/or the average cost per transaction (in  EUR) of complying with the
transparency regime under Article 7.
Please differentiate between costs that are only due to Article  7 and costs
that you would incur during your regular course of business regardless of
Article 7.
Please compare the total transparency costs for securitisations with the total
transparency costs of other instruments with similar risk characteristics.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell-side of a securitisation, we refrain from answering.
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Question 5.2. If possible, please estimate the total one‑off costs you incurred
(in EUR) to set up the necessary procedures to comply with Article 7 of SECR.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell-side of a securitisation, we refrain from answering.
Question 5.3. How do the disclosure costs that you provided in Question 5.1.
compare with the disclosure costs for other instruments with similar risk
characteristics?
Significantly higher (more than 50% higher)
Moderately higher (from 10% to 49% higher)
Similar
Moderately lower (from 10% to 49% lower)
Significantly lower (more than 50% lower)
Don’t know / no opinion / not applicable
Please explain your answer to question 5.3:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell-side of a securitisation, we refrain from answering.
Question 5.4. Is the information that investors need to carry out their due
diligence under Article 5 different from the information that supervisors
need?
Significantly different
Moderately different
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Similar
Don’t know / no opinion / not applicable
Please explain your answer to question 5.4:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Information that is necessary for supervision will usually consist of governance documents that are used to
assess whether sell-side parties have a prudent framework for ensuring compliance with SECR. Whereas
investors are expected to be more focused on information that underpin their investment case and that are
related to their instrument specific due diligence obligations.
Question 5.5. To ensure that investors and supervisors have sufficient
access to information under Article  7, please select your preferred option
below:
Option 1:
Streamline the current disclosure templates for public securitisations
Introduce a simplified template for private securitisations and require
private securitisations to report to securitisation repositories (this
reporting will not be public)
Option 2:
Remove the distinction between public and private securitisations.
Introduce principles‑based disclosure for investors without a prescribed
template
Replace the current disclosure templates with a simplified prescribed
template that fits the needs of competent authorities, with a reduced
scope/reduced number of fields than the current templates
Option 3:
No change to the existing regime under Article 7.
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Question 5.6. If you are a supervisor, what impact (in percent or EUR) would
you anticipate Option 1 would have on your supervisory costs?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not envisage that option 1, would lead to significant savings on supervisory
costs. The more readily availability of information on private securitisations could however lead to some
efficiencies, the benefit of which is hard to quantify.
Question 5.7. Assuming that transparency requirements are amended as
suggested in Option 1, by how much would the volume of securitisations that
you issue, or invest in, change?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell- and buy-side of a securitisation, we refrain from
answering.
Question 5.8. What impact (in percent or EUR) would you anticipate Option 1
would have on your one‑off and annual recurring costs for complying with
the transparency requirements in Article 7? Please explain your answer.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell-side of a securitisation, we refrain from answering.
Question 5.9. Do you see any concerns, impediments, or unintended
consequences
Yes
No
31
from
requiring
private
securitisations
to
report
to
securitisation repositories?
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Don’t know / no opinion / not applicable
Please explain your answer to question 5.9:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 5.10. Under Option 1, should the current definition of a public
securitisation be expanded to a securitisation fulfilling any of the following
criteria?
1. a prospectus has been drawn up in compliance with the EU Prospectus
Regulation
2. or notes were admitted a trading venue
3. or it was marketed (to a broad range/audience of investors) and the
relevant terms and conditions are non‑negotiable among the parties
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 5.10:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark believes there could be merits in revising the current legal definition of private securitization to
exclude securitisations that are more widely available and thus also warrant increased transparency.
Denmark can support a general review/streamlining of the disclosure templates. Denmark is hesitant to
introduce a simplified template for private securitisations, taking into account the width of the current legal
definition of private securitisations. With this in mind, we are of the impression that a more simplified
disclosure template would only be appropriate with a narrowing of the legal definition of private
securitizations. Finally, we are not yet decided that the reporting of disclosure templates to securitization
repositories are necessary for private securitisations, especially if the scope of what constitutes private
securitisations is narrowed.
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Question 5.11. If you answered yes to question 5.10., what criteria should be
used to assess point (3) in the definition above (i.e. a securitisation marketed
(to a broad range/audience of investors) and the relevant terms and
conditions are non‑negotiable among the parties)?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We have no opinion on the precise criteria yet.
Question 5.12. If the definition of a public securitisation is expanded (for
example, to encompass securitisations fulfilling the criteria set out in
question 5.10), what share of your existing private transactions would now
fall under this newly-expanded public definition?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We are not currently aware how a narrowing of the definition of private securitisations would affect existing
securitisations.
Question 5.13. Under Option 1, what would you estimate to be the impact (in
percent or EUR) of changing the definition of public securitisation on your
one‑off and annual recurring costs for complying with Article 7?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell-side of a securitisation, we refrain from answering.
Question 5.14. Assuming that transparency requirements are amended as
suggested in Option 2, by how much would the volume of securitisations that
you issue, or invest in, change?
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5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell- and buy-side of a securitisation, we refrain from answering.
Question 5.15. What impact (in percent or EUR) would you anticipate Option
2 would have on one‑off and annual recurring costs for complying with the
transparency requirements in Article 7? Please explain your answer.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell-side of a securitisation, we refrain from answering.
Question 5.16. Under Option  2, what should be included in the
principle‑based disclosure requirements for investors to reduce compliance
costs while ensuring access to information?
How should investors access this information?
Please explain your answer, listing all relevant information that you think
investors need to do proper due diligence that could be common across all
securitisations.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark is skeptical toward “option 2”, and mindful that such an approach would be
vulnerable to both missing key information and reduced comparability across different
securitisations.
Question 5.17. Under Option  2, should intra‑group transactions, and
securitisations below a certain threshold, be excluded from the reporting
requirements in Article 7?
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Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 5.17, and, if you answered yes,
please specify how should intragroup transactions be defined and how
should the threshold be determined:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 5.18. Under Option 2, what would be the impact (in percent or EUR)
on your one‑off and annual recurring costs for complying with the
transparency requirements of excluding intra‑group transactions and
securitisations below a certain threshold from the reporting requirements in
Article 7? Please explain your answer.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell-side of a securitisation, we refrain from answering.
Question 5.19. Should the text of Article 7 of the SECR explicitly provide
flexibility for reporting on the underlying assets at aggregated level?
Yes
No
Don’t know / no opinion / not applicable
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Question 5.20. If you answered yes to question 5.19., which categories of
transactions should be allowed to provide reporting only at aggregated level?
You may select more than one option.
Please select as many answers as you like
Granular portfolios of credit card receivables
Granular portfolios of trade receivables
Other
Don’t know / no opinion / not applicable
If you answered “other” to question 5.20, please explain:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
On a general note, Denmark is supportive of a high degree of transparency when it comes to securitization
transactions, as such any flexibility to reporting on the underlying assets on an aggregate basis should be
based on strict criteria that ensures that relevant information, such as for instance concentration risks or
other correlations, are not present in the underlying exposures.
Question 5.21. If you are a supervisor, what impact (in percent or EUR) would
you anticipate Option 2 would have on your supervisory costs?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not envisage that “Option 2” would lead to significant change in the supervisory burden.
6. Supervision
Securitisation entails many actors, in some cases also based in different jurisdictions. This can result in several national
competent authorities being involved in the supervision of one transaction. Market participants cite that differences in
the supervisory approaches of Member States create uncertainty. This has been
raised in the Joint Committee of the
ESAs’ report on the implementation and functioning of the securitisation framework
and in the
Commission
2022  securitisation review report
. Diverging supervisory practices create resource and cost inefficiencies due to the
multiplication of common functions across many Member States. Divergence and ensuing legal uncertainty can create
an unlevel playing field and are detrimental to the growth of the securitisation market and its proper functioning. In
addition, fragmented responsibility and access to data can create loopholes and potentially lead to the emergence of
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risks. For these reasons, it is important to consider how to streamline and improve supervision in the EU to ensure
consistency, better coordination, and a proportionate approach to avoiding divergent practices. This could be achieved
through a more efficient and effective use of the existing powers which are allocated to the ESAs
and competent authorities.
Ideas for improvement include the creation of supervisory hubs, building on the model of the SSM securitisation hub. In
the case of cross‑border transactions, a lead coordinator could be appointed under the joint oversight of the ESAs.
NCAs' participation could be mandatory, requiring all or some NCAs to participate based on a set of relevant criteria.
Alternatively, participation could also be voluntary so only interested NCAs join the new supervisory structure. This
would, however, limit the degree of supervisory convergence that can be achieved. This section seeks to gather
feedback in relation to these ideas.
Question 6.1. Have you identified any divergencies or concerns with the
supervision, based on the current supervisory set up?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 6.1 and give specific examples:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark have not identified any particular issues that can be attributed solely to the current supervisory
setup.
Question 6.2. Would you see merit in streamlining supervision to ensure
more coordination and supervisory convergence?
Yes
No
Don’t know / no opinion / not applicable
Question 6.3. If you answered yes to question 6.2., what should be the scope
of coordinated supervision?
STS securitisations only
All securitisations
Other
Don’t know / no opinion / not applicable
If you responded "other" to question 6.3, please specify to what you refer:
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5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 6.4. If you answered yes to question 6.2., what should be the
supervisory tasks of coordinated supervision?
Compliance with Securitisation Regulation as a whole
Compliance only with STS criteria
Compliance with Securitisation Regulation and prudential requirements for
securitisation
Other
Don’t know / no opinion / not applicable
If you responded "other" to question 6.4, please specify to what you refer:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark considers the existing supervision of securitisation broadly suitable, but we support exploring
possible shortcomings that could lead to material inefficiencies.
In this regard, we support looking at possible adjustments to the supervision of securitisation across different
jurisdictions within the current framework. A guiding principle should be standardizing the supervision, so the
process is streamlined and optimized thereby creating certainty for market participants.
The securitization regulation place certain requirement on actors participating in a securitization transaction.
These requirements can to a large degree be viewed in isolation and thus are not at odds with national
supervision.
Furthermore, it is worth considering that national supervisors typically also supervise the actors in a
securitization transaction based on other pieces of financial regulation. As such, national supervisors would
typically have a holistic understanding of the particular actors, that could greatly benefit also the supervision
under the securitization regulation.
We would however like to be quite explicit that we believe that the prudential supervision
of securitisations should not be transferred from national authorities in any magnitude.
Question 6.5. If you answered yes to question 6.2., which model would you
prefer?
Setting up supervisory hubs
Having one national authority as lead coordinator in the case of one issuance
involving multiple supervisors
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Another arrangement
Please explain your answer to question 6.5. If you selected “Another
arrangement”, please specify:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
If you responded "another arrangement" to question 6.5, please specify to
what you refer:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 6.6. If you answered yes to question 6.2, would you require
participation by all NCAs or only some?
All
Some
Don’t know / no opinion / not applicable
Question 6.7. If you answered “Some” to question 6.6., based on what criteria
would you select NCAs? Please specify.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 6.8. If you are a supervisor, how would the changes to supervision
suggested in the previous questions affect your supervisory costs?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We have no reliable assessment of the effect on supervisory cost and will refrain from answering this
question.
7. STS standard
The STS standard identifies criteria for simplicity, standardisation and transparency designed to address those aspects
of the securitisation practice that had proven problematic during the global financial crisis. It aims to address and
mitigate major drivers of operational and agency risks arising in securitisation, by enabling investors to differentiate
STS‑designated products from more opaque and complex ones.
In recognition of their less complex structure, STS positions entail lower capital requirements than non‑STS in the
banking and insurance prudential regulations. It was expected that the introduction of the STS standard in the  EU
would have a significant positive impact on the scaling up of the EU  securitisation market, by incentivising
standardisation of the securitisation transactions across the EU and attracting new issuers and investors to the market.
Stakeholders have flagged some of the STS  criteria as burdensome to comply with or otherwise constraining further
development of the STS market. Such criteria include the homogeneity of underlying assets, the collateral requirement
for on‑balance‑sheet securitisations, the ban on including exposures to credit impaired obligors, the information to be
provided prior to pricing and/or closing, and others.
In order to protect the integrity of the STS standard, it is important to ensure that a transaction that is notified as STS
really complies with the criteria. Third‑party verifiers (TPVs) are a voluntary, but important link in the chain of verifying
that a securitisation complies with the STS criteria, alongside originators, sponsors, national competent authorities and
investors. However, in the current text of the SECR, TPVs are authorised at national level but are not supervised after
authorisation, and they do not lift the ultimate responsibility from the originator and sponsor for ensuring compliance
with the STS criteria.
Some indications suggest that the STS label has been successful – the label is used by the market and recognised by
investors. Moreover, some transactions appear to be structured almost exclusively to be STS‑compliant, such as prime
Residential mortgage‑backed securities (RMBSs) and auto‑loans asset backed securities (ABSs). On the other hand,
the size of the securitisation market in general has not shown significant recovery since the introduction of the STS
label, and STS‑compliant transactions amount to less than half of the public securitisation market, which in itself
represents a declining portion of the overall securitisation market. This section seeks stakeholders’ feedback on the use
of the STS label, including how to increase its attractiveness for both originators and investors.
Question 7.1. Do you think that the STS  label in its current form has the
potential to significantly scale up the EU securitisation market?
Yes
No
Don’t know / no opinion / not applicable
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Please explain your answer to question 7.1:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 7.2. Which of the below factors, if any, do you consider as holding
back the expansion of the STS standard in the EU?
You may select more than one option.
Please select as many answers as you like
Overly restrictive and costly STS criteria
Low returns
High capital charges
LCR treatment
Other
Don’t know / no opinion / not applicable
Please explain your answer to question 7.2:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 7.3. How can the attractiveness of the EU STS standard be
increased, for EU and non‑EU investors?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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STS criteria
Question 7.4. In the case of an unfunded credit protection agreement
[*]
where
the protection provider provides no collateral to cover his potential future
liabilities, should such an agreement be eligible for the STS label, to facilitate
on‑balance‑sheet STS securitisations?
* According to Article 26e(8)(c) eligible credit protection for STS on-balance-sheet
securitisation should be “secured by collateral meeting the requirements laid down
in paragraphs 9 and 10 of this Article.
Yes
No
Don’t know / no opinion / not applicable
Question 7.5. If you answered yes to question 7.4., what safeguards should
be put in place to prevent the build‑up of financial stability risks arising from
the provision of unfunded credit protection?
The protection provider should meet a minimum credit rating requirement.
The provision of unfunded credit protection by the protection provider should
not exceed a certain threshold out of their entire business activity.
Other
Don’t know / no opinion / not applicable
Please explain your answer to question 7.5:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 7.6. What would be the implications for EU  financial stability of
allowing unfunded credit protection to be eligible for the STS label and the
associated preferential capital treatment?
5000 character(s) maximum
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including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Uncollateralised credit protection agreements gives rise to additional interdependencies and can lead to a
build up for financial stability risks.
Seeing as uncollateralized credit protection agreements are vulnerable to defaults by the protection seller,
securitisations structured around these agreements does not entail the same surety of credit risk transfer,
and should thus not be able to benefit from the preferential capital treatment of STS-securitisations.
As such Denmark is of the view that securitisations using such arrangements should not be eligible under
the STS-label.
Question 7.7.  How would allowing unfunded credit protection to be eligible
for the STS label and the associated preferential capital treatment impact
EU  insurers’ business model of providing credit protection via synthetic
securitisation (for example, would EU insurers account such transactions as
assets or as liabilities)?
Please explain your answer.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at EU insurers, we refrain from answering.
Question 7.8. If you are an originator, what impact on the volume of
on‑balance‑sheet securitisations that you issue do you expect to see if
unfunded credit protection becomes eligible for the STS  label and the
associated preferential capital treatment?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at originators, we refrain from answering.
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Question 7.9. If you answered no to question 7.4., do you see merit in
expanding the list of eligible high‑quality collateral instruments in Article 26e
(10) to facilitate on‑balance‑sheet STS securitisations?
Yes
No
Don’t know / no opinion / not applicable
Question 7.10. If you answered yes to question 7.9., which high‑quality
collateral instruments should be added to the list?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 7.11. What would be the implications for EU financial stability of
extending the list of high‑quality collateral arrangements under  Article  26e
(10)?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
In line with our answer to point 7,4 and 7,6 credit protection agreements that do not provide for a very high
level of surety of sufficient coverage, can result in the built-up financial stability risks. As such, any additions
to the set of eligible collateral for credit protection agreements should only be considered if the collateral is
the highest quality.
Question 7.12. Do the homogeneity requirements for STS transactions
represent an undue burden for the securitisation of corporate loans,
including SMEs?
Please explain your answer.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We have no concrete suggestions regarding amendments for the STS-criteria.
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Question 7.13. Should the STS criteria (for traditional, asset backed
commercial paper (ABCP) or on‑balance‑sheet securitisation) be further
simplified or amended?
Please explain your answer and provide suggestions.
Yes
No
Don’t know / no opinion / not applicable
Please provide a justification for your answer to question 7.13:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Third‑Party Verifiers (TPVs)
Question 7.14. On a scale of 1 to 5 (1 being the least valuable), please rate the
added value of TPVs in the STS securitisation market.
1 - Very low added value
2 - Low added value
3 - Medium added value
4 - High added value
5 - Very high added value
Don’t know / no opinion / not applicable
Please provide a justification for your answer to question 7.14:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 7.15. If you answered yes to question 4.10.(iv), should the TPVs be
supervised to ensure that the integrity of the STS standard is upheld?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 7.15, including where necessary
whether TPVs should be supervised at EU level:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Third Party Verifiers (TPV) must be authorized by their National Competent Authority. The
National Competent Authority is required to withdraw this authorization from TPVs if they are no longer in
compliance with the requirements of SECR, as such it is our impression that TPVs are already under
supervision.
Question 7.16. To what extent would supervision of TPVs increase the cost of
issuing an STS securitisation?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 7.16, and if available, estimate the
total costs in EUR:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
8. Securitisation platform
One issue which is mentioned in the public debate is the possibility of setting up a securitisation platform, with various
ideas being put forward on the possible characteristics and functions of such a platform. One of the proposals (see
Noy
er report
, developing European capital markets to finance the future: Proposals for a savings and investments union),
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inspired by the US model, envisages the use of public guarantees both at national and EU‑level to scale up the market
and create a new common ‘safe asset’ across the  EU. Other suggested designs are more circumspect (for example
see
TSI report
, the challenge of financing the transformation for companies and banks in Germany – securitisation as
an instrument for linking bank loans and capital markets) and entail the pooling of resources and information to reduce
issuance costs and encourage standardisation.
In its
statement of 7  March  2024, the ECB Governing Council
highlighted the need to explore ‘whether public
guarantees and further standardisation through pan‑EU issuances could support targeted segments of securitisation,
such as green securitisations to support the climate transition’.
Question 8.1. Would the establishment of a pan‑European securitisation
platform be useful to increase the use and attractiveness of securitisation in
the EU?
Yes
No
Don’t know / no opinion / not applicable
Question 8.2. If you answered yes to question 8.1., which of the following
objectives should be main objective(s) of the platform?
You may select more than one option
Please select as many answers as you like
Create an EU safe asset
Foster standardisation (in the underlying assets and in securitisation
structures, including contractual standardisation)
Enhance transparency and due diligence processes in the securitisation
market
Promote better integration of cross‑border securitisation transactions by
offering standardised legal frameworks
Lower funding costs for the real economy
Lower issuance costs
Support the funding of strategic objectives (e.g. twin transition, defense, etc.)
Other
Please explain how the platform could be designed to achieve the objectives
that you selected in your answer to question 8.2:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 8.3. If you answered yes to question 8.1., how would access to a
pan‑European securitisation platform increase the use and attractiveness of
securitisation in the EU?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 8.4. Should the platform target specific asset classes?
Yes
No
Don’t know / no opinion / not applicable
Question 8.5. If you answered yes to question 8.4., which asset classes
should the platform target?
SME loans
Green loans (i.e. green renovation, green mobility)
Mortgages
Corporate loans
Other
Don’t know / no opinion / not applicable
Please provide a justification for your answer to question 8.5:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 8.6. Are guarantees necessary?
Yes
No
Don’t know / no opinion / not applicable
Question 8.7. If you answered yes to question 8.6., please explain who
(private or public) would provide it and how you would design such a
guarantee
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 8.8. What do you view as the main challenges associated with the
introduction of such a platform in the EU, and how could these be managed?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark is fundamentally against the use of public guarantees to support a securitization
platform, as we firmly believe that the transfer of credit risk should be conducted on markets terms. As such,
Denmark does not support that public guarantees are part of the envisaged solution for a securitization
platform. In Denmark’s view, the establishment of a securitization platform should only be attempted after a
thorough assessment that provides clear indications that such a platform would provide material efficiencies
to buy- and sell-side actors, for example through easier marketing and further product standardization.
In relation to “Foster standardization”, “Enhance Transparency”, “Lower issuance costs”,
metioned in 8.2., Denmark have no concrete proposals on how to design a securitization
platform, but would like to reiterate that such a platform should be designed without the use of public
guarantees and only after a thorough assessment that the platform would provide worthwhile benefits.
Taking note that no market lead initiative has led to the establishment of the envisaged platform yet,
Denmark question the actual added value of such a platform. As previously stated, Denmark does not
support “subsidizing” a securitization platform with an offer of public guarantees. If however, after a thorough
assessment, it is concluded that there exists certain technical hindrances to a market lead platform solution,
Denmark would be open to discuss the removal of such elements.
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Question 8.9. What key considerations need to be taken in designing a
pan‑European securitisation platform, for such a platform to be usable and
attractive for originators and/or investors?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 8.10. Besides the creation of a securitisation platform, do you see
other initiatives that could further increase the level of standardisation and
convergence for EU securitisations, in a way that increases securitisation
volumes but also benefits the deepening and integration of the market?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
9. Prudential and liquidity risk treatment of securitisation for
banks
Banks are central players in the EU securitisation market. On the issuer side, securitisation is a useful tool in banks’
toolkit for diversifying funding sources, and for balance sheet and credit risk management purposes. On the demand
side, while banks hold significant exposures towards EU securitisation transactions and in particular to senior tranches,
most are in the form of retained securitisations, including asset‑backed securities (ABS) that are used as collateral for
central bank operations to obtain liquidity. Exposures to other banks’ securitisations are overall limited. The high
percentage of retained securitisations limits the depth and liquidity of the securitisation market in the EU.
The prudential treatment of securitisation is set out in
Regulation (EU) No 575/2013 (Capital Requirements Regulation -
CRR)
. It specifies requirements for the prudential treatment of securitisation exposures by banks, acting as originators,
investors and sponsors in securitisation. The main features of the prudential treatment are defined in the Part Three,
Title  II, Chapter  5 of the  CRR, which sets out the regulatory capital calculation approaches, a specific risk‑sensitive
treatment for STS securitisations and additional criteria for the STS securitisations to be eligible for that treatment, the
framework for the significant risk transfer (SRT), specific treatment for securitisation of non‑performing exposures and
other specific requirements. Besides, the prudential treatment under the CRR, the liquidity risk treatment of the
securitisation exposures under the
LCR Delegated Regulation (Delegated Regulation (EU)  2015/61 on liquidity
coverage requirements for credit institutions)
is also relevant for banks.
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In their
advice from December 2022, the European Supervisory Authorities (ESAs)
concluded that the prudential and
the liquidity treatment of securitisation is not the key obstacle to the revival of the securitisation market, and that the
subdued status of the securitisation market is rather the result of a series of factors, including the interplay between low
supply and low demand. At the same time, the ESAs also recognised in their report that it is possible to increase the
risk sensitivity of the prudential framework. Many stakeholders consider the prudential and liquidity treatment as having
a decisive impact on the attractiveness of the securitisation instrument for banks and in addition point out in particular to
a relative disadvantage of the prudential treatment for some types of securitisations in comparison with other
financial instruments.
Question 9.1. What concrete prudential provisions in the CRR have the
strongest influence on the banks’ issuance of and demand for those types of
traditional, i.e. true sale, securitisation which involve the senior tranche
being sold to external investors and not retained by the originator?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.2. Please explain how possible changes in the prudential
treatment would change the volume of the securitisation that you issue, or
invest in (for the latter, split the rationale and volumes for different tranches):
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the sell- and buy-side of a securitization, we refrain from
answering.
Question 9.3. Based on your answer to 9.1, please explain how possible
changes in the prudential treatment could support the supply for and
demand of SME and corporate exposure‑based securitisation transactions:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 9.4. Does the prudential treatment of securitisation in the CRR
appropriately reflect the different roles a bank can play in the securitisation
chain, concretely the roles of originator (limb ‘a’ and limb ‘b’ of the definition
of the originator in the
Securitisation Regulation
[*]
), servicer and investor?
* According to Article 3(2) of the
Securitisation Regulation
, an originator can
be an entity that has originated the exposures that are securitised (letter (a)),
or has purchased a third party’s exposures on its own account and then
securitises them (letter (b))
Yes
No
Don’t know / no opinion / not applicable
Question 9.5. If you answered no to question 9.4., please explain and provide
suggestions for targeted amendments to more appropriately reflect the
different roles of banks as originator, investor, and servicer:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.6. Have you identified any areas of technical inconsistencies or
ambiguities in the prudential treatment of securitisation in the CRR (other
than the ‘quick fixes’ identified by the
ESAs in the report JC/2022/66
) that
could benefit from further clarification?
Yes
No
Don’t know / no opinion / not applicable
Question 9.7. If you answered yes to question 9.6., please explain and
provide suggestions for possible clarifications:
5000 character(s) maximum
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including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.8. Are there national legislations or supervisory practices which
in your view unduly restrict banks in their potential role as investor,
originator, servicer or sponsor of securitisation transactions?
Yes
No
Don’t know / no opinion / not applicable
Question 9.9. If you answered yes to question 9.8., please explain and
provide examples:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.10. How do banks use the capital and funding released through
securitisation?
Please explain your answer and if possible, quantify how much of the
released capital and funding is used for further lending to the EU economy.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Due to limited supervisory experience with securitisation, we are unable to provide an
answer to this question.
Risk weight floors
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The risk weight floors, the p‑factor and the requirement of risk weighting at 1250% for the securitisation positions up to
KIRB/KSA are key measures, ensuring the non‑neutrality of the securitisation capital framework.
The main objective of non‑neutrality is to protect against certain structural risks, including agency and model risks, that
are more prevalent for securitisations than for other financial assets and give rise to some degree of uncertainty in the
calculation of capital requirements for securitisations, even after all appropriate risk drivers have been taken into
account. To capture those risks adequately, the CRR sets out a  15% risk‑weight floor for non‑STS securitisation
positions and a  10% risk‑weight floor for STS securitisation positions (positions in resecuritisations  – generally not
admitted under the EU  securitisation framework  – when allowed by supervisors, are subject to a more conservative
100% risk-weight floor), irrespective of the approach for calculation of capital requirements and the role of the bank in
the securitisation (originator or investor with respect to the securitisation position).
ESAs contend that originators, unlike the investors, are subject to reduced model and agency risk in relation to their
own originated securitisation. The ESAs found that the current risk‑weight floors on retained tranches are unjustifiably
high and operate to dissuade banks from originating a larger volume of SRT trades. Accordingly, the ESAs recommend
lowering the risk weight floors for originators being the original lenders
[*]
(in STS deals, under SEC‑IRBA, from  10%
to 7%, and under non‑STS for all approaches, from 15% to 12%), subject to safeguards. These safeguards would seek
to ensure an adequate reduction in the credit risk of the underlying exposures retained by the originator and prevent
undercapitalisation of the underlying risk of the respective securitisation positions retained by the originator (criteria in
relation to the thickness of the sold non‑senior tranches, amortisation structure, granularity and, for synthetic
securitisations only, counterparty credit risk).
While the safeguards aim to ensure the resilience of the transactions, they have been conceived for future issuances,
rather than for existing trades (indeed only a minority of the existing transactions would pass the criteria). The criterion
on the thickness of the non‑senior tranche has been perceived by various stakeholders as particularly conservative and
prescriptive.
* For instance, only originators involved in the origination of the underlying exposures as referred to in point (3)(a) of Article 2 of the
Securitisation Regulation. This would exclude any originator that “purchases a third party’s exposures on its own account and then securitises
them”, according to point (b) of the same Article, to avoid that credit institutions would expand beyond core businesses just for the purpose of
securitising the respective exposures in order to benefit from the reduction in the risk weight floor.
Question 9.11. Do you agree that securitisation entails a higher structural
model risk compared to other financial assets (loans, leases, mortgages) due
to, for example, the inherent tranching?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.11:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As securitisation does not play a role in the funding markets in Denmark, there is similarly
limited supervisory experience with securitisation. But we do consider that securitisation entails a higher
structural model risk as it is a complex product compared to other financial assets.
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Question 9.12. Do you consider that scope and the size of the reduction of
the risk weight floors, as proposed by the ESAs, is proportionate and
adequate to reflect the limited model and agency risks of originators and
improve the risk sensitivity in the securitisation framework, taking into
account the capital requirements for other financial instruments?
Yes
No
Don’t know / no opinion / not applicable
Question 9.13. If you answered no to question 9.12., should the scope and
size of the reduction of the risk weight floors be amended?
For example, should it be extended to investors in a targeted manner (such
as, for example, to investors in STS securitisations and under SEC‑IRBA
approaches only, to prevent discrepancies with the prudential treatment of
covered bonds under the SA approach)?
Or, on the contrary, should the scope be reduced to only include originators
who are servicing the underlying exposures?
Please justify your reasoning:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Any amendments to the scope and size of the reduction of the risk weight floors should be based on
thorough analysis and assessments of the impacts on potential risks to avoid unintended consequences in
terms of reduced robustness and resilience of the markets, especially when considering deviations from
Basel standards/IOSCO recommendations. We do not find a reduction of the risk weight floors to be
sufficiently documented or analyzed and therefore we do not support such reduction. The risk weight floors
should reflect the risk.
For any other changes to the established framework on topics such as in questions 9.6. and 9.20, we would
also highlight the need for thorough analysis and impact assessment before making any changes, especially
regarding any considerations to deviate from calibrations following from Basel standards and IOSCO
recommendations.
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Question 9.14. Do you consider that the ESAs’ proposed accompanying
safeguard, with respect to the thickness of the sold non‑senior tranches, is
proportionate and adequate in terms of ensuring the resilience of the
transactions?
Yes
No
Don’t know / no opinion / not applicable
Question 9.15. If you answered no to question 9.14., please provide and
explain alternative proposals to ensure a sufficient thickness of the sold
non‑senior tranches to justify a possible reduction of the risk‑weight floor in
an efficient and prudent manner.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.16. Do you consider that the other three safeguards as proposed
by the ESAs (amortisation structure, granularity and, for synthetic
securitisations only, counterparty credit risk) are proportionate and adequate
in terms of ensuring the resilience of the transactions?
Yes
No
Don’t know / no opinion / not applicable
Question 9.17. If you answered no to question 9.16., please provide and
explain alternative proposals for safeguards that would effectively ensure the
resilience of the transaction and would justify the reduction of risk‑weight
floors.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 9.18. If you answered no to question 9.16., as an alternative, instead
of these three safeguards, taking into account the need to ensure simplicity,
would it be preferable to limit the reduction of the risk weight floor to STS
transactions only? Please explain.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Any amendments to the scope and size of the reduction of the risk weight floors should be based on
thorough analysis and an and assessments of the impacts on potential risks to avoid unintended
consequences in terms of reduced robustness and resilience of the markets.
Question 9.19. What would be the expected impact of a possible reduction of
the risk weight floor on EU securitisation activity?
Please explain any possible impact on different types of securitisations
(traditional securitisation, synthetic securitisation), from both supply and
demand sides.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
The (p) factor
The (p) factor is the main parameter of non‑neutrality in the securitisation framework. Besides incorporating the capital
non‑neutrality, it also serves as a smoothing parameter to mitigate the so‑called ‘cliff effects’ that arise when small
changes in input parameters under the current risk weight functions result in comparably large changes in risk weights
(the lower the (p) factor, the higher the cliff effect). The (p) factor aims to capture the structural risks of securitisation
[*]
in particular agency and model risks, and to some extent correlation (risk of correlated defaults, particularly present in
non‑granular pools). A p‑factor of  “1” means that for the whole securitisation structure (i.e., all the tranches) there
is  100% more capital required (doubling the capital required) compared to the requirement that applies to the
underlying portfolio of assets.
In their
2022 advice, the ESAs
did not support the reduction of the (p) factor. In particular, they considered that lowering
the (p) factor, without making other changes to the risk‑weight function underpinning the SEC‑IRBA and the SEC‑SA
formulae, might increase the risk of cliff effects and of undercapitalisation of the mezzanine (non‑senior) tranches.
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Overall, the reduction of the (p) factor seems to have the most significant impact on the capital treatment of the
mezzanine tranches, where more bank investments may not be desirable, and a less significant impact on the capital
treatment of senior tranches, where the risk weight floor has a more significant impact.
The issue is whether the (p) factor could potentially be reduced, in a targeted manner and on a limited basis only
(equivalent to, for example, a [x%] reduction, compared to the existing treatment), to improve the coherence between
the actual risks and the capital treatment, while avoiding the unwarranted risk of increased cliff effects and
undercapitalisation of the mezzanine tranches in particular. Possible targeted reductions could focus on originators,
STS transactions, or senior tranches.
* Under SEC-SA, there is a fixed (p) factor of 1 (for non-STS securitisations) and 0.5 (for STS securitisations). Under the SEC-IRBA, banks may
calculate their own supervisory parameter based on four risk factors, i.e., the framework (correlation effect), the granularity of the securitised pool
for wholesale, the capital charge for the underlying exposures, the average loss given default of the securitised pool, plus one non-risk
parameter (tranche maturity MT, capped at 5 years), which is subject to a floor of 0.30. There is no (p) factor in SEC-ERBA where the capital
requirements are set out in the look-up tables, to ensure consistency compared with the capital requirements with SEC-SA.
Question 9.20. Do you consider that the current levels of the (p) factor
adequately address structural risks embedded in securitisation, such as
model risk, agency risk and to some extent correlation, as well as the cliff
effects?
Yes
No
Don’t know / no opinion / not applicable
Question 9.21. If you answered no to question 9.20., please provide the
justification, and provide quantitative and qualitative data, for whether and
how the (p) factor overestimates the risks and inappropriately mitigates the
cliff‑effects, for specific types of securitisation exposures.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.22. Do you consider that potential targeted and limited reductions
to the (p) factor may increase securitisation issuance and investment in
the EU, while at the same time keeping the capitalisation of the securitisation
tranches at a sufficiently prudent level?
Yes
No
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Don’t know / no opinion / not applicable
Please explain your answer to question 9.22:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark is of the view that a reduction of the p-factor – even if targeted and limited – could result in
undercapitalization of some tranches, thereby not ensuring an overall sufficiently prudent level of
capitalization. As securitisation does not play a role in the funding markets in Denmark our supervisory
experience is limited, but any changes to the p-factor should be based on thorough analysis and
assessments of the impacts on potential risks to avoid unintended consequences in terms of reduced
robustness and resilience of the markets. The need for thorough analysis and assessment also follows from
the fact that current level of the p-factor is calibrated on the Basel standards and that any deviations should
be carefully considered.
Question 9.23. If you answered yes to question 9.22., what criteria should be
considered when considering such targeted and limited reductions?
You may select more than one option.
Please select as many answers as you like
Exposures held by originators versus investors
Exposures in STS versus non‑STS securitisations (beyond the differentiation
already provided for in Article 260 and in Article 262 CRR)
Exposures in senior versus non‑senior tranches
Exposures calculated under different capital approaches
Other criteria
Don’t know / no opinion / not applicable
Please explain your answer to question 9.23:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Question 9.24. As regards your answer to 9.22., please provide quantitative
and qualitative data on the likely impact of possible targeted and limited
reductions to the (p) factor as investigated above, in particular how such
targeted reductions would avoid cliff effects and undercapitalisation of
mezzanine tranches and, how they would not create incentives for banks to
invest in mezzanine tranches.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We are unable to provide the requested data, as securitisation does not play a role in the
funding markets in Denmark. But a thorough analysis and impact assessment should be
undertaken before considering recalibrating the p-factor, so as to ensure an overall sufficiently prudent level
of capitalization for all types of tranches.
Question 9.25. As regards your answer to 9.22, please provide the data on
how they would have a positive impact on the issuance of securitisation, the
investments in securitisation, and the placement of securitisation issuances
with external investors, for different types of securitisations (traditional
securitisation, synthetic securitisation).
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We are unable to provide the requested data, as securitisation does not play a role in the
funding markets in Denmark.
Question 9.26. Do you consider that the current approach to non‑neutrality of
capital requirements as one of core elements of the securitisation prudential
framework, leads to undue overcapitalisation (or undercapitalisation) of the
securitisation exposures, in particular when compared to the realised losses
and distribution of the losses across the capital structure (different tranches
of securitisation) over a full economic cycle?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.26:
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5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Due to limited supervisory experience with securitisation, we are unable to provide an answer to this
question. Any changes to the capital requirements should be based on thorough analysis and assessments
of the impacts on potential risks to avoid unintended consequences in terms of reduced robustness and
resilience of the markets.
Question 9.27. If you answered yes to question 9.26, please justify your
reasoning and provide quantitative and qualitative data to show the extent of
the undue non‑neutrality (overcapitalisation or undercapitalisation), in
particular when compared to the realised losses and distribution of the
losses across the capital structure, taking into consideration the need to
cover a full economic cycle.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.28. Based on your answer to 9.26., do you consider that
alternative designs of the risk weight functions, such as an inverted S‑curve,
or introducing a scaling parameter to scale the KA
[*]
downwards, within the
current halfpipe design, as investigated in the Section 3.3.2 of the
EBA Report
, have potential to achieve more proportionate levels of capital non‑neutrality
and capital distribution across tranches, address the potential cliff effects
more appropriately and achieve prudential objectives?
* KA factor as specified in paragraph 2 of Article 261 of the CRR, for the purpose of calculation of
the capital charge under the standardised approach (SEC-SA).
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.28:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Due to the technical nature of this question coupled with our limited supervisory experience, we are unable
to answer this question. But we stress the importance of thorough analysis and impact assessments before
considering any changes to the established framework.
Question 9.29. If you answered yes to question 9.28, please specify the
impact of such alternative design compared to the existing risk weight
functions and explain an appropriate calibration of such alternative designs
and possible safeguards for the measures to achieve prudential objectives.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Significant risk transfer (SRT)
The concept of significant risk transfer (‘SRT’), i.e. transfer of a sufficient quantum of credit risk from the bank’s balance
sheet to a third party, is a crucial regulatory and supervisory concept in the EU  securitisation framework. It is a
precondition for a bank originator to benefit from capital relief from securitisation, and therefore one of the critical
considerations for a bank originator when structuring a securitisation transaction. Achieving SRT requires complying
with various quantitative and qualitative tests that are defined in high level terms in the CRR. The current framework
provides for two ‘mechanical’ tests (the ‘mezzanine’ and ‘first loss’ tests), which the competent authority supplements
with a case‑by‑case assessment, as to whether the originator has transferred an amount of credit risk which is
‘commensurate’ to the capital relief. The ‘permission‑based’ approach is an alternative to the existing mechanical tests
and may ensure that a commensurate transfer of risks is achieved. The originator has an interest in receiving the
assessment of compliance with those tests by the Competent Authorities for reasons of legal certainty, and the
Competent Authorities’ decision on SRT is consequential for the economic viability and ultimate structure of a
securitisation executed with a capital relief intent.
In its
report published in  2020, the EBA
identified a series of structural limitations of the existing SRT regulatory
framework in the CRR and it proposed a set of recommendations to enhance the efficiency and robustness of the SRT
framework and strengthen the consistency in the SRT  outcomes (in particular in three areas: in relation to the
SRT  tests, the process applied by the competent authorities to assess the SRT, and the structural features of
securitisation transactions which may affect the effectiveness of the risk transfer).
As one of the recommendations, the EBA recommends replacing the mechanical tests with a single comprehensive test
based on the principle‑based approach (PBA) test which aims to make the SRT framework less complex and more
flexible. Under the PBA  test, the  SRT can be achieved in case at least  50% of the unexpected losses (UL) are
transferred to third parties. The EBA also provides recommendations with respect to the allocation of the lifetime
expected losses (LTEL) and unexpected losses to the tranches for the purposes of the PBA  test. Those
recommendations have received only limited support from stakeholders, given the alleged conservativeness of the
proposals as regards the suggested back‑loading of UL in a stressed scenario.
Recently, improvements have been achieved in both the convergence of assessment and the process of the
SRT  assessments. The recent market data confirm a considerable increase of SRT securitisation transactions.
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Generally, the SRT market continues to grow as these transactions allow banks, that operate in an environment with
capital pressure, to benefit from a capital relief. Synthetic transactions continue to dominate the SRT segment, with a
share of more than 85% in the overall notional.
Question 9.30. Do you agree with the conditions to be met for SRT  tests as
framed in the CRR (i.e. the mechanical tests - first loss and mezzanine tests,
and the supervisory competence to assess the commensurateness of the
risk transfer, as set out in Articles 244 and 245 of the CRR)?
Are the SRT conditions effective in ensuring a robustness and consistency of
the ‘significant risk transfer’ from an economic perspective?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.30:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As securitisation does not play a role in the funding markets in Denmark, there is similarly
limited supervisory experience with securitisation under the current regulatory regime.
Question 9.31. If you answered no to question 9.30, do you consider that the
robustness and efficiency of the SRT framework could be enhanced by
replacing the current mechanical tests with the PBA test?
The PBA  test could be based on the recommendations in the EBA Report,
while the recommendations on the allocation of losses to the tranches could
be reconsidered.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Any changes to the current framework should be based on thorough analysis and impact
assessments which show a clear added value.
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Question 9.32. Do you consider the process of the SRT supervisory
assessments to be efficient and adequate?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.32:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at the stakeholders, we refrain from answering.
Question 9.33. If you answered no to question 9.32., please provide
justifications and suggestions how the SRT assessment process could be
improved further.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.34. Should the process of the SRT supervisory assessments be
further specified at the EU level (e.g., in Guidelines, based on a clear mandate
in Level 1), or should it be rather left entirely to the competent authorities to
set out their own process?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.34:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Denmark considers the existing supervision broadly suitable and do not see a need for further regulating the
supervisory assessments at the EU level. The process of the SRT assessment should be left to the
competent authorities to set out their own process.
Question 9.35. If you answered yes to question 9.34., please provide
suggestions:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.36. If you are a supervisor, how would a change in the SRT
regulatory framework (in particular on the SRT  tests and the process of
SRT supervisory assessments) impact your supervisory costs?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As securitisation does not play a role in the funding markets in Denmark, there is similarly
limited supervisory experience with securitisation under the current regulatory regime. We are therefore not
able to answer this question.
Transitional measure in Article 465(13) of the CRR
The transitional measure in Article 465(13) of the CRR as amended by
Regulation (EU)  2024/1623
aims to mitigate
possible unintended consequences of the introduction of the output floor on the calculation of capital requirements for
securitisation exposures. It introduces a targeted relief for exposures risk‑weighted under the SEC‑IRBA and internal
assessment approach (IAA) by halving the (p) factor in the calculation of the output floor for those IRB securitisation
positions (i.e. the (p)  factor is halved to  0.25 for the STS  securitisation positions eligible for the preferential capital
treatment under the  CRR, and to  0.5 for all other securitisation positions). The introduction of this targeted relief
acknowledges the fact that the (p)  factor levels embedded in the securitisation standardised approach formula
(SEC‑SA) when used in the context of the output floor would produce unduly punitive results for securitisations
structured based on the SEC‑IRBA by banks using internal models. The transitional measure will be in application from
1 January 2025 until 31 December 2032.
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Question 9.37. Do you consider that the transitional measure will remain
necessary and should be maintained, in case of introduction of other
changes to the prudential framework?
Yes
No
Don’t know / no opinion / not applicable
Question 9.38. If you answered yes to question 9.37., please explain why and
whether there are any alternative measures that could be more appropriate to
achieve the original objective of the transitional measure.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Any changes to the current framework should be based on concrete problems or identified
gaps in the regulation. The work should further be supported by thorough analysis and impact assessments.
Question 9.39. If you answered yes to question 9.37, do you consider that a
potential targeted and limited reduction of the p‑factor might affect the
effectiveness of the transitional measure under the output floor?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.39:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Liquidity risk treatment in the LCR Delegated Regulation
The liquidity coverage ratio (LCR), transposed in the
LCR Delegated Regulation (Delegated Regulation (EU) 2015/61
on liquidity coverage requirements for credit institutions)
, seeks to ensure that banks maintain a liquidity buffer to meet
net outflows under severe idiosyncratic and market wide stress conditions. The LCR Delegated Regulation allows
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senior tranches of STS traditional securitisations to be included as level 2B high quality liquid assets (HQLA), capped
at 15% of the liquidity buffer. Non‑senior tranches of STS traditional securitisation, non‑STS traditional securitisations,
synthetic securitisation and resecuritisations are ineligible for inclusion in the HQLA.
In terms of eligible asset classes, in addition to securitisations with underlying mortgages (RMBS) in line with the Basel
Standards, the EU  transposition allows inclusion of securitisations with underlying auto‑loans, consumer‑loans and
SME‑loans, subject to different haircuts, credit quality steps (CQSs) and other requirements (in addition, as clarified by
Q&A 2019_4786
, securitisations, including NPL securitisations, that are explicitly guaranteed by the central government
of a Member State can qualify as level 1 liquid assets in the LCR in accordance with Article  10(1)(c)(i) of the LCR
Delegated Regulation). This expansion of eligible securities in the EU was motivated by the expectation that it would
increase diversification of banks’ liquid assets.
Some consider that the liquidity treatment of securitisations in the LCR Delegated Regulation has a major impact on
banks’ investments in STS  securitisations and issuance thereof and have advocated for the relaxation of eligibility
conditions for securitisations in the LCR.
Currently, banks make only negligible use of the capacity of their liquidity buffers to invest in securitisations as
level 2B HQLA, with the share of securitisations in banks’ liquid assets ranging from 0.2% to 0.7%. This may suggest
that most banks do not consider securitisations to be effectively liquid and marketable during stress. It also shows a
minimal impact of securitisations on the liquid assets’ diversification in the LCR buffers – the diversification being one of
the primary motivations for the expansion of eligible securitisations in the EU beyond Basel.
On a more technical aspect, several stakeholders propose to introduce an amendment to the LCR Delegated
Regulation, with the aim to reflect the increased granularity of  CQSs under the amended  CRR and the related
amendment to the Implementing Regulation on the mapping of credit assessments for securitisation positions by
external credit assessment institutions’ (ECAIs) (
Implementing Regulation (EU) 2016/1801
as per
Commission
Implementing Regulation (EU) 2022/2365
). They recommend modifying the reference from CQS 1, to CQS 1 to 4, in
the Article  13(2) of the LCR Delegated Regulation regarding the long‑term rating. In the absence of the updated
reference, the STS securitisation tranches with ratings between AA+ and Aa‑ would unintentionally not be eligible as
Level 2B securitisations and the eligibility would be limited to tranches with AAA rating.
Question 9.40. Does the liquidity risk treatment of the securitisation
exposures under the LCR Delegated Regulation have a significant impact on
banks' securitisation issuance and investment activities and on the liquidity
of the securitisation market in the EU?
Yes
No
Don’t know / no opinion / not applicable
Question 9.41. As regard to your answer to 9.40., please explain the impact
on banks’ issuance of securitisation, investment in securitisation, and
relative importance of the liquidity treatment under the LCR in the activity of
the primary and secondary securitisation markets.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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As securitisation does not play a role in the funding markets in Denmark, there is similarly
limited supervisory experience with securitisation under the current regulatory regime, also with respects to
the liquidity treatment under the LCR.
Question 9.42. Do you consider that the existing liquidity risk treatment of
securitisation, in particular in terms of credit quality steps (CQSs) and
haircuts applied to securitisations eligible for Level 2B HQLA, are adequately
reflecting the liquidity and stress performance of securitisations, across the
full economic cycle, including in crisis conditions, and in comparison, with
the treatment of other comparable financial instruments?
Yes
No
Don’t know / no opinion / not applicable
Question 9.43. If you answered no to question 9.42., please justify your
reasoning, providing quantitative and qualitative data on the impact, and
provide suggestions for what you would consider as appropriate and
justified treatment in terms of CQSs, haircuts and other relevant
requirements, without endangering financial stability.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We have answered yes to question 9.42. We do not believe there is any basis for easing the liquidity risk
treatment of securitisations. The liquidity and stress performance of securitisation has not been properly
tested across the full economic cycle, including in crisis conditions. Therefore, we do not see any changes to
the liquidity treatment of securitisation to be warranted. We lack thorough analysis and assessments of the
impact on potential risks and consequences in terms of reduced robustness and resilience of the market.
Question 9.44. With a change in the CQSs, haircuts and other relevant
eligibility conditions to the Level 2B liquidity buffer, by how much would the
volume of securitisations that you invest in, change?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at investors, we refrain from answering.
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Question 9.45. Have the senior tranches of the STS traditional securitisations
reached a sufficient level of market liquidity and stress resilience based on
historical data covering a full economic cycle, including crisis conditions,
and are there any additional solid arguments that could justify their potential
upgrade from the Level 2B to Level 2A HQLA?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 9.45:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As securitisation does not play a role in the funding markets in Denmark, there is no basis for answering this
question. But a point can be made, that the securitisation market in general has not experienced stress, nor
over a full economic cycle, including crisis conditions, and therefore, there are no solid arguments that could
justify a potential upgrade from the Level 2B to Level 2A HQLA.
Question 9.46. If you answered yes to question 9.45., please provide
arguments and data, that could justify the potential upgrade from Level  2B
to Level 2A HQLA.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 9.47. Considering your answer to 9.46, with an upgrade of
securitisations from  Level  2B to  Level  2A  HQLA, by how much would the
volume of securitisations that you invest in, change?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As the question is aimed at investors, we refrain from answering.
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Question 9.48. Are there any impediments in the current liquidity framework
that prevent or discourage banks from making a better use of their liquidity
buffer capacity and from increasing their investments in securitisation
exposures?
Yes
No
Don’t know / no opinion / not applicable
Question 9.49. If you answered yes to question 9.48, please specify what are
the impediments and provide suggestions for targeted amendments to make
the liquidity treatment more proportionate, without endangering financial
stability.
Provide estimates of the potential additional volumes of securitisations that
could be included in banks’ liquidity buffers.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
10. Prudential treatment of securitisation for insurers
Insurance companies allocate 0.33% of their investment assets to securitisation positions (see
Joint Committee advice
on the review of the securitisation prudential framework (Insurance) - JC-2022/67
). The Commission would like to know
whether Solvency  II standard formula capital requirements as currently applicable, also taking into account the
forthcoming amendments to the
Solvency  II Directive
that were approved by co‑legislators, or other factors cause
limited demand by insurance companies.
Question 10.1. Is there an interest from (re)insurance undertakings to
increase their investments in securitisation (whether a senior tranche,
mezzanine tranche, or a junior tranche)?
Yes
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No
Don’t know / no opinion / not applicable
Question 10.2. If you answered yes to question 10.1., please specify the
segments of securitisations in which (re)insurers would be willing to invest
more (in terms of seniority, true sale or synthetic nature, type of underlying
assets, etc.) and describe the potential for increase in the share of
securitisation investments in (re)insurers’ balance sheet.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 10.3. Is there anything which in your view prevents an increase in
investments in securitisation by (re)insurance undertakings?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 10.3. If you mention prudential rules
as part of your answer, please provide an estimate of the impact on the level
of investments in securitisation, of the reduction of capital requirements for
securitisation investments by a given percentage, e.g. 5% or 10%:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not have an opinion on the issue at this time, but we are aware that some Danish insurers
find the capital requirements for investments into securitisations to overestimate the risk.
Meanwhile, Danish life insurers and lateral pension funds under Solvency II regulation have to a very large
extent had unguaranteed market rate return products, where policyholders bear the investment risk. Here
capital requirements are not a preventive measure, but only the prudent person principle could hinder
investments into securitisations.
Question 10.4. Is Solvency II providing disincentives to investments in
securitisation for insurers which use an internal model?
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Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 10.4, being specific in your reply:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Insurers are allowed to have an internal model (partial or full) that could cover investments into
securitisations. However, it should be noted that the requirements to maintain an internal model is quite high.
Question 10.5. Is the current calculation for standard formula capital
requirements for spread risk on securitisation positions in Solvency II for the
senior tranches of STS securitisations proportionate and commensurate with
their risk?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 10.5, being specific in your reply,
and, where relevant, provide a comparison, including, where appropriate,
with internal models and their relative impact on the share of securitisation
investments.
If you consider calibrations inappropriate, please indicate what you would
consider as ‘appropriate’ calibrations, as well as any data/evidence of
historical spread behaviours that would justify your proposal:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not have an opinion on the issue at this time, but we are aware that some Danish insurers
find the capital requirements for investments into securitisations to overestimate the risk.
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Question 10.6. Is the current calculation for standard formula capital
requirements for spread risk on securitisation positions in Solvency II for the
non‑senior tranches of STS securitisations proportionate and commensurate
with their risk?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 10.6, being specific in your reply,
and, here relevant, provide a comparison, including, where appropriate,
internal models and their relative impact on the share of securitisation
investments.
If you consider calibrations inappropriate, please indicate what you would
consider as ‘appropriate’ calibrations, as well as any data/evidence of
historical spread behaviours that would justify your proposal:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not have an opinion on the issue at this time, but we are aware that some Danish insurers
find the capital requirements for investments into securitisations to overestimate the risk.
Question 10.7. Is it desirable that Solvency II standard formula capital
requirements for spread risk differentiate between mezzanine and junior
tranches of STS securitisations?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 10.7:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not see a need for adding further complexity into to the existing regulation, taking into
consideration the limited volume of insurers’ investments into securitisations.
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Question 10.8. If you answered yes to question 10.7., please provide
suggestions for calibrations of capital requirements for such mezzanine and
junior tranches, including the data/evidence of historical spread behaviors
backing such suggestions.
Please indicate how you would define the mezzanine tranche as well as the
assumption (e.g. of thickness of the tranche) underlying your proposed
calibration.
Please also indicate whether and why such introduction of a mezzanine
calibration would be needed in Solvency II, even if no dedicated treatment for
mezzanine tranches is introduced in EU banking regulation (CRR).
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Question 10.9. Is the current calculation for standard formula capital
requirements for spread risk on securitisation positions in Solvency  II for
non‑STS securitisations proportionate and commensurate with their risk,
taking into account?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 10.9, being specific in your reply,
and, where relevant, provide a comparison, including where appropriate with
internal models and their relative impact on the share of securitisation
investments:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not have an opinion on the issue at this time, but we are aware that some Danish insurers
find the capital requirements for investments into securitisations to overestimate the risk.
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Question 10.10. Is there a specific sub‑segment of non‑STS securitisation for
which evidence would justify lower capital requirements than what is
currently applicable?
Yes
No
Don’t know / no opinion / not applicable
Question 10.11. If you answered yes to question 10.10., please specify the
sub‑segment of non‑STS securitisations that you have in mind as well as its
related capital requirement, including any evidence/data of historical spreads
supporting your proposal:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not have an opinion on the issue at this time, but we are aware that some Danish insurers
find the capital requirements for investments into securitisations to overestimate the risk.
Question 10.12. Is it desirable that Solvency II standard formula capital
requirements for spread risk differentiate between senior and non‑senior
tranches of non‑STS securitisations?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 10.12:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Denmark does not see a need for adding further complexity into to the existing regulation, taking into
consideration the limited volume of insurers’ investments into securitisations.
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Question 10.13. If you answered yes to question 10.12., please provide
suggestions for calibrations of capital requirements for such senior and
non‑senior tranches, including the data/evidence backing such suggestions.
Please also indicate whether you target a specific segment of non‑STS
securitisation.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
11. Prudential framework for institutions for occupational
retirement provision (IORPs) and other pension funds
This section aims to gather information on both IORPs and ‘non‑IORPs’ (i.e. nationally regulated pension funds that are
not regulated by the
IORP II Directive
). Information on non‑IORPs is particularly encouraged for Member States with
limited or no IORPs activity. When providing information also on  non‑IORPs, please clearly indicate whether the
information provided refers to IORPs, non‑IORPs, or both.
Question 11.1. For the purpose of this section, please indicate whether you
are an IORP, a non‑IORP or another type of stakeholder.
IORP
Nationally regulated pension fund not regulated by IORP II
Other
Don’t know / no opinion / not applicable
Please elaborate on your answer to question 11.1 in case you are not an
IORP:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
NCA. The responses below relate to Danish company pension funds regulated by the IORP-directive. At
present time, that is 17 undertakings.
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Question 11.2. Is there an interest from IORPs and/or non‑IORPs to increase
their investments in securitisation (whether a senior tranche, mezzanine
tranche, or a junior tranche)?
Yes
No
Don’t know / no opinion / not applicable
Question 11.3. Please clarify whether your answer to question 11.2. concerns
your own situation, or whether it is an assessment of a given national market
(in which you operate for instance).
If you answered yes to question 11.2., please specify the segments of
securitisations in which IORPs and/or non‑IORPs would be willing to invest
more (in terms of seniority, type of underlying assets, etc.) and describe the
potential for increase in the share of securitisation investments in their
balance sheet.
In addition, if your reply concerns or encompasses non‑IORPs, please
indicate:
1. the number of non‑IORP in your jurisdiction
2. the amount of assets under management
3. and the type of pension business concerned, for which investment in
securitisation would be interesting
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
To the knowledge of the Danish FSA, there is no interest from IORPs and/or non-IORPs to increase their
investments in securitisation.
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Question 11.4. Does the IORP II Directive contain provisions which in your
view restrict IORPs’ ability to invest in securitisation?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 11.4.:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
No, not to the experience of the Danish FSA. Danish company pension funds shall invest in accordance with
the “prudent person” rule, cf. article 19 of the IORP II Directive, and the risk management system shall cover
risks in relation to securitisations, cf. article 25 the IORP II Directive.
Question 11.5. Are there national legislations or supervisory practices which
in your view unduly restrict IORPs’ and non‑IORPs’ ability to invest in
securitisation?
Yes
No
Don’t know / no opinion / not applicable
Please explain your answer to question 11.5., as well as whether it applies to
IORPs, non‑IORPs, or both. Please be specific in particular where you refer to
non‑IORPs:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
No, Danish company pension funds are regulated in accordance with the IORP II Directive.
Question 11.6. Are there wider structural barriers preventing IORPs and
non‑IORPs from participating in this market?
Yes
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No
Don’t know / no opinion / not applicable
Please explain your answer to question 11.6., as well as whether it applies to
IORPs, non‑IORPs, or both.
Please be specific in particular where you refer to non‑IORPs:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
No, not to the knowledge of the Danish FSA.
Question 11.7. If you answered yes to question 11.6., please explain how
these barriers should be tackled.
Please explain your answer, as well as whether it applies to IORPs,
non‑IORPs, or both.
Please be specific in particular where you refer to non‑IORPs.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Please see response to question 11.3.
12. Additional questions
This section includes some general questions on the functioning of the securitisation market and on wider aspects that
may affect the securitisation activity and various segments of the securitisation market in the EU.
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Question 12.1. What segments of the securitisation market have the
strongest potential to contribute to the CMU objectives, and that should be
the focus of any potential regulatory review?
You may select more than one option.
Please select as many answers as you like
Traditional placed
securitisation
Synthetic securitisation
SRT securitisation
ABCP securitisation
STS securitisation
Non‑STS securitisation
Securitisation of SME and corporate
exposures
Securitisation of mortgages
Securitisation of other asset classes
Other
Please explain your answer to question 12.1:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
We have no a priori opinion on which securitisation segments have the strongest potential to contribute to
CMU objectives, although one could be argued that synthetic securitisations could contribute less to the
provision of genuinely new funding as compared to more traditional forms of securitisations. A thorough
analysis and impact assessment of any possible need for realignments of the securitisations framework
would likely provide insight into this question.
Question 12.2. What are the principal reasons for the slow growth of the
placed traditional securitisation (where the senior tranche is not retained, but
placed with the market)?
Why do banks choose not to issue traditional securitisation for both funding
and capital relief?
You may select more than one option.
Please select as many answers as you like
Interest rate environment
Low returns
Preference for alternative instruments for
funding
Prefer to retain to keep the client
relationships
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Operational costs
High capital charges
Difficulty in placing senior
tranches
Significant Risk Transfer
process
Prefer to retain to keep the revenue from the
underlying assets
Prefer to retain to access central bank
liquidity
Other
Please explain your answer to question 12.2:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
As securitisation does not play a role in the funding markets in Denmark, there is limited supervisory
experience with securitisation and limited knowledge of the practical barriers and obstacles to the use of
securitization, including across borders. A thorough mapping and assessment obtained through this
consultation would likely provide insight into this question.
However, when considering possible amendments to the current framework a guiding principle should be to
avoid negative impacts on other already well-functioning markets, in particular the covered bonds markets
which already play an important and stabilising role in the European funding landscape. An increased role
for securitisations should not come at the expense of already well-functioning funding instruments such as
covered bonds, as little real value would be gained in terms of an increase in total funding supply. It is
important to add that Denmark has a very well-functioning covered bonds-market.
Question 12.3. Please specify which regulatory and non‑regulatory measures
have the strongest potential to stimulate the issuance of placed traditional
securitisation.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
See response to question 12.2.
Question 12.4. What are the main obstacles for cross‑border securitisations (i.
e. securitisations where the underlying exposures, or the entities involved in
the securitisation, come from various EU Member States)?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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See response to question 12.2.
Question 12.5. What measures could be taken to stimulate cross‑border
securitisation in the EU?
Please substantiate your answer for traditional and synthetic securitisation
respectively.
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
See response to question 12.2.
Question 12.6. Securitisation activity is heavily concentrated in a few Member
States  – primarily Italy, France, Germany, Netherlands and Spain. What are
the main obstacles to increasing securitisation activity in other Member
States?
What
measures
could
make
securitisation
more
attractive
in those Member States?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
See response to question 12.2.
Question 12.7. Does the EU securitisation framework impact the international
competitiveness of EU issuers, sponsors and investors?
Yes
No
Don’t know / no opinion / not applicable
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ERU, Alm.del - 2024-25 - Bilag 82: Orientering om dansk høringssvar vedr. Kommisionens offentlige høring om rammerne for securitisering i EU, fra erhvervsministeren
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Please explain your answer to question 12.7, and where possible elaborate
on the difference in regulatory costs stemming from the prudential, due
diligence and transparency requirements in non‑EU jurisdictions, in
comparison to the EU securitisation framework:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
Despite that securitization does not play a role in the funding markets in Denmark, alternative funding
instruments, such as covered bonds funding, play a large and dynamic part in Denmark, and supports the
general international competitiveness of the Danish credit institutions.
Question 12.8. How could securitisation for green transition financing be
further improved?
What initiative could be taken in the industry or in the regulatory field?
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
See response to question 12.2.
Question 12.9. Are there any other relevant issues (outside of those
addressed in the specific sections of the consultation paper above) that
affect securitisation issuance and investments that you consider should be
addressed?
Yes
No
Don’t know / no opinion / not applicable
Question 12.10. If you answered yes to question 12.9., please explain your
answer:
5000 character(s) maximum
including spaces and line breaks, i.e. stricter than the MS Word characters counting method.
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Additional information
Should you wish to provide additional information (e.g. a position paper,
report) or raise specific points not covered by the questionnaire, you can
upload your additional document(s) below.
Please make sure you do not
include any personal data in the file you upload if you want to remain
anonymous
.
The maximum file size is 1 MB.
You can upload several files.
Only files of the type pdf,txt,doc,docx,odt,rtf are allowed
Useful links
More on this consultation (https://finance.ec.europa.eu/regulation-and-supervision/consultations-0/targeted-
consultation-functioning-eu-securitisation-framework-2024_en)
Consultation document (https://finance.ec.europa.eu/document/download/fb451cdc-4e5b-4d74-9411-
cb8bd0789090_en?filename=2024-eu-securitisation-framework-consultation-document_en.pdf)
More on securitisation (https://finance.ec.europa.eu/capital-markets-union-and-financial-markets/financial-markets
/securities-markets/securitisation_en)
Specific privacy statement (https://finance.ec.europa.eu/document/download/4d7578d8-d689-4803-b438-
730acfe1d08c_en?filename=2024-eu-securitisation-framework-specific-privacy-statement_en.pdf)
Contact
[email protected]
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