Euroclear

Euroclear

Euroclear, one of the largest providers of securities transactions, is a user owned and governed financial services company. Based in Brussels, Belgium Euroclear specializes in the settlement of securities transactions as well as the safekeeping and asset servicing of these securities. It was founded in 1968 as part of J.P. Morgan & Co. Euroclear settles domestic and international securities transactions, covering bonds (MTNs and more), equities, derivatives and investment funds. Euroclear provides securities services to financial institutions located in more than 90 countries.

In addition to its role as an International Central Securities Depository (ICSD), Euroclear also acts as the Central Securities Depository (CSD) for Belgian, Dutch, Finnish, French, Irish, Swedish and UK securities. Euroclear also owns EMXCo, the UK’s leading provider of investment-fund order routing, and Xtrakter, owner of the TRAX trading matching and reporting system.

Euroclear is the largest international central securities depository in the world.

Early history (1968-2000)

From its creation in 1968 until the end of 2000, the Euroclear System was operated by Morgan Guaranty Trust Company of New York (part of J.P. Morgan & Co), via the Belgian branch of that establishment, which had a team specially dedicated to the operation of the Euroclear System.

MGT transferred these activities to Euroclear Bank in 2001.

Acquisitions (2001-present)
Euroclear has a non-exclusive partnership with Euronext (resulting from the merger of the stock exchanges of Amsterdam, Brussels, Lisbon and Paris), which enabled Euroclear in 2001 to acquire 100% of the capital of Sicovam, the French CSD, in 2002 100% of the capital of Necigef (Nederlands Centraal Instituut voor Giraal Effectenverkeer), the Dutch CSD, and in 2007, 100% of Caisse Interprofessionnelle de Dépôts et de Virements de Titres (CIK), the Belgian CSD. These local CSDs have accordingly been renamed as Euroclear France, Euroclear Netherlands and Euroclear Belgium respectively. Euroclear also took a 20% stake in the capital of LCH.Clearnet, the UK/French entity responsible for the clearing of Euronext, London Stock Exchange and other stock exchange transactions. Since December 2000, Euroclear has also assumed responsibility for the settlement of Irish government bonds (Gilts) following the decision of the Irish government and the Central Bank of Ireland to delegate this activity to Euroclear. In September 2002, Euroclear acquired 100% of the capital of CRESTCo, the CSD for UK securities and Irish equities, which now operates as Euroclear UK & Ireland. The CSDs of Finland (Suomen Arvopaperikeskus Oy (APK)) and Sweden (VPC AB), now operating as Euroclear Finland and Euroclear Sweden, respectively, were acquired by Euroclear in October 2008.
Business model

In 2002, Euroclear announced a new initiative to reduce the cost of settling cross-border securities transactions in Europe. It proposed to consolidate all of the processing platforms used by the international and national CSDs within the Euroclear group. In addition, Euroclear proposed to harmonise market rules and practices within these markets, in line with the European Commission’s Giovannini Group recommendations, the result of which would deliver substantial back-office savings. The first milestone, the Single Settlement Engine, was completed in early 2007; the second phase called ESES (Euroclear Settlement of Euronext-zone Securities) was completed in early 2009. The final phase, where all Euroclear group processing activity will be harmonized, will be rolled out in 2011, 2012 and 2013. All Euroclear group clients will also use a Common Communications Interface to communicate with the Euroclear CSD of their choice.

The 2006 announcement of the probable development of Target2-Securities (T2S), a cross-border settlement platform being built by the European Central Bank, will commoditise securities settlement and force the Euroclear CSDs to offer more value-added services in the custody, asset servicing, new issues and collateral management domains.

Governance
The Euroclear group reshaped its corporate structure in 2000 and 2001, transforming the Belgian company Euroclear Clearance System (Société Coopérative) into Euroclear Bank SA/NV, which now operates the Euroclear System and provides the services previously contracted to Morgan Guaranty Trust Company of New York, Brussels branch. In 2005, a new Belgian holding company, Euroclear SA/NV, was created as the owner of all the shared technology and services supplied to each of the Euroclear CSDs and the ICSD. Euroclear SA/NV is owned by Euroclear plc, a company organised under the laws of England and Wales, which is owned by market participants using Euroclear services as members.

Both Euroclear plc and Euroclear SA/NV have independent Boards of Directors composed of representatives of Euroclear users (major securities market participants), and of former user shareholders of merged companies (Euroclear France and Euroclear UK & Ireland).

The Euroclear plc Board makes the strategic decisions for the group. It decides in particular on the strategic investments and on joint ventures and alliances. Shareholder voting rights are limited to 5%. The Board is assisted by several committees comprising Non-Executive Directors. The Euroclear SA/NV Board has 24 Directors, all of whom are also members of the Euroclear plc Board. The Euroclear Boards set the policies and objectives of the Euroclear group, ensure their implementation by the Management Committee, and review its performance. These policies include, among others, pricing, risk management and membership admission.

Users
The Euroclear group serves clients from more than 90 different countries. Most are banks, broker-dealers, and other institutions professionally engaged in managing new issues of securities, market-making, trading or holding a wide variety of securities. Retail investors are able to have direct accounts in local CSDs, according to local laws, rules and procedures.

Supervision
Incorporated in Belgium, Euroclear SA/NV is subject to the supervision of the Belgium Banking, Finance and Insurance Commission (CBFA). In accordance with Article 8 of its Organic Law, the National Bank of Belgium (NBB) also has oversight of Euroclear SA/NV. Euroclear plc is authorised as a service company by the Financial Services Authority in the United Kingdom. Each of the Euroclear CSDs are regulated by the relevant authorities within their respective home countries.

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