COMPLIANCE & GOVERNANCE INSIGHTS #1 – Unlocking Sustainable Finance: Demystifying the SFDR Framework

In the world of finance, keeping up with regulations and acronyms is a big task. One such acronym that has been making waves in the European financial landscape is SFDR, short for the Sustainable Finance Disclosure Regulation. But what exactly is SFDR, and why should you care about it? In this article, we’ll give you a comprehensive overview of the world of SFDR. To be specific, we focus on its objectives, its impact, and the challenges it presents to financial institutions.  

We also have a video about the SFDR Framework, in which Amanda Intelli, AI Video Assistant at Venionaire Capital, is explaining its relevancy to financial institutions:

 

SFDR: The Pillar of Sustainable Finance 

The Sustainable Finance Disclosure Regulation (SFDR) is a central component of the EU Sustainable Finance Package, forming one of the ten essential actions outlined in the EU’s Sustainable Finance Action Plan. Alongside regulations like Taxonomy Regulation, EU Benchmark Regulation, EU Ecolabel Regulation, and Corporate Sustainability Reporting Directive, SFDR plays a crucial role in reshaping the financial landscape. 

 

Who Does SFDR Affect? 

The reach of SFDR extends to all financial market participants and financial advisors within the EU. Even financial entities based outside the EU that market their products to EU clients are subject to its provisions. This includes banks, asset managers, insurers, reinsurers, and a wide range of investment products, such as alternative investment funds (AIFs), undertakings in collective investment in transferable securities (UCITs), and insurance-based investments. 

 

The Ambitious Goals of SFDR 

SFDR is driven by a set of ambitious objectives that include: 

  1. Reorienting Capital Flows: The regulation aims to redirect capital flows towards sustainable investments, facilitating sustainable and inclusive economic growth.
  2. Managing Financial Risks: SFDR seeks to address financial risks stemming from climate change, resource depletion, environmental degradation, and social issues. By doing so, it enhances the resilience of financial markets.
  3. Fostering Transparency: It promotes transparency and long-term thinking in financial and economic activities, aligning them with sustainability goals. 

 

SFDR’s Impact on Financial Product Classification 

Under SFDR, financial products are classified into three categories: 

  1. Article 6 Strategies: These strategies either integrate ESG (Environmental, Social, and Governance) risk considerations into their investment decisions or explain why sustainability risk is not relevant. They do not meet the additional criteria of Article 8 or Article 9.
     
  2. Article 8 Strategies (Light Green): These strategies promote environmental and/or social characteristics and may invest in sustainable investments but sustainable investing is not their core objective.

  3. Article 9 Strategies (Dark Green): These strategies have a primary objective of sustainable investment. 

 

Peeling Back the Layers: Levels of Disclosure 

The EU SFDR introduces three distinct levels of disclosure for investment products concerning ESG considerations and sustainable investing: 

  • Article 6 Products: They must disclose how sustainability risks are integrated into their investment decisions and also assess the potential impacts of sustainability risks on financial product returns. 
  • Article 8 and Article 9 Products: These categories provide in-depth details on various sustainability and ESG topics, enabling investors to make informed decisions. 
  • Principal Adverse Indicators (PAI) Statement: Shedding Light on Impact 

 

A Principal Adverse Indicators (PAI) statement is an annual report that financial institutions provide. It outlines their consideration of relevant PAIs in their investment decisions related to sustainability factors. Furthermore, a PAI represents any impact of investment decisions or advice resulting in a negative effect on sustainability factors. This includes environmental, social, employee concerns, human rights, anti-corruption, and anti-bribery matters. 

 

Challenges in the Private Equity Sector 

 

In the realm of private equity, there undoubtedly is a growing recognition that ESG factors can offer a competitive edge. However, private equity funds face a unique challenge in sourcing ESG data from their holdings, as this information is often not publicly available. Consequently, many private equity funds find themselves categorized as Article 6 funds, highlighting the need for improved ESG data accessibility in the sector. 

 

In conclusion, SFDR is more than just an acronym. It represents a paradigm shift in the world of finance, where sustainability is at the forefront. By understanding its objectives, impact, and the challenges it poses, financial institutions can better navigate this new landscape and contribute to a more sustainable future. 

 

Download Infographic PDF

EU Regulations: DAC7 Implementation and its implications for platform operators

The constant expansion of the digital economy leads automatically to legal changes and adjustments. The 6th Amendment to the EU Mutual Assistance Directive, also known as DAC7, is a significant development in the effort to improve tax transparency and compliance in the digital economy.

Tear down the borders – About european cross-border digital signature legislation

Professional investment vehicles’ management teams are confronted with the need to sign a variety of legal documents on at least a weekly (if not daily) basis. Knowing this administrative necessity ourselves (and knowing about all the different business models out there having to do the same), we took the time to dive into the current state of digitization of signatures – and ended up investing in one company tackling this vertical.

What Companies (and Start-ups) should know about WiEReG

On the 15th of January 2018, the Austrian law on Economic Ownership Register (wirtschaftliche Eigentümer Registergesetz – WiEReG) enters into force. The purpose of this register is to make ultimate beneficial owners transparent and verifiable and preventing money laundering and terrorist financing. The European Union ascertained a need to identify any natural person who exercises control over a legal entity. Europe argues that the need for up-to-date information on the beneficial owner is a key factor in tracing criminals who might otherwise hide their identity behind a corporate structure. WiEReG is implementing in Austria the European Directive 2015/849, also known as Fourth Money Laundering Directive. From the beginning of 2018, all direct or indirect ultimate beneficial owners with shares of more than 25% in an Austrian legal entity are to be entered into the new register.

 

What has to be registered?

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The beneficial owners of a legal entity are to be registered. This includes any natural person who directly or indirectly has sufficient shares to exercise control over the management of a company. In this case, a direct beneficial owner has to register if he has a 25% + 1 share of the shares or a holding of more than 25% shares in an Austrian company. An indirect beneficial owner (i.e. indirectly through a group of companies) shall register if they have more than 25% shares of a legal entity. If no natural person as an economic owner can be ascertained, the members of the highest management level of the legal entity (managing director, board member) shall be deemed to be economic owners.

The name, date of birth, nationality, place of residence as well as the nature and extent of the economic interest or the extent of the participation or function of the person concerned shall be indicated.

 

When?

The bodies with full powers of representation of all companies and legal entities must report the requested and relevant data by 1st June 2018. For newly founded companies from May 2018, generally, a 4-week deadline for the announcement of the economic ownership applies.

 

How to register?

Registering of legal entities can be made electronically on the website of the Austrian so-called Unternehmensserviceportal (USP). All registered legal entities have the right to access their data (free of charge) collected in USP. Tax and financial authorities are also entitled to have access to the data in the register, as well as interested parties for the purpose of prevention of money laundering and terrorist financing.

 

Penalties

In order to ensure compliance with the reporting requirements, WiEReG provides for fines. If the legal entity omits the notification, makes unauthorized access or registers incorrect data, makes for a punishable offense, punished up to 200.000 € or imprisonment. We are happy to advise on and provide you with more detailed information about the WiEReG and the legal framework behind it. Therefore, feel free to reach out to our Partner Alexander Rapatz.

 

SOURCES:

  • DIRECTIVE (EU) 2015/849 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 20 May 2015 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing, amending Regulation (EU) No 648/2012. https://bit.ly/2xKX8k4
  • Legal Text- Wirtschaftliche Eigentümer Registergesetz https://bit.ly/2yaPDPh
  • Unternehmensserviceportal, https://www.usp.gv.at/Portal.Node/usp/public

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