Market Framework

At the beginning of March 2011, the ICSDs launched a new market framework to foster market adherence to the ISMAG recommendations.

This framework has been developed to:

• Improve market performance, service quality and reduce risks in the issuance and servicing of international securities,
• Increase market transparency for investors and issuers.

Issuers and their agents have the opportunity to voluntarily acknowledge their adherence to the MPB recommendations by providing the respective Letter of Representation (LoR) to both ICSDs.

Effective adherence and compliance to MPB recommendations will be monitored by a set of Key Performance Indicators (KPIs) against pre-defined benchmarks

ISMAG Adherence

For Issuers:

Issuers have the opportunity to market their engagement to follow the recommendations, by providing the Issuer Letter of Representation (LoR) to both ICSDs, either on a blanket level, for all their future new issuances, or on a programme level, for all their future drawdowns.

An “ISMAG Adherent” label will be assigned to their relevant securities issued as from the defined effective date (closing date) and the ICSDs will publish the names of Adherent issuers on their website

An Exception Processing Notification is available to exclude, at security (ISIN) or Programme level, securities structured in a manner that may prevent calculation Agents to provide information as per the defined benchmarks.

These labels will bring transparency:

• to investors on their securities portfolio and related expected servicelevels, i.e. inline with ISMAG recommendations, and,
• to Issuers on their securities’ compliance vs. the recommendations

For all Issuers’ Agents: in any agency role as Lead Manager, Arranger, Dealer, Principal Paying Agent, Issuing & Paying Agent, Calculation Agent, Determination Agent, Corporate Action Agent, Fiscal Agent

The Issuers’ Agents have the possibility to acknowledge their adherence to the best practices by providing an Issuer Agent Letter of Representation.

Once such letter is received by both ICSDs, the Issuer’s Agent name will appear on their respective websites as “ISMAG Adherent” as Issuer’s Agent

Both Issuers and Issuers’ Agents:

Have the possibility to cease its practice of complying with the MPB, either in whole or in part, by sending a Notice of Revocation of ISMAG Adherence to both ICSDs.

ISMAG Compliance

To ensure adequate implementation of the recommendations and their benchmarked Key Performance Indicators (KPIs), the ICSDs will monitor those adherent Issuers and the Issuers’ agents. These will be based on market-adopted KPIs on the items listed in the appendices attached to the Issuer and Agent LoRs.

For the reference benchmarks, please refer to the bable in the MPB, section 1.1.2.

Compliance level results will not be published but will be shared with Issuers and their Agents for the basis of improving the global performance of their issues.

In case the results are systematically below the yearly pre-defined benchmark per KPI, i.e. for more than 3 quarters (9 months), and no clear action plan is shared by the Issuer and/or their Agents to improve performance, the following measures might be taken by the ICSDs:

• Issuers/Agents names removed from the published list of ISMAG adherent parties
• Either removal of ISMAG Adherent label on each security, or, replacement of ISMAG Adherent label with non-compliant label