1. In this Law, the following terms and phrases shall have the meanings assigned thereto, unless the context requires otherwise:
Law: Law of Systemically Important Financial Institutions.
Implementing Regulations: Implementing regulations of the Law.
Competent Authority: The Saudi Central Bank or the Capital Market Authority, each with respect to the activities of financial institutions falling under its supervision.
Financial Institution: A financial institution the activities of which are supervised by the competent authority. Systemically Important Financial Institution (SIFI): A financial institution designated by the competent authority as SIFI in accordance with Article 2 of this Law.
Foreign Branch: A branch of a non-Saudi financial institution the activities of which are supervised by the competent authority.
Holding Company: A financial or non-financial company controlling one or more subsidiary financial institutions. Subsidiary: A financial or non-financial institution controlled by a financial institution.
Financial Group: A holding company and its subsidiaries, of which any is a financial institution.
Competent Judicial Authority: The commercial court with respect to financial institutions supervised by the Saudi Central Bank, and the committees for resolution of securities disputes with respect to financial institutions supervised by the Capital Market Authority.
Amendment of Rights (Bail-in): A measure taken by the competent authority to reduce or terminate the rights of creditors or holders of capital instruments, or convert them from one type or category to another.
Transferee: A person who purchases or receives any of the stocks, shares, assets, or liabilities of a SIFI under resolution in accordance with the provisions of this Law.
Transitional Entity (Bridge Institution): A company established by the competent authority to transfer all or part of the shares, stocks, assets, or liabilities of a financial institution or SIFIs under resolution in accordance with the provisions of this Law.
Asset Management Entity: An entity with a legal personality established bythe competent authority to receive assets from a SIFI under resolution or a transitional entity.
Critical Activities: Services or acts provided by a financial institution, the cessation of which may lead to the disruption of services vital to the economy or have an adverse effect towards financial stability.
Settlement Systems: Payment systems, cash settlement systems, securities settlement systems, deposit systems, and clearing systems.
Guarantee: An asset provided or agreed to be provided as security for a financial liability within a financial guarantee arrangement, or a financial guarantee arrangement by transfer of ownership. Financial Guarantee Arrangements: Arrangements according to which the guarantor provides a guarantee to fulfill a financial liability, provided that it does not include the transfer of ownership of the guarantee to the obligee; this shall include pledges.
Financial Guarantee Arrangements by Transfer of Ownership: Arrangements by which the guarantor transfers the ownership of the guarantee to the obligee to guarantee the fulfillment of a financial liability; this shall include repurchase agreements.
Guaranteed Liability: Any financial liability secured by a guarantee.
Stay: Suspending the right of any party, with the exception of the competent authority, to initiate or complete any procedure or action against a financial institution or its holding company or subsidiary.
Acceleration: Any arrangement which entails the maturity of a financial liability against a financial institution prior to the maturity date agreed upon.
Termination: Any arrangement which grants the party engaged in dealings with the financial institution the right to terminate, suspend, reduce, or cancel the liabilities thereof, or the closure, clearing, or settlement of financial positions prior to the maturity date agreed upon.
Assets: Movable and immovable property, intellectual property rights and receivables, whether current or future, and any associated rights, as well as other assets with current or future financial value.
Capital Instrument: What constitutes part of the capital of a financial institution, whether in the form of securities or shares. This includes instruments which enable its holder to subscribe to capital instruments.
Owner: Any natural or legal person who owns any capital instrument.
2. The Implementing Regulations shall include definitions of other terms and phrases mentioned in this Law.
A financial institution shall be classified as SIFI pursuant to a decision by the competent authority based on criteria set thereby for institutions falling under its supervision, provided such criteria take into account the size of the financial institution, interconnectedness and the complexity of its relations with local and foreign financial institutions, its modus operandi, and associated risks.
The competent authority may take resolution procedures against any SIFI or its owners or creditors to achieve any of the following objectives:
1. Protect the financial system and the financial sector in the Kingdom, and avoid and limit the impact of substantial adverse effects on their stability.
2. Ensure the continuity of the critical activities of the SIFI under resolution.
3. Reduce dependence on government support by relying on the resources and revenues of the financial institution.
4. Protect deposits, client assets and funds, and rights arising from insurance policies.
5. Protect settlement systems and ensure their stability.
This Law shall apply to financial institutions, holding companies, subsidiaries, foreign branches, and financial groups.
The Implementing Regulations shall regulate the relationship between the Saudi Central Bank and the Capital Market Authority with regard to the implementation of the resolution procedures on a financial group the financial institutions of which are supervised by the Saudi Central Bank and the Capital Market Authority.
1. The financial institution shall, within 180 days from the date of the request of the competent authority, prepare a recovery plan of the steps and procedures to be taken towards recovering its financial position upon exposure to fundamental changes with a negative impact.
2. If the financial institution is a holding company, it shall prepare a recovery plan for the financial group and a recovery plan for each subsidiary financial institution.
3. The recovery plan must include:
a) a summary of its key components and an indication of the financial institution’s ability to recover its position.
b) a summary of the fundamental changes in the financial institution since the last recovery plan submitted to the competent authority.
c) an outreach and disclosure plan to address any anticipated negative reaction from the markets as a result of the impact of the fundamental changes on the financial institution.
d) steps to recover capital and liquidity requirements, preserve the financial institution, and regain its financial position.
e) an estimation of the timeframe required to implement the primary components of the plan.
f) a detailed description of potential risks which may hinder implementation.
g) identification of the critical activities provided by the financial institution.
h) a detailed description of procedures for determining the market value of each activity in the financial institution as well as its operations and assets, and their potential to be marketed and sold.
i) arrangements and procedures to obtain liquidity, including identification of potential sources for liquidity and evaluation of the guarantees available for acquiring such liquidity.
j) arrangements and procedures for rescheduling the financial institution's debts; structuring or restructuring its activities; and reducing any potential risks.
k) arrangements and procedures required to ensure the continued access to settlement systems.
l) arrangements necessary for the sale of certain assets or activities of the financial institution in order to recover its financial position within an appropriate time.
m) governance procedures of the plan, including identification of persons in charge of its preparation and implementation.
4. The competent authority may require the financial institution to include in its recovery plan quantitative and qualitative indicators reflecting the position of the financial institution, as well as the actions the institution may take with regards to each indicator in order to recover its financial position.
5. The competent authority may include in the Implementing Regulations additional rules and provisions governing the preparation and implementation of the recovery plan.