Act No. 165 / 1998 Coll.
Act amending Act No. 21 / 1992 Coll., on Banks, as amended, and certain other laws
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Law
Effective from 01.09.1998
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165
THE LAW
of 11 June 1998
amending Act No. 21 / 1992 Coll., on Banks, as amended, and certain other laws
Parliament has decided on this law of the Czech Republic:
Act No. 21 / 1992 Coll., on Banks, as amended by Act No. 264 / 1992 Coll., Act No. 292 / 1993 Coll., Act No. 156 / 1994 Coll., Act No. 83 / 1995 Coll., Act No. 84 / 1995 Coll., Act No. 61 / 1996 Coll., Act No. 306 / 1997 Coll., Act No. 16 / 1998 Coll. and Act No. 127 / 1998 Coll., is amended as follows:
1. In Article 1 (1), the words "or the State Money Institute under this Act (Article 36) 'are deleted.
2. In Article 1, the following paragraph 7 is inserted after paragraph 6:
"(7) The authorisation may include a definition of the scope of the authorised activity and the conditions to be met by the bank before any authorised activity is started or, where appropriate, to be observed in the performance of any authorised activity. ';
Paragraph 7 shall become paragraph 8.
3. In Article 4 (1), the words "capital, in the case of public limited liability companies' are deleted.
4. In Paragraph 4 (2), the words "in an agreement with the Ministry of Finance 'are replaced by the words" which will seek the opinion of the Ministry of Finance before a decision is taken' and the second sentence is deleted.
5. in Article 4 (3) (b):
"(b) the professional competence and integrity of persons who, under a contract of employment, mandate or otherwise, are proposed in the Bank for executive management functions with which the powers and responsibilities laid down in the Statutes are attached (hereinafter referred to as" senior staff of the Bank ")."
6. In Article 4, at the end of paragraph 3, the dot is replaced by a comma and the following point (e) is added:
"(e) the ability of the founder with a share of 10% or more of the Bank's voting rights to exercise shareholder rights in the Bank's business."
7. In Article 4, the following paragraph 4 is added:
"(4) The Czech National Bank is entitled to request a copy of the Register of Penalties for natural persons who are the founders of the Bank or who are proposed to the senior staff of the Bank. In the past, a person who has been convicted of an intentional offence may not act as a senior employee of the Bank. ';
8. In Paragraph 5 (2), the words "in an agreement with the Ministry of Finance 'are replaced by the words" which will seek the opinion of the Ministry of Finance before the decision'.
9. The following Section 7a is inserted after Section 7:
(1) The authorisation to act as a bank expires on a date,
(a) giving legal power to a decision to withdraw an authorisation to act as a bank;
(b) to which the bank shall be abrogated;
(c) from which, according to the decision of the General Meeting, the current bank will no longer carry on the activity for which authorisation is to be exercised as a bank,
(d) the removal of the bank from the Commercial Register.
(2) The authorisation to act as a bank granted to a foreign bank for its branch shall also expire on the date on which the foreign bank ceases to operate its branch in the Czech Republic and on the date on which the foreign bank ceased to operate as a bank in the State of its registered office. '
10. In Article 8 (2), the words "and must be composed of the bank's senior staff 'shall be inserted after the words" at least three members' and the second sentence shall be deleted.
11. Paragraph 8 (3) reads:
"(3) A member of a bank's statutory body may not be a statutory body or a member of a statutory body or a member of the supervisory board of another legal entity that is an entrepreneur. A bank employee may not be a statutory body or a member of a statutory body of such a legal person. This does not apply to membership
(a) a member of the statutory body of the bank in the statutory body or supervisory board of a financial institution under the control of the bank, a legal person authorised to organise the demand and supply of securities and of an ancillary banking services undertaking (§ 17a (5));
(b) a staff member in the statutory body of the subsidiary banking service undertaking or in the performance of the function of statutory authority in that undertaking. "
12. In Article 8, the following paragraph 5 is added:
"(5) The powers conferred by the Commercial Code on the Board of Directors of a public limited company shall not be transferred to the Supervisory Board of the Bank. '.
13. The following Section 8a is inserted after Section 8:
The members of the statutory body of the bank who have infringed their obligations as a member of the statutory body of the bank resulting from their legislation or statutes shall be jointly and severally liable for any damage caused to the creditors of the bank by the failure by the members of the statutory body of the bank to meet their due obligations. ';
14. in Article 9 (1) (b) and (c), the word 'workers' shall be replaced by 'employees';
15. In Paragraph 11, the present text becomes paragraph 1 and the following paragraphs 2 to 4 are added:
"(2) Information on services which consist of the receipt of funds from the client must explicitly indicate the relationship of the service to deposit insurance.
(3) The Bank is required to publish quarterly data on the composition of the shareholders, on its activities and financial indicators to the extent and in the manner laid down by the Czech National Bank. It is obliged to inform the branch of the foreign bank about its activities and financial indicators in the extent and manner laid down by the Czech National Bank.
(4) The Bank and the branch of a foreign bank are required to conduct the agenda of each contract concluded with the client in such a way that, at the request of the Czech National Bank, it is able to submit the relevant documents in a certified translation into the Czech language without undue delay. "
16. In Article 12, the following paragraphs 1 and 2 are added:
"(1) In carrying out its activities, the Bank is required to exercise caution, in particular to conduct business in a manner that does not harm the interests of its depositors in terms of the return on their deposits and does not jeopardise the security and stability of the Bank.
(2) The Bank may not conclude contracts under appreciably unfavourable conditions for the Bank, in particular those which bind the Bank to an economically unjustifiable or manifestly inadequate consideration. Contracts concluded in breach of this provision shall be void. ';
The current text becomes paragraph 3.
17. in Article 16 (1) and (2):
"(1) The Bank is obliged to request the prior approval of the Czech National Bank
(a) to conclude a contract for the sale of an undertaking or part thereof;
(b) the decision of the General Meeting to abolish the Bank;
(c) to merge the bank with the cancelled bank;
(d) the reduction of the bank's capital, in the absence of a reduction in the bank's capital to cover the loss;
(e) the order of the General Assembly pursuant to § 7a (1) (c).
The Czech National Bank will seek the opinion of the Ministry of Finance before the decision to give its prior consent under points (b) and (c). The legal acts and resolutions of the general meeting taken without the required prior consent shall be void.
(2) The Bank is obliged to inform the Czech National Bank
(a) the intended amendment of the Statutes concerning the facts which must appear in the Statutes on the basis of the requirement of the Commercial Code or of that Act;
(b) on proposals for staff changes in the statutory body of the Bank and in the posts of senior staff of the Bank;
(c) the intention to open a branch or representation abroad;
(d) the intention to establish or participate in a legal person abroad. "
18. Paragraph 16 (3) is deleted.
Paragraph 4 shall become paragraph 3.
19. In Article 17, the following paragraph 4 is added:
"(4) The Bank is required to notify the Czech National Bank without undue delay of the acquisition of a qualifying holding in a legal entity."
20. In Paragraph 18 (2), the words "or guarantee of liabilities' shall be inserted after the words" loans'.
21. in Paragraph 18, the following paragraph 3 is added:
"(3) The provisions of the Commercial Code on Conflict of Interest governing the provision of loans, loans and collateral of public limited liability 4b) shall not apply to banks.
(b) Sections 161e, 161f and 196a of the Commercial Code. '
22. in Paragraph 19 (1) (a), the words "Directors of the Bank" shall be replaced by the words "Directors of the Bank."
23. in Article 19 (1) (d), the words "to the directors of the bank" shall be replaced by the words "to the managers of the bank."
24. In Paragraph 19 (1), the dot is replaced by a comma at the end of the paragraph and the following point (h) is added:
"(h) legal persons under the control of the bank."
25. Paragraph 19 (2), including footnote 5b, reads:
"(2) The main shareholders are persons who have a qualified participation in the bank on their own or on the basis of negotiations at the same time (5b).
5b) § 66b of the Commercial Code. '.
26. in Article 19a, the following paragraph 4 is added:
"(4) The provisions of paragraphs 1 to 3 shall apply to the branch of a foreign bank."
27. in Article 19b, the following paragraph 7 is added:
"(7) The provisions of paragraphs 1 to 6 shall apply to the branch of a foreign bank."
28.
(1) The Bank may issue shares with which the voting right is attached only as shares registered.
(2) In addition to shares with which voting rights are attached, priority shares may be issued by the Bank. However, there is no voting right with these shares, even where the Commercial Code provides otherwise.
(3) A legal or natural person intending to acquire a direct or indirect stake in a bank representing at least 10%, 20%, 33% or 50% of the voting rights, or to increase his or her direct or indirect stake by reaching or exceeding those limits, shall be required to seek the prior approval of the Czech National Bank. The same obligation shall apply to persons acting in agreement. 5b) The Czech National Bank shall determine the application formalities by decree.
(4) A person who has reduced his share of a bank which represented more than 50%, 33%, 20% or 10% of the voting rights below these limits is obliged to notify the Czech National Bank without delay. A group of persons acting in agreement shall also have the same notification obligation. 5b) The Czech National Bank shall determine the details of the notification by decree.
(5) In cases where the limits referred to in paragraph 3 are exceeded as a result of a transfer of law, the person whose share is involved shall immediately notify the Czech National Bank of that fact.
(6) In the authorisation procedure referred to in paragraph 3, the applicant shall be treated mutatis mutandis as the founder of the bank in the authorisation procedure.
(7) Consent within the meaning of paragraph 3 may be given subsequently in cases of special consideration.
(8) The acquisition of a holding contrary to the provisions of paragraph 3 does not result in the legal act being annulled. "
29. The following Sections 20a and 20b are inserted after Section 20, including footnote 4c:
(1) In cases where the share of the bank was acquired without the prior approval of the Czech National Bank pursuant to § 20 (3) and has not been given consent pursuant to § 20 (7), and in cases where the holding of shares with a voting right is detrimental to the proper and prudent business of the Bank, or the shareholder can reasonably be expected to do so, the Czech National Bank may, in administrative proceedings, suspend the exercise of the following shareholders' rights:
(a) to participate and vote in the general meeting;
(b) request an extraordinary general meeting,
(c) submit to the court an application for annulment of the order of the General Assembly.
Only the exercise of all those rights may be suspended. The appeal against the decision to suspend shareholder rights shall not have suspensory effect.
(2) The Bank is obliged to submit to the Czech National Bank an extract from the register of the issuer of the book-entry shares issued on the date preceding the general meeting by 7 days. The extract from the issuer's register must be delivered by the bank to the Czech National Bank on the same day it was acquired. The Czech National Bank shall approve the list of shareholders listed in the issuer's register or shall identify without undue delay those shareholders who have previously suspended their shareholder rights or for whom it has recently found a reason for suspending the shareholders' rights and return the statement to the Bank no later than the day preceding the day of the general meeting.
(3) The Bank may not allow the participation of a person designated by the Czech National Bank in the extract from the issuer's register referred to in paragraph 2 in the general meeting as well as the participation of a person not listed in the extract from the issuer's register or persons authorised by such persons. If the Czech National Bank identifies persons for whom it has newly found a reason for suspending shareholder rights, the administrative procedure referred to in paragraph 1 shall be initiated and the designation of such persons shall have the effect of a provisional measure. 11)
(4) Without written observations by the Czech National Bank on the withdrawal from the issuer's register, the general meeting of the Bank may not take place.
(5) The Czech National Bank may propose that the court annul the order of the General Assembly of the Bank if it is contrary to legislation or statutes.
(6) Shares whose shareholders have been suspended shall not be considered as voting shares for as long as that holder continues to hold them. The increase in the share of other shareholders in voting rights thus incurred is not subject to the obligation to request the prior approval of the Czech National Bank pursuant to § 20 (3) of this Act.
(7) At the request of the Czech National Bank, the Securities Centre is obliged, like other persons, to carry out the activities entrusted to it under special legislation4c) Securities centre, whenever to provide the Czech National Bank with an extract from the issuer's register, which is the bank.
(1) Banks transfer money in Czech currency to each other in the territory of the Czech Republic according to individual items created on the basis of orders from their clients exclusively through the technical system for interbank payment operated by the Czech National Bank. To this end, the Czech National Bank holds an interbank payment account in Czech crowns for each bank. An interbank payment account may not be the subject of enforcement of a decision or interim measure. Banks in the Czech Republic can open their accounts in Czech currency in accordance with the Order of the Czech National Bank.
(2) If the bank has not accounted for the amount or used a bank connection in accordance with the client's order and thereby caused a settlement error, it shall correct it by correct settlement. The bank shall transfer funds at the correct amount and interest resulting from the contract for the period during which it was unable to dispose of them to the beneficiary's account without delay. If another bank is in charge of an unauthorized payee's account, the failing bank shall be entitled to give that bank an incentive to write off the amount from its account within 3 months of the settlement error.
(3) The bank which holds the account of the unauthorised payee of the wrongly cleared payment shall be entitled, subject to the principles laid down in paragraph 2, to write off from its account an amount equal to the amount of the correct settlement and to recalculate the interest on the funds in such a way that the status of the account is recorded as if it had not received the wrongly cleared payment; if the settlement error was caused by another bank, it shall write off the funds from its account at the initiative of that bank and issue them to that bank.
(4) Corrective settlement shall not be permitted for tax administrators' accounts; the bank that caused the settlement error shall request repayment of the amount of the tax administrator concerned.
(5) The technical procedures of the banks for the correct settlement are laid down by the Czech National Bank by decree.
(6) Paragraphs 1 to 5 apply mutatis mutandis to branches of foreign banks.
4c) Act No. 591 / 1992 Coll., on securities, as amended. '
30. In Article 21, the following paragraph 3 is added:
"(3) A bank and a branch of a foreign bank are required to record separately, within accounting, transactions on behalf of a client and transactions on behalf of a bank or a foreign bank. Documents relating to transactions carried out shall be kept by banks and branches of foreign banks for at least 10 years. ';
31st Paragraph 22 (5) reads as follows:
"(5) The person responsible for the internal control of the bank, subordinate to the statutory body, may, if necessary, initiate extraordinary meetings of the Supervisory Board and inform it of the facts found. ';
32. In Article 22, paragraphs 6 and 7 are added:
"(6) With the knowledge of the bank, the auditor informs the Czech National Bank without undue delay about the serious facts that could negatively affect the bank's management.
(7) The obligations referred to in paragraphs 1 to 6 apply mutatis mutandis to branches of foreign banks. "
33. In Article 23, the current text becomes paragraph 1 and the following paragraph 2 is added:
"(2) If the bank shows a loss in the current year, the general meeting shall decide when approving the bank's accounts for that year on the reimbursement of that loss from its own resources. '
34. Paragraph 24 (1) is deleted.
Paragraphs 2 and 3 shall be renumbered paragraphs 1 and 2.
35. in Paragraph 26 (1), the following shall be added at the end of the text in point (a): "it has exchanged members of the supervisory board of the bank or used the profit after tax as a priority to supplement reserve funds or increase the capital;"
36. in Article 26 (1), the following point (c) is inserted after point (b):
"(c) order an extraordinary audit at the expense of a bank or branch of a foreign bank;"
Points (c) to (e) shall be renumbered as points (d) to (f).
37. in Paragraph 26 (2), the first point "(e)" shall be replaced by "f)" and the second sentence shall be "c)" shall be replaced by "d)."
38. In Article 26 (4), the words "on an exceptional audit regulation 'shall be inserted after the words" end of the compulsory administration'.
39. in Article 26 (10), "(d)" is replaced by "(e)" and "§ 2 or" is deleted;
40. In Article 26, paragraphs 11 and 12, "(d) 'is replaced by" (e)'.
41. The following Sections 26a and 26b are inserted after Section 26, including footnote 6a:
(1) If the Czech National Bank finds that the ratio of capital to risk-weighted assets of the bank is less than two thirds of the ratio established by the Czech National Bank, 6a) will impose on the Bank in administrative proceedings one or more of the following measures to remedy:
a) increase the capital in such a way as to achieve the capital / risk-weighted asset ratio established by the Czech National Bank, 6a)
(b) to acquire only assets with a risk weight of less than 100%, 6a)
(c) not to acquire any share in the capital and voting rights of any legal person, except contracts concluded before the imposition of this measure, nor to establish or acquire any other legal person or its organisational unit;
(d) not to grant any credit to a person with a special relationship to the bank;
(e) not to provide interest rates on deposits exceeding current current interest rates on deposits of comparable amounts and with comparable maturity as will be established by the Czech National Bank.
(2) In parallel with the measures referred to in paragraph 1, the Czech National Bank may apply the remedies and penalties provided for in Paragraph 26 (1).
In the event that the statutory authority or supervisory board finds that the bank is or will become insolvent or that losses are incurred or likely to arise by the bank, which have caused or may cause the capital ratio to fall below two thirds of the ratio set by the Czech National Bank, 6a) immediately informs the Czech National Bank.
6a) Measure České národní banka No 3 of 5 October 1995 on the capital adequacy of banks, notified in the amount 72 / 1995 Coll., as amended by the Czech National Bank measure No 4 of 4 July 1996 notified in the amount 61 / 1996 Coll. '
42.Paragraph 27 (d) shall be deleted;
43. In Section 27, the current text becomes paragraph 1 and paragraphs 2 and 3 are added, including footnote 6b:
"(2) The costs associated with the execution of the compulsory administration are paid on the bank's assets and are the costs of the bank to obtain, maintain and secure income for corporate tax purposes under a special law. (b)
(3) If the law requires the decision of the general meeting to be certified by notarial registration, the decision of the administrator in such a matter shall take the form of a notarial registration.
6b) Act No. 586 / 1992 Coll., on Income Tax, as amended. '
44. in Paragraph 28 (2):
"(2) The administrator is entitled to add additional persons, except those who have a special relationship with the bank pursuant to § 19 of this Act, to the exercise of compulsory administration in the bank. Persons who are in a debtor's position vis-à-vis a bank or who are in employment with another bank shall not be admitted to the enforcement. Beneficiaries shall be entitled to familiarise themselves with matters which are the subject of banking secrecy in the relevant bank. They are also obliged to remain silent on these matters. '
45. in Paragraph 29 (2), the first words "with the exception of the decision to cancel the bank" shall be deleted and in paragraph 3, the words "in an agreement with the Ministry of Finance" shall be replaced by the words "which shall seek the opinion of the Ministry of Finance."
46. in Paragraph 29, paragraph 4, including footnote 7, is deleted;
Paragraph 5 shall become paragraph 4.
47. in Paragraph 29 (4), the words "to settle or" shall be inserted after the word "proposal."
48. § 30 reads:
The Czech National Bank can introduce forced administration in a situation where weaknesses in the Bank's operations threaten the stability of the banking system and shareholders have not taken the necessary steps to address these deficiencies. The Czech National Bank will request the opinion of the Ministry of Finance to establish a forced administration. "
49. In Paragraph 31, the present text becomes paragraph 1 and the following paragraphs 2 and 3 are added:
"(2) The court will register the introduction of forced administration and the removal of the trustee and the appointment of a new trustee.
(3) The Court of First Instance is required to decide within 3 days of receipt of the application by the administrator to register. "
50. In Paragraph 34 (1), the words "in an agreement with the Ministry of Finance 'shall be replaced by the words" requiring the opinion of the Ministry of Finance'.
51.Paragraph 34 (2) reads as follows:
"(2) The authorisation to act as a bank may be withdrawn if:
(a) the bank has not started operating within 12 months of the date of authorisation to act as a bank or if it does not accept deposits from the public for a period of 6 months;
(b) the authorisation to act as a bank has been obtained on the basis of false information provided in the application. "
52. In Paragraph 34, the following paragraph 3 is added:
"(3) The Czech National Bank is obliged to withdraw the authorisation to act as a bank if it finds that the ratio of capital to risk-weighted assets of the Bank is less than one third of the ratio established by the Czech National Bank. 6a) '.
53. Part seven, including the title, reads:
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Regulation Information
| Citation | Act No. 165 / 1998 Coll., amending Act No. 21 / 1992 Coll., on Banks, as amended, and certain other laws |
|---|---|
| Regulation Type | Law |
| Author | - |
| Collection | Code of Laws |
| Date of Promulgation | 13.07.1998 |
|---|---|
| Effective from | 01.09.1998 |
| Effective until | - |
| Status | Valid |
The regulation text is for informational purposes only.
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