National Depository for Securities (KDPW) Overview of the Polish Capital Market Polish Financial Supervision Authority (KNF) National Depository for Securities (KDPW) Markets National Bank of Poland (Clearing Bank) Institutional investors Financial institutions & Intermediaries Issuers Individual investors 2 KDPW – history & ownership 1991 – 1994: An integral part of the Warsaw Stock Exchange 1994 – Present : Independent joint - stock company 1997 – Clearing of derivatives 1998 – Multilateral cash netting for exchange and non-exchange market 2002 – RTGS introduced 2003 – First foreign shares listed and settled 2009 – New Depository Clearing & Settlement System (NSDR) Current shareholders (since 1999) The State Treasury - 1/3 The Warsaw Stock Exchange - 1/3 The National Bank of Poland - 1/3 3 Main KDPW Responsibilities Custody of all securities admitted to trading following public issue Reconciliation and monitoring Clearing and settlement of transactions executed on regulated markets: the Warsaw Stock Exchange and BondSpot; and outside the regulated markets (New Connect, MTS-Poland) Processing of corporate actions Assigning ISIN codes for Polish issues (National Numbering Agency) Risk management –management of: Settlement Guarantee Fund covering regulated markets & ATS Collateral system for derivatives, Collateralisation of security loans in automatic securities lending borrowing system 4 Other KDPW Responsibilities Additional Services: Management of the Investor Compensation Scheme For the Polish Social Security System: Transfer payments between open-end pension funds Management of the Pension Guarantee Fund Other: Membership of European and international associations and working groups Education, promotion, sponsorship 5 Securities registered in KDPW All securities admitted to trading in the regulated market must be registered in KDPW Currently, the following securities are recorded in the KDPW system: Shares (foreign and domestic) Bonds (Treasury, Central Bank, Corporate, Municipal, Convertible, EIB, with priorities rights, non-public bonds, mortgage bonds) Investment Fund Certificates Derivatives Futures Contracts (WIG20 index, currency, share) Index Participation Units Options (European style), (WIG20 index, share) Exception: Treasury bills - custody, clearing and settlement in the National Bank of Poland system 6 Basic principles of Clearing and Settlement All securities settled in KDPW are dematerialised and transfers are made by book-entry between KDPW participant accounts Mandatory asset segregation (own assets, client assets) Change of ownership at the moment of book-entry in securities account DvP Settlement model: BIS model I, BIS model II Settlement : T+2, T+3 - for regulated - market trades – SE, Bond Spot T+0 to T+n - for non-regulated market transactions – OTC Two settlement channels: RTGS DVP 8.00-17.00, FOP 8.00-18.00 Multiple batch system 7.30-19.00 Cash leg settlement CBM - in the National Bank of Poland for PLN and Euro CLB for other currencies Settlement liquidity facilities securities L&B automatic and on-request repo buy-in, sell-out 7 Number of investement accounts operated by KDPW Participants 8 KDPW in Figures - January 2010 Number of KDPW Participants, Including: Resident participants • Brokerage houses •Bank •Other Non –resident participants • Other Issuers Foreign issuers Domestic issuers 72 71 23 15 33 1 1 589 36 553 KDPW in Figures (2) January 2010 Capitalisation Securities 842 599 505 490 PLN Shares 399 664 970 568 PLN - Domestic issuers 388 452 691 981 PLN -Foreign issuers 112 122 785 87 PLN Investement certificates 910 014 353 PLN Basic principles Daily settlement schedule : multibatch and RTGS - 6 settlement sessions a day with intra-day finality after each session RTGS 8.00 BATCHES 7.30 Technical 10.30 DVP FOP FOP 13.00 DVP FOP 17.00 15.30 18.30 18.30 FOP 19.00 Technical 11 KDPW in the Polish capital market Post-trading processing flow Seller Buyer Trade Trade execution Securities accounts of the Seller / seller’s custodian Cash accounts of the seller/ seller’s custodian cash clearer in NBP Markets Trade Trade feed = Already matched for settlement Trade execution Securities accounts of the Buyer / buyer’s custodian Cash accounts of the Buyer/ buyer’s custodian cash clearer in NBP 12 Links with foreign CSDs Links created with foreign CSDs (FOP links) in connection with the dual listing of shares on the WSE. More FOP and DVP links planned. Euroclear Sweden EVK Basic principles of dual listing • Foreign shares quoted on WSE in PLN • Clearing and settlement in KDPW in PLN • Dividends paid to Polish shareholders in foreign currency • Transaction finality – entry on the participant’s KDPW account • Shares need to be registered on KDPW account in foreign CSD to be traded on the WSE • The transfer may be settled intra-day (RTGS in KDPW) Principles of KDPW cross-border links Free of Payment transfers The links work on a Free of Payment (FOP) basis, which means that securities will be transferred without a corresponding transfer of cash. The links may in future be upgraded to a bilateral DVP link, once a relevant business case has been identified and the appropriate legal conditions have been met. Links with foreign CSDs No CSD Country Type of link Company* Year of opening 1. KELER Hungary Indirect MOL 2004 2. EVK Estonia Direct Olimpic Entertainment Group Silvano Fashion Group 2007 3. OeKB Austria Direct WARIMPEX Immoeast 2003 2007 4. CDCP Slovakia Direct Asseco Slovakia 2007 5. Clearstream Frankfurt Germany Indirect– CBL** bmp 2004 6 Monte Titoli Italy Indirect – CBL Unicredito Italiano 2007 7. DTC USA Indirect– CBL CEDC 2006 8. SCP Czech Republic Indirect – CBL CEZ 2006 9. Euroclear France France Indirect– CBL ORCO 2007 Indirect – EB *** Belvedere 2008 10. Euroclear UK & IR UK Indirect – EB Atlas Estates Plaza Centres 2008 11. Euroclear Sweden Sweden Indirect - EB Reinhold 2007 * ** Clearstream Banking Luxembourg *** Euroclear Bank Plans for the future Romania (Indirect) 2010 Canada (Indirect) KDPW Vision Build a robust capital group by 2013: • Anticipate competitive challenges; • Build a service portfolio based on state-of-the-art, innovative technologies and solutions creating value for capital market participants; • Support the development of a regional centre in Warsaw in active co-operation with other Polish and foreign market participants with KDPW as the main depository-settlement institution in Central and Eastern Europe KDPW Strategic Goals (1) Introduction of a new KDPW business model (2) Positioning KDPW as the leading CSD and clearing house in the CEE region (3)KDPW integration with European infrastructures (4) Introduction of new services to increase the value of the KDPW capital group (5) Raising the standard and scope of services currently provided (6) Optimisation of the KDPW capital group business processes (7) Improving the input and skills of KDPW capital group personnel in order to meet the strategic goals (8) Promoting the KDPW capital group corporate image and products and services through enhanced corporate communication 19 www.kdpw.pl 20