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Account Structure in KSEI. ACG Cross Training Bangkok, 27-28 June 2006. KSEI – Kustodian Sentral Efek Indonesia (ICSD – Indonesian Central Securities Depository). Introduction KSEI in Indonesian Capital Market Scripless Implementation Background KSEI Participants Collective Custody
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Account Structure in KSEI ACG Cross Training Bangkok, 27-28 June 2006 KSEI – Kustodian Sentral Efek Indonesia (ICSD – Indonesian Central Securities Depository)
Introduction KSEI in Indonesian Capital Market Scripless Implementation Background KSEI Participants Collective Custody Regulation on Accounts and Sub Accounts Account Type & Structure Indirect Account Sub Accounts Benefit & Advantage of Sub Accounts Investor Types Account Details & Maintenance Transactions in C-Best Corporate Action (Entitlement & Distribution) Securities Holder List Issues Conclusion Outline
Introduction - KSEI in Indonesian Capital Market Ministry of Finance Capital Market Supervisory Agency (BAPEPAM) Stock Exchange : Jakarta Stock Exchange Surabaya Stock Exchange Indonesian Clearing and Guarantee Institution PT KPEI Indonesian Central Securities Depository PT KSEI Scripless Trading Clearing-Netting Book-entry Settlement SRO (Self Regulatory Organization)
Introduction - Scripless Implementation Background • Began in July 2000 • Fully Scripless since June 2002 • C-Best (Central depository and Book Entry Settlement System) • Stock Exchange settlement performed Electronic-Based • Time Frame Settlement (T+3) : since September 2002 • OTC transaction & Settlement • Automatic transfer of securities ownership by book-entry • Automatic Corporate Actions process • Actual Data (as of 31 May 2006) : Total Participants : 167 entities (148 Brokers, 19 Bank Custodians) Total Issuers : 437 entities Total Securities instruments : 667 (384 shares, 240 corp.bonds, 24 Warrants, 2 Rights, 11 MTN, 6 PN) Total Asset (value of all securities recorded) : 583.303 Billion IDR : 63.080 Trillion USD
KSEI Participants • KSEI Participants are : • Brokers (Securities Companies) • Custodian Banks • Other parties approved by Bapepam (The Capital Market Supervisory Agency); • KPEI for the function of Stock Exchange Transaction Settlement • Foreign CSDs for cross-border settlement As of 31 May 2006 : 167 Participants 148 Brokers 19 Custodian Banks • Investor opens a securities account in Securities Company or • Custodian Bank
Electronic Records KSEI ASII 10000 Scrip Records Merrill Lynch ASII 2000 ING Baring ASII 3000 HSBC ASII 2000 CITIBANK ASII 2000 Morgan Stanley ASII 1500 Bankers Trust ASII 500 Northern Trust ASII 3000 Chase Manhattan ASII 2000 Goldman ASII 2000 Collective Custody ISSUER / REGISTRAR ICSD / KSEI BROKER/ CUSTODIAN BANK
Collective Custody Legal Basis • Law Number 8 Year 1995 of The Republic of Indonesia regarding Capital Market Fungible : Securities In Collective Custody issued by the same Issuer are interchangeable with and equivalent to other Securities of the same type and class Under the name of CSD : Securities in Collective Custody at a Central Securities Depository shall be recorded in the Issuer’s registry of Security-holders in the name of the Central Securities Depository as the representative of its account-holders Segregation of assets : Securities Companies must comply with BAPEPAM Rules upon accepting clients’ Securities and must : a. register clients’ Securities in accounts that are separate from own accounts ; and b. maintain secured facilities for safekeeping clients’ assets, under separate records for each client.
Collective Custody BAPEPAM Rule No. III.C.7 regarding Sub Account at ICSD : • Client Investor is the recognized holder of securities account at Participant • Participant is a Securities Company or Custodian Bank that has opened a securities • account at KSEI • A sub securities account is the securities account of each client recorded in the Participant’s • security account at KSEI • KSEI Participant is obligated to : • open a sub account in name of each client • record client owned securities in respective sub accounts • assure accuracy of client securities balance (internal vs ICSD data ) • assure accuracy of client identity (internal vs ICSD data ) • KSEI is obligated to : • hold separate administration for the recording of securities in each sub securities account • deliver daily reports on the position of sub security accounts to respective Participants • KSEI only maintains contact with and is responsible to respective Participants pertaining to the • administering of Sub Securities Accounts • Investor has the right to check the accuracy of the report concerning the balance of securities he owns • (data at Participant vs data at ICSD)
Account Type Broker B delivery account Broker A receipt Account delivery account Custodian Bank X Lending & borrowing receipt Account Collateral account Own Deposit account Lending & borrowing Own Deposit account Collateral account Client Dep Account 1 Client Dep account X Own Deposit account Client Dep Account 2 Client Dep account Y Client Dep Account A Client Dep account Z Client Dep account B
Account Structure KSEI Custodian Bank Broker KPEI Issuer Registrar Payment Bank Non Clearing Member Clearing Member Depository Acc Depository Acc Depository Acc Nostro Acc Nostro Acc Cash Sec Cash Sec Cash Sec Cash Sec Cash Sec Delivering Acc Sub Acc Cash Sec Cash Sec Receiving Acc Sub Acc Cash Sec Cash Sec Collateral Acc Cash Sec L & B Acc Cash Sec Sub Acc Cash Sec Sub Acc Cash Sec
Indirect Account • Investors own accounts at Brokers / Custodians • Brokers / Custodians possess their own accounts and their clients’ accounts at KSEI Request & Docs Request & Docs Brokers/ Custodians Investors Verify Process Archive Confirmation Confirmation • KSEI holds separate administration for the recording of securities in each sub securities account There is No Omnibus Account
Securities Recording on Accounts Account Holder : Br 1 Account Holder : CB 2 Own Cust. A Cust. B Own Cust. X Cust. Y KSEI Sec. A Sec. B IDR Sec. A Sec. D IDR Sec. C Sec. D IDR Sec. A Sec. B IDR Sec. A Sec. D IDR Sec. C Sec. D IDR Br 1 CB 2 Brokers / Custodian Banks Br 1 Cust. A Cust. B CB 2 Cust. X Cust. Y Customer A Customer B Customer X Customer Y Investors
Benefit & Advantage of Sub Accounts • Investor Protection • Assurance of separated bookkeeping for securities owned by the investor and • those owned by the custodian • Assurance of accurate recording of investor securities ownership position • Assurance of rights attached to securities such as dividend; right to attend RUPS • (Shareholder General Meeting), as investor will be listed in the List of Shareholders • issued by KSEI • Availability of real time investor data in KSEI, for the purpose of : • performing corporate action • Issuer’s reporting to Bapepam, Stock Exchange, Central Bank, for among • others: investigation. • Monitoring share ownership of > 5% • investigation by authorities, like: Bapepam, Court of Justice, Police. • producing reports. • Corporate action proceeds distribution efficiency. • Assuring proper tax rate applied upon investor in the occurrence of Corporate Action
Individual Investor Local Foreign Institutional Investor : Local : Limited Company Brokers Insurance Bank Government of Indonesia Pension Fund Mutual Fund Foundation Jamsostek (Labor Social Security) Cooperative Custodian Bank Taspen (Civil Servant Insurance Savings) Foreign : Tax Treaty (each country) Investor Types
Account Details • Account Number AB001 – XY12 – 001 – 99 Local_Code – Client_Code – Acc_Type – CheckDigit • Correspondent Account Number : account on PB (mirroring acct) – only for Own Acct and Collat.Acct • Account Description : name of client • Status : Available/Blocked/Closed • Tax ID • Blocking Reason (if any; only for Blocked Acct.) • ID number : KITAS / COR / COD / NPWP • Address • Nationality
Open Account : Supporting documents will define the investor type and tax rate of the account No documents the highest tax rate (20%) Upload facility (Internal use) Modify : Usually to change / to adjust tax rate, address, account description. Block/Unblock : To Pledge / unpledge, Lock-up by Stock Exchange, other reasons. Close : Account should be zero balance Can Not be recycled Account linkage : Related to Post Trade Processing module. To link an Investment Manager’s sub account to a custodian bank Account Maintenance
Local Individual : Identity No and addressaccording to Identity Card Foreign Individual : copy of ID cardif residing in Indonesia or copy of Certificate of Tax Residence (COTR) legalized by tax office if otherwise. Local Institution : - Foundation, Cooperative, Insurance, Ltd. : copy of Tax Registration - Pension Fund : copy of State Minister of Finance Decree (SKMK) and Tax Reg. - Mutual Fund : copy of Effective Letter (from Bapepam) and Tax Registration - Jamsostek JHT : State Minister of Finance Decree (SKMK) - Jamsostek Non JHT : copy of Tax Registration - Taspen : copy of Tax Registration Foreign institution: copy of Certificate of Tax Residence (COTR) legalized by tax office, Foreign Institution exempted from income tax:State Minister of Finance Decree No. 574/KMK.04/2000 datedDecember 26th 2000 Armed Forces (ABRI) : Letter of Acknowledgement fromDir. Gen. of Tax Indonesia Government: RI State Regulation Data and Supporting Documents
Transactions in C-Best • Depository Management • Deposit • Withdrawal • Security Transfer (within one Member) • Clearing and Settlement • DFOP/RFOP • DVP/RVP • Cash Management • Book Transfer (cash transfer within one Member) • Wire Transfer (cash withdrawal) • Collateral Deposit • Lendable Deposit • Post Trade Processing • Trade Confirmation • Settlement Instruction
Instruction Creation C-Best Server Input via C-Best workstation Instruction Investor KSEI Participant • 6-eyes principle (create, check, approve) • 4-eyes principle (create direct check, approve) • 2-eyes principle (create direct approve) OTC SECTRS BTS WT DCONF REC File upload Instruction Investor Participants are responsible for the data they input. Participant
Stock Exchange Settlement Selling broker K S E I Buying broker KPEI Own Account Own Account Client Account Client Account OTC stock stock KPEI Account Receiving Account synchronize Delivery Account Receiving Account Delivery Account cash cash Custodian Bank Collateral Account Collateral Account alignment L & B Account L & B Account Stock Cash OTC Payment Bank
Over The Counter Transaction MATCHING PROCESS KSEI B A 1. DVP INSTRUCTION 2. RVP INSTRUCTION Brokers / Cust. Banks Brokers / Cust. Banks A B X Z X Z 3. DFOP INSTRUCTION 4. RFOP INSTRUCTION Brokers / Cust. Banks Brokers / Cust. Banks 1. DVP : DELIVERY VERSUS PAYMENT 2. RVP : RECEIVE VERSUS PAYMENT 3. DFOP : DELIVERY FREE OF PAYMENT 4. RFOP : RECEIVER FREE OF PAYMENT
Corporate Action • Mandatory CA • Cash dividend • Stock dividend • Mix dividend • Stock bonus • Stock split / reverse split • Merger / acquisition • Interest payment • Principal payment (Redemption) • Right / Warrant distribution • Proxy Voting • Voluntary CA • IPO • Exercise of Right/Warrant • Securities conversion
General Process of Mandatory CA Announcement Record Effective Date (AD) Date (RD) date Reminder Date (Rem Date) (4) (3) (1) (2) Credit Entitlement of CA
Member Entitlement • Containing the list of all accounts (including own account and clients’ sub accounts that are entitled to proceeds of Corporate Action) • Generated on Record Date + 1 • All KSEI members receive this report via workstation
Voluntary CA Process Start Exercise period Instruction Deadline Announcement date Effective date x days * Voluntary CA Instructions * The Rights/Warrants and cash positions will be debited automatically in the exercise request amount
Distribution of CA proceed KDPW KDPW ISSUER C-Best Back-end system member 1 Proceeds Tax Own Deps a/c Client a/c 001 Issuer’s account Central tax account Client a/c 002 Client a/c 003 Payment Bank (cash proceed) Registrar (sec proceed) Client a/c 004 member 2 Own Deps a/c Client a/c A
Security Holder List • Issuer / Registrar requirement • On request (Ad hoc report) • Containing the complete data of Security holders : • General Data : • Security Name & Code • Record Date • Total Securities Issued • Security holder list : • Name • ID number • Address • Investor type • Nationality • Tax rate • Member Name & Code (where the investor open the account with) • Securities Amount • Percentage of ownership • Status of account
Issues on Sub Accounts Implementation • Still practices physical archiving of COD/COTR and other supporting documents • Uncertainty of investors numbers • Some brokers do not open sub accounts for some of their clients. • Investors may keep several accounts at different brokers/custodians under the same or different names or ID numbers • Rely on the data given by brokers/custodians
Conclusion KSEI implements Indirect Account (Sub Account) • Does not need to deal with thousands of investors. KSEI only deals with Participants (Brokers & Custodian) • Reduce operational activities : • No Counter Desk • Participants (Brokers & Custodians) assure the accuracy of client identity. (KYC) • Investor Protection : • Separate bookkeeping • Assurance of rights attached to any CA event. • Corporate Action process efficiency ; • CA Entitlement & Distribution : up to investors’ depository accounts.