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Debt Instruments Solution (DIS) ProjectSettlements and Capital Events Process Guide
14 March 2017
2
Contents
1. Introduction.............................................................................................................................................3
2. Purpose of this document.......................................................................................................................3
3. Settlements..............................................................................................................................................4
3.1 Settlement Cycles and Guiding Principles..............................................................................4
3.2. Transaction Types...................................................................................................................5
3.3. Settlements Processes...........................................................................................................6
3.3.1. On-Market Trade Reporting....................................................................................6
3.3.2. Off-Market Trade Reporting...................................................................................7
3.3.3. Commits, Back-to Back Links (BTB) and Dependency Link (DPL)......................8
3.3.4. On-Market and Off-Markets Settlement Process..................................................8
3.3.5. Operational Timelines and Other Settlement Windows (On-Markets)...............9
3.3.5. Operational Timelines and Other Settlement Windows (Off-Markets)............10
4. Capital Events........................................................................................................................................12
4.1. Capital Events - Timelines....................................................................................................13
4.2. Capital Events - Coupon / Partial Redemption (Excluding Payment Date activities).....14
4.3. Capital Events - Full Redemption (Excluding Payment Date activities)...........................15
4.4. Capital Events - Payment Date activities.............................................................................16
Settlements and Capital Events Process Guide
3
Strate (Pty) Limited “Strate” took a strategic decision in 2013 to replace its core custody and settlement
systems and consolidate these into a single platform. The “TCS BaNCS MI” system was chosen and Money
Market Securities were successfully migrated onto the platform at the beginning of 2016.
Strate’s “DIS Project” is the strategic project to replace Strate’s previous “UnexCor” system and migrate
Bonds Securities onto the TCS BaNCS MI platform during 2017. Equities Securities will be the last
migration and this is planned for the end of 2018.
The key project currently being undertaken by Strate and the South African capital markets is the “DIS
Project”. This project will ensure not only the replacement of Strate’s core custody and settlement system
with regards to Bonds Securities, but will include the introduction of an upgraded Settlement and Capital
Events model for Bond Securities.
Introduction
This document serves to inform stakeholders on the principles and processes that are involved in the clearing
and settlement of Debt Instruments / Bond Securities in the South African market as well as Capital Event
processes during the course of the Debt Instruments’ life.
Purpose of this Document
Settlements and Capital Events Process Guide
4
Settlements and Capital Events Process Guide
Settlement Cycles and Guiding Principles
Bonds transactions will adhere to the following settlement cycles:
• Standard T+3;
• Non-Standard – i.e. will allow for shorter cycles up to T+0; and
• Long dated settlements for forward legs of transactions which include normal Bond trades (forwards) and SARB Reverse Repurchases, Repos.
The following principles apply for On-Market Settlements:
• On-Market Settlements will conform to the Bank for International Settlements (BIS) Model 2 (Gross Securities and Net Cash at CSD Participant level);
• The JSE will report all the On-Market Trade details to Strate on a gross basis;
• Strate will generate Settlement Allegements for all Member, Member Proprietary and Non-Member settled instructions at the Central Securities Account (CSA) level. The Settlement Allegements will be sent by Strate to CSD Participants on a gross trade-by-trade basis;
• CSD Participants will commit to all the Settlement Instructions if the cash / securities are available in the client’s account, or commit based on a link (Back-to Back [BTB] or Dependency Link [DPL]);
• Settlement will occur on a Simultaneous Final Irrevocable Delivery versus Payment (SFIDvP) basis;
• All funds (cash) settlements will occur using Central Bank Funds;
• Only Nominal value and Consideration will be reported to the CSD (Price and Yield will no longer be required).
The following principles apply for all Off-Market Settlements:
• Off-Market Settlements will conform to BIS Model 2, (Gross Securities and Net Cash at CSD Participant level);
• The CSD Participants will report all transactions to the CSD on a gross basis;
• CSD Participants will commit the Settlement Instructions if the cash / securities are available in the client’s account, or commit based on a link (Back-to Back [BTB] or Dependency Link [DPL]);
• Settlement will occur on a Simultaneous Final Irrevocable Delivery versus Payment (SFIDvP) basis;
• All funds (cash) settlements will occur using Central Bank Funds.
Transaction Types
For On-Market transactions, the following transaction types will be settled:
• Vanilla Spot Bonds;
• Repurchases (Repo’s) First Leg;
• Repurchases (Repo’s) Second Leg;
• SARB Repo First Leg;
• SARB Reverse Repo Second Leg;
• Structured Trades;
• Securities Lending and Borrowing; and
• Money Lending and Borrowing.
For Off-Market transactions, the following transaction types will be settled:
• DVP / RVP: Deliver / Receive versus Payment;
• DFP / RFP: Deliver / Receive Free of Payment;
• DPL / RPL: Deliver / Receive Pledge;
• DRL / RRL: Deliver / Receive Release Pledge.
Furthermore, within the Debt Instrument / Bonds market there are various categories of Off-Market transactions:
• Standard Off-Market Trades which adhere to a T+3 settlement cycle;
• Account Transfers;
• Portfolio Moves;
• Charity Shares;
• Lending Account Transfers;
• Securities Lending and Borrowing (SLB); and
• Repurchases (Repos).
Strate is the licensed electronic:
• Central Securities Depository (CSD);
• Clearing House; and
• Payment Clearing House (PCH) Operator, in terms of PASA (Payments Association of South Africa) rules, for the South African Debt Instrument / Bond market.
Strate facilitates the settlement of all Bond On-Market and Off-Market transactions. Strate provides
comprehensive electronic settlement and capital events system. For cash settlement, Strate uses South African
Reserve Bank’s (SARB) South African Multiple Option Settlement (SAMOS) system to achieve Simultaneous
Final Irrevocable Delivery versus Payment (SFIDvP).
Settlements
Settlement Cycles and Guiding Principles
Bonds transactions will adhere to the following settlement cycles:
• Standard T+3;
• Non-Standard – i.e. will allow for shorter cycles up to T+0; and
• Long dated settlements for forward legs of transactions which include normal Bond trades (forwards) and SARB Reverse Repurchases, Repos.
The following principles apply for On-Market Settlements:
• On-Market Settlements will conform to the Bank for International Settlements (BIS) Model 2 (Gross Securities and Net Cash at CSD Participant level);
• The JSE will report all the On-Market Trade details to Strate on a gross basis;
• Strate will generate Settlement Allegements for all Member, Member Proprietary and Non-Member settled instructions at the Central Securities Account (CSA) level. The Settlement Allegements will be sent by Strate to CSD Participants on a gross trade-by-trade basis;
• CSD Participants will commit to all the Settlement Instructions if the cash / securities are available in the client’s account, or commit based on a link (Back-to Back [BTB] or Dependency Link [DPL]);
• Settlement will occur on a Simultaneous Final Irrevocable Delivery versus Payment (SFIDvP) basis;
• All funds (cash) settlements will occur using Central Bank Funds;
• Only Nominal value and Consideration will be reported to the CSD (Price and Yield will no longer be required).
5
Settlements and Capital Events Process Guide
The following principles apply for all Off-Market Settlements:
• Off-Market Settlements will conform to BIS Model 2, (Gross Securities and Net Cash at CSD Participant level);
• The CSD Participants will report all transactions to the CSD on a gross basis;
• CSD Participants will commit the Settlement Instructions if the cash / securities are available in the client’s account, or commit based on a link (Back-to Back [BTB] or Dependency Link [DPL]);
• Settlement will occur on a Simultaneous Final Irrevocable Delivery versus Payment (SFIDvP) basis;
• All funds (cash) settlements will occur using Central Bank Funds.
Transaction Types
For On-Market transactions, the following transaction types will be settled:
• Vanilla Spot Bonds;
• Repurchases (Repo’s) First Leg;
• Repurchases (Repo’s) Second Leg;
• SARB Repo First Leg;
• SARB Reverse Repo Second Leg;
• Structured Trades;
• Securities Lending and Borrowing; and
• Money Lending and Borrowing.
For Off-Market transactions, the following transaction types will be settled:
• DVP / RVP: Deliver / Receive versus Payment;
• DFP / RFP: Deliver / Receive Free of Payment;
• DPL / RPL: Deliver / Receive Pledge;
• DRL / RRL: Deliver / Receive Release Pledge.
Furthermore, within the Debt Instrument / Bonds market there are various categories of Off-Market transactions:
• Standard Off-Market Trades which adhere to a T+3 settlement cycle;
• Account Transfers;
• Portfolio Moves;
• Charity Shares;
• Lending Account Transfers;
• Securities Lending and Borrowing (SLB); and
• Repurchases (Repos).
6
Settlements and Capital Events Process Guide
Settlements Processes
On-Market Trade Reporting
The following diagram depicts the On-Market Trade Reporting Process:
1. Client A requests Member A to sell Bond Securities. Client B requests Member B to Buy Bond Securities. Member A and B agrees price
between each other (either via telephone or fax or S.W.I.F.T.).
2. Member A reports the Sell Trade leg to the JSE and Member B reports the Buy Trade Leg to the JSE.
3. The JSE reports both the Trade Legs to Strate.
4. On successful matching of Trade legs, Strate to send Status Intimation to the JSE and send Settlement Allegement to the respective
CSD Participants.
5. Client A and Client B to send their Instruction to their respective CSD Participant.
6. CSD Participant to match the Client Instruction to the Settlement Allegement. On successful matching, the CSD Participant to
Commit to the Settlement Instruction (either using Commit or Link (Back-to-Back or Dependency Link)) to Strate.
7. Strate to generate matched Status Intimation to the respective CSD Participants and to the JSE.
Request to Buy
Participant B
JSE Nutron System
4b 4a 3
7
4b
6
5
12
1a
7
4b
6
5
12
Participant A
Client BMember Settled
Member B
Client ANon-Member Settled
Member A
Request to Sell
Trade LegReporting
Trade LegReporting
MatchedTrade LegReporting
StatusIntimation
StatusIntimation
StatusIntimation
SettlementAllegement
SettlementAllegement
Commit / BTB / DTL Commit / BTB / DTL
ClientInstruction (SSI)
ClientInstruction (SSI)
7
Settlements and Capital Events Process Guide
Off-Market Trade Reporting
The following diagram depicts the Off-Market Trade Reporting Process:
1. Client A and Client B trades with each other (either via telephone or fax or S.W.I.F.T.) and agree price to buy and sell Bond Securities respectively.
2. Client A and Client B send their Client Instruction to their respective CSD Participants.
3. The CSD Participant A and CSD Participant B reports their Settlement Instruction to Strate.
4. Strate to match the Settlement Instructions based on the following first level matching criteria:
a. ISIN
b. Trade Date
c. Settlement Date
d. Settlement Type
e. Trading Party CSD Participant BP-ID
f. Counterparty CSD Participant BP-ID
g. Nominal Value
h. Buyer’s SAFE Keeping Account
i. Seller’s SAFE Keeping Account
5. On successful matching of first level criteria, Strate to match the Settlement Instructions based on the following second level
matching criteria:
a. Client Type
b. Consideration (Tolerance of ZAR 50,00)
c. Taxable Indicator (Should always be N, as there is no STT for Bonds)
If the first level of matching is not successful, Strate to generate Settlement Allegement to the counterparty CSD Participant, who
has not reported a matching trade leg, as per the agreed timelines with the Market. If the second level of matching is not successful,
a Status Intimation will be sent to both the CSD Participant. On successful matching of Trade legs at the second level, Strate to send
Status Intimation to the CSD Participants.
6. CSD Participants to Commit / Link (BTB or DPL) to Settlement Instructions.
7. Strate to generate Status Intimations to the CSD Participants.
CSDParticipant B
Client BSelling
1
2
3
Off-Market TradeLeg Reporting
5
Status Intimation
6
Commit / Link
7
Status Intimation
ClientInstruction (SSI)
4
Trade with each other
CSDParticipant A
Client ABuying
2
3
Off-Market TradeLeg Reporting
5
Status Intimation
6
Commit / Link
7
Status Intimation
ClientInstruction (SSI)
8
Settlements and Capital Events Process Guide
Commits, Back-to-Back Links (BTB) and Dependency Link (DPL)
CSD Participants can link (BTB) multiple delivery transactions to multiple receive transactions, provided all
transaction in a BTB belongs to the same Central Securities Account, ISIN and Settlement Date.
CSD Participants can use DPL for interdependent receive and deliver transactions across different settlement
dates to commit to the Trade Legs. This is a functionality within a Participants own custody and settlement system.
On-Market and Off-Markets Settlements Process
The following applies for the settlement processes:
• Free of Payment Transactions in “Ready for Settlement” status, with no links will settle as soon as they are marked as “Ready for Settlement”, provided requisite securities holdings are available in the seller’s Central Securities Account.
• Initial Settlement Run (planned to be initiated every day at 10h00)
o All transactions in “Ready for Settlement” status will be processed, where securities are available in the sellers’ Central Securities Accounts.
o Once Reservation is processed successfully:
• A Payment Advice will be generated for all CSD Participants.
• A Payment Instruction will be generated to the Central Bank.
• As soon as funds are transferred at the Central Bank, the CSD will initiate Securities transfer; and notify the CSD Participant and the JSE accordingly.
• Subsequent Settlement Runs
o These runs will be initiated by Strate every hour on the hour. The final settlement run takes place at 15h15.
o For uncommitted Trade Legs, the Client will source the securities from Lenders using SLB Business Partners.
o Failing this, with regards to On-Market transactions, the Client must approach the JSE Settlement Authority to facilitate the arrangement of a securities lending transaction.
o The JSE Settlement Authority, in conjunction with National Treasury, may create Repo Transactions and enable the CSD Participants to commit to these Trade Legs.
9
Settlements and Capital Events Process Guide
Operational Timelines and Other Settlement Windows (On-Markets)
Transaction Type Settlement Cycle
End of Day T 17h00 (S-1)T+3
Operational Timelines Table
Reporting Time Commit Time
On-market Transactions (T+3)
End of Day T 17h00 (S-1)T+2On-market Transactions (T+2)
15h00 S-1 17h00 (S-1)T+1On-market Transactions (T+1)
End of Day T 17h00 (S-1)T+NOn-market Transactions (T+N)
13h00 (S) 15h00 (S)T+0On-market Same Day Transactions
Other Settlement Windows Timelines
17h00 (S-1)Back-to-Back Addition Time - All Transactions
09h30 (S)Back-to-Back Removal Time - All Transactions
09h30 (S)Un-commit Time - On-market / Off-market Transactions
Before every Settlement RunMoment of Finality of Instructions
10h00First Settlement Run
Every hour on the hour (or as required under exceptional circumstances)
Subsequent Settlement Runs
15h15Last Settlement Run
10
Settlements and Capital Events Process Guide
Operational Timelines and Other Settlement Windows (Off-Markets)
Transaction Type Settlement Cycle
15h00 (S-1) 17h00 (S-1)T+3
Reporting Time Commit Time
Off-market Transactions (T+3)
15h00 (S-1) 17h00 (S-1)T+2Off-market Transactions (T+2)
15h00 (S-1) 17h00 (S-1)T+1Off-market Transactions (T+1)
13h00 (S) 15h00 (S)T+0Off-market “against payment” Transactions (T+0)
18h00 (S) 18h00 (S)T+0Off-market “free of payment” Transactions (T+0)
13h00 (S) 13h00 (S)Min T+0Off-market Transactions on RD
13h00 (S) 15h00 (S)Min T+0SLB Transactions
09h00 (S) 10h00 (S)Min T+0SLB Transactions on RD
15h00 (S-1) 17h00 (S-1)Min T+1SLB - Loan Dependency
15h00 (S-1) 17h00 (S-1)Min T+3Off-market Repo (First and Second Leg) (T+3)
15h00 (S-1) 17h00 (S-1)Min T+2Off-market Repo (First and Second Leg) (T+2)
15h00 (S-1) 17h00 (S-1)Min T+1Off-market Repo (First and Second Leg) (T+1)
13h00 (S) 15h00 (S)Min T+0Off-market Repo “against payment” (First and Second Leg) (T+0)
18h00 (S) 18h00 (S)Min T+0Off-market Repo “free of payment” (First and Second Leg) (T+0)
15h00 (S-1) 17h00 (S-1)Min T+nOff-market Repo (T+n)
13h00 (S) 13h00 (S)Min T+0Off-market Repo on RD
18h00 (S) 18h00 (S)Min T+0Account Transfer (Both Inter- Participant and Intra-Participant)
18h00 (S) 18h00 (S)Min T+0Portfolio Movement (Both Inter- Participant and Intra-Participant)
18h00 (S) 18h00 (S)Min T+0Collateral Account Transfers and Lending Account Transfers (Both
Inter-Participant & Intra-Participant)
09h00 (S) 10h00 (S)Min T+0Account Transfers on RD (Intra-Participant)
(Inter-Participant not allowed)
09h00 (S) 10h00 (S)Min T+0Portfolio Moves on RD (Intra-Participant)
(Inter-Participant not allowed)
09h00 (S) 10h00 (S)Min T+0Collateral Account Transfers and Lending Account Transfers on RD (Intra-Participant)(Client type 33)
(Inter-Participant not allowed)
11
Settlements and Capital Events Process Guide
Other Settlement Windows Timelines
17h00 (S-1)BTB Addition Time - All Transactions except T+0 transactions
09h30 (S)BTB Removal Time - All Transactions except T+0 transactions
09h30 (S)Un-commit Time - On-market / Off-market Transactions
Before every Settlement RunMoment of Finality
10h00First Settlement Run
Every hour on the hour (or as required under exceptional circumstances)
Subsequent Settlement Runs
15h15Last Settlement Run
15h00 (S)BTB Addition / Removal Time - T+0 transactions
12
The implementation of DIS will improve the processing and automation of Capital Events in the Debt
Instrument / Bonds market. Listed and Unlisted Debt Instrument / Bond Securities fall into four generic
categories of which the following principles will apply:
Capital Events
Settlements and Capital Events Process Guide
Category 1 (Zero)
Category 2 (Standard)
Category 3 (Variable)
Category 4 (Non-standard)
• Fixed Term / Zero Coupon • Fixed Term / Fixed Coupon • Fixed Term / Variable Coupon Rate
• Variable Term / Variable Coupon Rate / Variable Redemption Value
• Input from JSE not required for Coupon or Redemption Rate
• Input from JSE not required for Coupon or Redemption Rate
• Coupon Rate is fixed for a specific period of Coupon Payments.
• If Coupon Rate varies between periods of Coupon Payments. • Issuer Agent to provide either the weighted average coupon rate or total coupon amount for the period.
• For sources other than JIBAR, Issuer Agent to provide the new rate of the reset date.
• Coupon Rate is fixed for a specific period of Coupon Payments.
• If Coupon Rate varies between periods of Coupon Payments. • Issuer Agent to provide either the weighted average coupon rate or total coupon amount for the period.
• For sources other than JIBAR, Issuer Agent to provide the new rate of the reset date.
• Preliminary Notice of Event sent on PD-30
• Final Notice of Event (FNOE) sent on PD-20
• Preliminary Notice of Event sent on PD-30
• Final Notice of Event (FNOE) sent on PD-20
• Preliminary Notice of Event sent on PD-30
• Final Notice of Event (FNOE) sent on PD-20
• Preliminary Notice of Event sent on PD-30
• Final Notice of Event (FNOE) sent on PD-20
• No Books Closed Period except for Coupon.
• No Books Closed Period except for Coupon.
• No Books Closed Period except for Coupon.
• No Books Closed Period except for Coupon.
• Record Date will be PD-1 for Redemption
• Record Date will be PD – BCP (Books Close Period) for Coupons• Record Date will be PD-1 for Redemption
• Record Date will be PD – BCP (Books Close Period) for Coupons• Record Date will be PD-1 for Redemption
• Record Date will be PD – BCP (Books Close Period) for Coupons• Record Date will be PD-1 for Redemption
• Balances for Partial and Full Redemptions confirmed on PD-1
• Balances for Partial and Full Redemptions confirmed on PD-1
• Balances for Partial and Full Redemptions confirmed on PD-1
• Balances for Partial and Full Redemptions confirmed on PD-1
13
Settlements and Capital Events Process Guide
Capital Events – Timelines
The following is a generic timeline which all Debt Instrument / Bond Securities Capital Events follow:
GeneratePreliminaryNotification
GenerateFinal
Notification
Snapshot of Holdings
Compute Entitlements
Issue Agent Notification
If Issuer Agent Notification Not Received
1. CSD Participant Eligible Notification
On Issuer Agent Confirmation
1. CSD Participant Eligible and Entitlement Notification
On Issuer Agent Confirmation
1. CSD Participant Eligible and Entitlement Notification
Generate Payment Advice to Issuer’s Settling Bank
Receive Fund Confirmation from Central Bank
Generate PaymentNotification to Central Bank
Receive PaymentConfirmation from Central Bank
Generate Event Confirmation to the CSD Participant
BCP
RDPD-20PD-30 PD
RD+1 PD-1
1 1 1
2
3
4
5
1 1
2
3
4
5
Capital Events – Coupon / Partial Redemption (Excluding Payment Date activities)
The following diagram depicts the Coupon / Partial Redemption processes and it excludes Payment Date activities:
14
Settlements and Capital Events Process Guide
1. Strate to create Capital Event based on the ISIN attributes.
2. Strate to notify Capital Event notification to the CSD Participant as per the agreed timelines.
3. Strate to compute Eligible positions as soon as the Settlement Runs are completed on Record Date.
4. Strate to notify Issuer Agent with the Eligible positions on Record Date.
5. Issuer to confirm the Payment Amount to the Issuer Agent on or before PD-2 (for ISINs with Books Close Period)
or before end of Record date (for ISINs with Books Close Period as one Business Day).
6. Issuer Agent to confirm to Strate on the Payment Amount confirmation.
7. Strate to confirm CSD Participants with Payment Amount.
5 AmountConfirmation
AmountConfirmation
AmountConfirmation
EventNotification
EligibilityComputation
CACreation
76
Issued AmountNotification
15
Settlements and Capital Events Process Guide
Capital Events – Full Redemption (Excluding Payment Date activities)
The following diagram depicts the Full Redemption processes and it excludes Payment Date activities.
1. Strate to create Capital Event based on the ISIN attributes.
2. Strate to notify Capital Event notification to the CSD Participant as per the agreed timelines.
3. Strate to compute Eligible positions as soon as the Settlement Runs are completed on Record Date.
4. Strate to notify Issuer Agent with the Redemption Amount on Record Date.
5. Issuer to notify Issuer Agent on the Redemption Amount.
6. Issuer Agent to reconcile with the amount provided by the Issuer.
5
6
Redemption AmountConfirmation
Redemption Amount
Confirmation Redemption Amount
Confirmation
EventNotification
EligibilityComputation
CACreation
16
Settlements and Capital Events Process Guide
Capital Events – Payment Date Activities
1. Strate to notify the Issuer’s Settling Bank of the Coupon / Redemption Amount due.
2. Issuer must ensure cash is available in the designated cash account. Issuer’s Settling Bank to fund the designated Central Bank
Account. On cash confirmation from Central Bank based from the Issuer’s Settling Bank, Strate will initiate the funding messages to
the Central Bank.
3. Central Bank to transfer cash to the relevant CSD Participants’ Settling Bank.
4. CSD Participants to disburse proceeds to the relevant Bond holders.
1st Floor, 9 Fricker Road, Illovo Boulevard, Illovo, Sandton, 2196, South Africa
Tel: + 27 (0) 11 759 5300 Fax: + 27 (0) 11 759 5500
Email: [email protected]