Machine Translated by Google CONSOLIDATED LEGISLATION Royal Legislative Decree 1/2002, of November 29, approving the revised text of the Law Regulating Pension Plans and Funds. Ministry of Economy «BOE» no. 298, of December 13, 2002 Reference: BOE-A-2002-24252 INDEX Preamble .................................................. ............... 6 Articles ................................................. ................ 7 Unique item. Approval of the revised text of the Law Regulating Pension Plans and Funds. ........................................................... ........ 7 Repealing provisions ........................................................... ..... 7 Unique derogatory provision. Rules repealed. .................................. 7 Final provisions ................................................ ......... 7 Single final provision. Entry into force. ......................................... 7 CONSOLIDATED TEXT OF THE PENSION PLANS AND FUNDS REGULATION LAW.......... 8 CHAPTER I. General provisions ................................................ .. 8 Article 1. Nature of pension plans................................................... 8 Article 2. Nature of the pension funds................................................... 8 Article 3. Promoting entities, participants and beneficiaries................................... 8 Article 4. Types of pension plans................................................... 8 CHAPTER II. Principles and regimes of organization of pension plans ................................... 9 Article 5. Basic principles of pension plans. .............................. 9 Article 6. Specifications of pension plans. ............................... eleven Article 7. The commission of control of the pension plan and the defender of the participant. ............. 12 Page 1 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION CHAPTER III. Financial regime of pension plans ................................................ 14 Article 8. Contributions and benefits. ......................................... 14 Article 9. Approval and review of pension plans. ............................ 17 Article 10. Integration in the pension fund. ................................... 18 Article 10 bis. Information to be provided to potential unit-holders, unit-holders and beneficiaries. ........................................................... ....... 19 CHAPTER IV. Constitution and organization regime of pension funds................................... 19 Article 11. Constitution of pension funds. ........................................... 19 Article 11 bis. Registration of pension funds in the Mercantile Registry and coordination with the Administrative Registry of Pension Funds.............................................. 21 Article 11b. Open pension funds. ........................................... 22 Article 12. Responsibility. ................................................ 23 Article 13. Administration of pension funds. ............................... 23 Article 14. Pension fund control commission................................................... 24 Article 15. Dissolution and liquidation of pension funds................................... 25 CHAPTER V. Financial regime of pension funds ................................................ 26 Article 16. Investments of pension funds. ........................................... 26 Article 17. General conditions of operations. .......................... 27 Article 18. Obligations against third parties. ......................................... 27 Article 19. Annual accounts. ................................................ 28 CHAPTER VI. Management entities and depositaries of pension funds ................................ 29 Article 20. Managing entities. .............................................. 29 Article 21. Depository entities. ............................................ 31 Article 22. Responsibility. ................................................ 32 Article 23. Substitution of the management entities or depository. ........................... 32 CHAPTER VII. Management and Supervision ........................................... 32 Article 24. Organization and administrative supervision. ........................................... 32 Article 24 bis. Transparency of supervisory action. ............................. 3. 4 Article 24 ter. General powers of supervision. ................................. 3. 4 Article 24c. Professional secrecy and exchange of information. ....................... 36 Article 25. Accounting of pension funds and managing entities.............. 37 Article 26. Advertising and contracting rules. ................................... 37 Page 2 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Article 26 bis. Marketing activity of individual pension plans. ..............37 CHAPTER VIII. Government system ............................................... 39 Article 27. General requirements. ............................................ 39 Article 28. Aptitude and honorability. ............................................ 40 Article 29. Remuneration policy. ........................................... 41 Article 30. Key functions. ................................................ 41 Article 30 bis. Risk management function. ........................................... 42 Article 30 ter. Internal audit function.............................................. 43 Article 30c. Actuarial function related to employment and services pension plans actuarial. ........................................................... ........ 43 Article 30 quinquies. Internal risk assessment in employment pension funds. ........ 44 Article 30 sexes. Outsourcing................................................... 44 CHAPTER IX. Administrative intervention measures ........................................... 46 Section 1 Revocation of the administrative authorization ................................... 46 Article 31. Causes of revocation and its effects. ........................................... 46 Section 2. Administrative dissolution and intervention in the liquidation .............................. 46 Article 32. Administrative dissolution and termination. ........................................... 46 Article 33. Intervention in the liquidation. ......................................... 47 Section 3. Special control measures.............................................. ... 47 Article 34. Special control measures. ......................................... 47 Section 4. Regime of infractions and sanctions................................... 49 Article 35. Administrative offenses. ......................................... 49 Article 36. Administrative sanctions. ........................................... 53 CHAPTER X. Cross-border activity of employment pension funds................................... 55 Section 1. General provisions on cross-border activity of employment pension funds. . 55 Article 37. Definitions. ........................................................... .55 Article 38. General aspects of the cross-border activity of employment pension funds. of the Member States ........................................................... .... 56 Section 2. Activity of the Spanish employment pension funds in other Member States ...... 56 Article 39. Scope and authorization for the cross-border activity of the pension funds of employment domiciled in Spain. ............................................ 56 Article 40. Integration in an authorized and registered employment pension fund in Spain of employment pension plans subject to the social and labor legislation of other Member States. . 57 Page 3 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Article 41. Development of employment pension plans subject to the social and labor legislation of other Member States attached to pension funds authorized and registered in Spain. .... 58 Article 42. Control and administrative supervision of the pension plans of companies of others Member States attached to pension funds domiciled in Spain. ................ 59 Section 3. Activity in Spain of employment pension funds domiciled in other States members ................................................. .............60 Article 43. Instrumentation of commitments for pensions subject to Spanish legislation to through authorized employment pension funds in other Member States. ............60 Article 44. Integration of employment pension plans subject to social and labor legislation Spain in employment pension funds authorized in other Member States. .......... 61 Article 45. Development of employment pension plans subject to Spanish social and labor legislation attached to employment pension funds authorized in other Member States. .... 62 Article 46. Representatives in Spain of the employment pension funds of other States. members................................................. ........... 63 Article 47. Supervision of compliance with Spanish social and labor legislation regarding employment pension plans attached to pension funds authorized in other Member States.................... ......................................... 63 Article 48. Collaboration between authorities in the lock of pension fund assets domiciled in other Member States. ................................................ 64 Section 4. Cross-border transfers................................................... 64 Article 49. General aspects of cross-border transfers of pension plans of between employment pension funds of the Member States................................... 64 Article 50. Cross-border transfer from an employment pension fund authorized and registered in Spain to another employment pension fund authorized or registered in another Member State. ........................................................... .........65 Article 51. Cross-border transfer from an authorized or registered employment pension fund in another Member State to another authorized and registered employment pension fund in Spain. ........................................................... .......... 66 Additional provisions ................................................ ...... 68 First additional provision. Protection of pension commitments with workers..... 68 Second additional provision. Term for resolution of requests for administrative authorization and inscription. ........................................................... ........ 70 Third additional provision. Civil liability and obligations of the actuaries. .............70 Fourth additional provision. Pension plans and social welfare mutual funds set up at favor of people with disabilities. ........................................... 71 Fifth additional provision. Organic references. ........................................... 72 Sixth additional provision. Mobilizations between pension plans, insured pension plans and corporate social welfare plans contemplated in article 51 of Law 35/2006, of November 28, on Personal Income Tax and partial modification of the Laws of Corporate Tax, Non-Resident Income Tax and Wealth Tax..... 72 Page 4 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Seventh additional provision. Availability of pension plans in the event of a procedure for execution on the habitual residence. ........................................... 73 Eighth additional provision. Advance disposition of the economic rights in the systems of complementary social security analogous to pension plans. ........................... 73 Ninth additional provision. Processing of personal data.............................. 74 Transitory dispositions ................................................ ...... 74 First transitional provision. Transitory regime of voluntary integration into pension plans of existing welfare institutions at the entry into force of Law 8/1987, of June 8, on the Regulation of Pension Plans and Funds. ........................................... 74 Second transitory provision. Adaptation of pre-existing pension plans and funds to the modifications introduced in Law 8/1987, of June 8, on the Regulation of Pension Plans and Funds, by article 32 of Law 24/2001, of December 27 , of fiscal, administrative and social order measures................................... ..... 74 Third transitory provision. Application of the sanctioning regime.................... 75 Fourth transitory provision. Scheme of pension commitments already assumed. .......... 75 Fifth transitory provision. Temporary regime for accommodation of pension commitments through pension plans. ............................................................ 75 Sixth transitory provision. Temporary tax regime for accommodation of commitments for pensions. ........................................................... ........ 77 Seventh transitory provision. Early disposal and mobilization of consolidated rights corresponding to contributions made to similar complementary pension plans and social security systems prior to January 1, 2016. ................... ... 78 Eighth transitory provision. Open pension funds existing prior to January 1 of 2016. .............................................. .............79 Ninth transitory provision. Temporary regulations as a result of the entry into force of the Real Decree-law 11/2018, of August 31.............................................. ... 79 Tenth transitory provision. Maintenance of more favorable conditions.................... 79 Final provisions ................................................ ......... 79 First final provision. Update of the tax limit for the reduction of the taxable base of the Tax on the Income of Natural Persons.................................................... 79 Second final provision. Complementary social security of the personnel at the service of the administrations, entities and public companies. ........................................... 79 Third final provision. Regulatory power. ................................... 80 Fourth final provision. Competence titles. ........................................... 80 Page 5 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION CONSOLIDATED TEXT Last modified: February 5, 2020 Law 24/2001, of December 27, on fiscal, administrative and social order measures, in its article 32, section eighteen, authorizes the Government so that, within a period of twelve months from the entry into force of the the same, prepare and approve a revised text of the Law on the Regulation of Pension Plans and Funds, in which Law 8/1987, of June 8, on the Regulation of Plans and Pension Funds, is integrated, duly regularized, clarified and systematized. Pension Funds, and other provisions related to pension plans and funds. Law 30/1995, of November 8, on the Management and Supervision of Private Insurance, in its eleventh additional provision, introduced modifications to various articles of Law 8/1987, added a new chapter IX to it on intervention measures administrative, and redrafted its additional and final provisions. The fundamental piece of the reform operated in Law 8/1987 by Law 30/1995 is the incorporation to the first additional provision of that of the system of protection of pension commitments of companies with their workers, established in compliance with article 8 of Directive 80/987/EEC, of the Council, of October 20, 1980, on the approximation of the laws of the Member States relating to the protection of salaried workers against the insolvency of the employer. Said first additional provision of Law 8/1987, modified by article 119.three of Law 66/1997, of December 30, and by the first additional provision.2 of Law 50/1998, of December 30, Both Laws on fiscal, administrative and social order measures are complemented by the transitory financial and fiscal regime for the adaptation of pension commitments provided for in the fourteenth, fifteenth and sixteenth transitory provisions of Law 30/1995. Law 14/2000, of December 29, on fiscal, administrative and social order measures, modified Law 8/1987 in terms of requirements for own resources of pension fund management entities, and, recently, the Law itself 24/2001 cited above, which authorizes the recasting, in its article 32, has also introduced a series of modifications in Law 8/1987, of which it is worth highlighting, especially, those that affect the regulation of the plans of the system of employment, facilitating the coordination of its operation with the processes of representation and negotiation in the workplace, those referring to the maximum annual limits of contributions to pension plans, as well as those that deepen the freedom to provide management services of investments of the pension funds in accordance with the Community Directives, and in the obligations of information to the participants and beneficiaries of the pension plans. The recast must also include, as ordered by the legislator, the financial regime applicable to people with disabilities established by Law 40/1998, of December 9, on Personal Income Tax and other tax regulations, in its seventeenth additional provision, duly updated, according to the modification introduced by article 12 of Law 6/2000, of December 13, on urgent fiscal measures to encourage family savings and small and medium-sized enterprises, and article 1, eleven, of Law 24/2001, of December 27. On the other hand, in order for the social agents involved in the process of externalizing pension commitments to have a normative text that integrates the regulation of pension plans and the aspects of the adaptation process, it is convenient that the Recast incorporates the content of the aforementioned fourteenth, fifteenth and sixteenth transitory provisions of Law 30/1995, duly updated, taking into account the modifications introduced in them by Law 66/1997, of December 30, on fiscal, administrative and of the social order (articles 31 and 120.one and two), as well as by Law 40/1998, of December 9, on Personal Income Tax and other tax regulations (eleventh, first and second additional provision) , and the term extended until November 16, 2002 by the twenty-fifth additional provision of Law 14/2000, of December 29, on fiscal, administrative and order measures Social. Page 6 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION The Regulation for the instrumentation of pension commitments of companies with workers and beneficiaries, approved by Royal Decree 1588/1999, of October 15, develops this externalization regime. Notwithstanding the foregoing, the recasting retains the reference to the first transitory provision of Law 8/1987, which once allowed the voluntary transformation of internal funds and other pension systems for company personnel into pension plans, since that its effects can still affect processes initiated under it. This provision was complemented by the nineteenth additional provision of Law 39/1988, of December 28, Regulating Local Treasury. On the other hand, for the purpose of systematizing, clarifying or respecting the congruence of terms and normative references, certain provisions that affect or refer to the regulation of pension plans must be taken into account in the recasting, such as those contained in the final provisions of Law 30/1995, of November 8, and in the eighth additional provision of Law 40/1998, of December 9, on Personal Income Tax and other tax regulations. Finally, although it is not included in this recasting because it belongs to the scope of procedural regulations, it is worth remembering the reference to this matter that is contained in the revised text of the Labor Procedure Law, approved by Royal Legislative Decree 2/1995, of April 7. By virtue of this, at the proposal of the Second Vice President of the Government and Minister of Economy, in accordance with the Council of State and prior deliberation by the Council of Ministers at their meeting on November 29, 2002, I HAVE: Unique item. Approval of the revised text of the Law Regulating Pension Plans and Funds. The consolidated text of the Law of Regulation of the Plans and Funds of Pensions inserted below. Unique derogatory provision. Rules repealed. Any provisions of equal or lower rank that oppose the provisions of the revised text of the approved Pension Plans and Funds Regulation Law are hereby repealed. Law 8/1987, of June 8, on the Regulation of Pension Plans and Funds is repealed, without prejudice to the provisions of the first transitional provision of the consolidated text that is approved. Likewise, the eleventh additional provision and the fourteenth, fifteenth and sixteenth transitional provisions of Law 30/1995, of November 8, on the Management and Supervision of Private Insurance, whose updated content is incorporated into the revised text that is approved, are repealed. Single final provision. Entry into force. This Legislative Royal Decree and the revised text it approves will enter into force the day after its publication in the "Official State Gazette". Given in Madrid on November 29, 2002. JUAN CARLOS R. The Second Vice President of the Government for Economic Affairs and Minister of Economy, RODRIGO DE RATO AND FIGAREDO Page 7 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION CONSOLIDATED TEXT OF THE LAW REGULATING PLANS AND FUNDS OF PENSIONS CHAPTER I General disposition Article 1. Nature of pension plans. 1. Pension plans define the right of the people in whose favor they are constituted to receive income or capital for retirement, survival, widowhood, orphanhood or disability, the obligations to contribute to them and, to the extent permitted by this Law , the rules of constitution and operation of the patrimony that the fulfillment of the rights that it recognizes must be affected. 2. Constituted voluntarily, their benefits will not be, in any case, a substitute for those required in the corresponding Social Security regime, having, consequently, a private and complementary nature or not of those. The name "pension plan" is reserved, as well as its acronym, to those regulated in Chapters I to III of this Law, without prejudice to those provided for in the Second Section of its Chapter X, subject to the legislation of other member states. Article 2. Nature of the pension funds. Pension funds are assets created for the exclusive purpose of complying with pension plans, whose management, custody and control will be carried out in accordance with this Law. Open pension funds may also be created in order to channel the investments of other pension funds, as provided for in article 11 ter. Article 3. Promoting entities, participants and beneficiaries. 1. The constituent subjects of the pension plans are: a) The promoter of the plan: any entity, corporation, company, company, association, union or group of any kind that urge its creation or participate in its development are considered as such. b) The participants: the natural persons in whose interest it is created have this consideration. the plan, regardless of whether or not they make contributions. 2. The constituent subjects and the beneficiaries are personal elements of a pension plan, understood as natural persons entitled to receive benefits, whether or not they were participants. 3. They are promoters of pension funds legal persons who encourage and, where appropriate, participate in the constitution of the same in the terms provided for in this Law. Article 4. Types of pension plans. 1. Due to the constituent subjects, the pension plans subject to this Law are will necessarily fit into one of the following modalities: a) Employment system: corresponds to plans whose promoter is any entity, corporation, partnership or company and whose participants are their employees. In the plans of this system, the promoter may only be the promoter of one, to which only the employees of the promoting company may adhere as participants, including personnel with a special employment relationship regardless of the applicable Social Security regime. The condition of participants may also be extended to the worker and work partners in the employment plans promoted in the page 8 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION field of cooperative and labor companies, in the terms established by law. Likewise, the individual entrepreneur who employs workers by virtue of an employment relationship may promote a pension plan of the employment system in their interest, in which he may also appear as a participant. Various companies or entities may jointly promote an employment pension plan in which they may implement the commitments likely to be covered by it. Regulations will adapt the rules of pension plans to the characteristics of these plans promoted jointly, respecting in any case the basic principles and characteristics established in this Law. Regulations may establish specific conditions for these joint promotion pension plans when they are constituted by companies of the same group, by small and medium-sized companies, as well as by several companies that have assumed pension commitments by virtue of a collective bargaining agreement of higher than business level. Within the same pension plan of the employment system, the existence of subplans will be admissible, even if they are of different modalities or articulate in each one different contributions and benefits. The integration of the group of workers or employees in each subplan and the diversification of the promoter's contributions must be carried out in accordance with criteria established by collective agreement or equivalent provision or as provided in the specifications of the pension plan. Without prejudice to the provisions of section 2 of article 1 of this Law, when the collective agreement has established the incorporation of workers directly into the pension plan, they will be understood to adhere to it, unless, within the period agreed to for this purpose, expressly declare in writing to the promoter or control committee of the plan that they wish not to be incorporated into it. The foregoing shall be understood without prejudice to the fact that, where appropriate, the agreement conditions the obligations of the company with the workers to their incorporation into the pension plan. b) Associated system: corresponds to plans whose promoter or promoters are any associations or unions, the participants being their associates, members or affiliates. c) Individual system: corresponds to plans whose promoter is one or several financial entities and whose participants are any individual. 2. Due to the stipulated obligations, the pension plans will be adjusted to the following modalities: a) Defined benefit plans, in which the amount of the benefits is defined as an object. benefits to be received by the beneficiaries. b) Defined contribution plans, in which the defined object is the amount of the contributions of the promoters and, where appropriate, of the participants in the plan. c) Mixed plans, whose object is, simultaneously, the amount of the benefit and the amount of the contribution. 3. The plans of the employment and associated systems may be of any of the three previous modalities and those of the individual system only of the defined contribution modality. Regulations may determine specific conditions for the promotion of joint promotion pension plans of mixed modalities or defined benefit. CHAPTER II Principles and regimes of organization of pension plans Article 5. Basic principles of pension plans. 1. pension plans must meet each of the following basic principles: Page 9 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION a) Non-discrimination: access as a participant in a plan must be guaranteed to any natural person who meets the conditions of relationship or contracting capacity with the promoter that characterize each type of contract. In particular: 1st An employment system plan will be non-discriminatory when all the personnel employed by the promoter are covered or in a position to benefit from the aforementioned plan, without being required to be older than two years to access it. Any plan of the employment system may provide for access with a seniority of less than two years or from entry into the promoter's template. 2. Non-discrimination in access to the employment system plan will be compatible with the differentiation of contributions from the promoter corresponding to each participant, in accordance with criteria derived from a collective agreement or equivalent provision or established in the specifications of the plan. 3rd An associated system plan will be non-discriminatory when all associates of the promoting entity or entities can access the plan under equal conditions and rights. 4th An individual system plan will be non-discriminatory when any person who expresses a willingness to join and has the capacity to bind himself or herself can do so under the contractual terms stipulated for any of the adhered members. b) Capitalization: pension plans will be implemented through financial and actuarial capitalization systems. Consequently, the benefits will be strictly adjusted to the calculation derived from such systems. Regulations will define the typology of the capitalization systems and their application conditions, requiring, unless there is insurance, the constitution of additional equity reserves to guarantee the viability of the plan. c) Irrevocability of contributions: the contributions of the promoter of the plans of Pensions will be irrevocable. d) Attribution of rights: the contributions of the participants to the pension plans determine for the aforementioned participants the rights set forth in article 8 of this Law. e) Mandatory integration: mandatory integration to a pension fund, in the terms established by this Law, of the economic contributions to which the promoters and participants were obliged and any other assets attached to a plan. 2. Exclusively, pension plans that meet the requirements contained in this Law will be able to access the financial and tax regimes provided for in it. 3. The maximum annual contributions to the pension plans regulated in the This Law will be adapted to the following: a) The total of the contributions and maximum annual business contributions to the pension plans regulated in this Law may not exceed 8,000 euros. b) The limit established in paragraph a) above will be applied individually to each integrated participant in the family unit. c) Exceptionally, the promoter company may make contributions to an employment pension plan of which it is the promoter when necessary to guarantee ongoing benefits or the rights of participants in plans that include defined benefit schemes for retirement and have been revealed, through actuarial reviews, the existence of a deficit in the pension plan. 4. The pension plans will end for the following reasons: a) For failing to comply with the basic principles established in section 1 of this article. b) Due to the paralysis of its control commission, so that its operation is impossible, in the terms established by regulation. c) When the pension plan has not been able to comply with the measures provided for in a reorganization or financing plan required under article 34 of Page 10 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION this Law or, when having been required to prepare such plans, does not proceed to its formulation. d) Due to the manifest impossibility of carrying out the necessary variations derived from the review of the plan in accordance with section 5 of article 9. e) Due to the absence of participants and beneficiaries in the pension plan for a period of more than one year. f) By dissolution of the promoter of the pension plan. However, unless otherwise agreed, the dissolution of the promoter by merger or global transfer of assets will not be cause for termination of the pension plan, with the resulting entity or assignee being subrogated as the promoter of the pension plan. In case of dissolution of the promoting entity of a pension plan of the individual system, the Commission of control of the Fund or, failing that, the managing entity may accept the replacement of that by another entity. If, as a result of corporate operations, the same entity is the promoter of several pension plans of the employment system, all the participants and their consolidated rights, and, where appropriate, the beneficiaries, will be integrated into a single pension plan in the period of twelve months from the effective date of the corporate transaction. g) For any other cause established in the specifications of the pension plan. The liquidation of the pension plans will be adjusted to the provisions of their specifications which, in any case, must respect the individualized guarantee of the benefits caused and provide for the integration of the consolidated rights of the participants and, where appropriate, of the rights derived from the benefits caused that remain in the plan, in other pension plans. In the plans of the employment system, the integration of consolidated rights of the participants will be done, where appropriate, necessarily in the plan or plans of the employment system in which the participants can hold such a condition. Article 6. Specifications of pension plans. 1. pension plans must specify, necessarily, the following aspects: a) Determination of the personal scope of the plan, as well as its modality, in accordance with the stipulated in article 4 of this Law. b) Rules for the constitution and operation of the control commission of the plan in the case of employment and associated pension plans. c) Financing system, in accordance with the provisions of this Law. d) Adscription to a pension fund, constituted or to be constituted, as regulated in this standard. e) Definition of the benefits and rules to determine their amount, indicating whether or not the benefits can be revalued and, if applicable, the form of revaluation. Likewise, the criteria and schemes for differentiation of contributions and benefits will be specified, where appropriate. Pension plans that include defined benefits for all or any of the contingencies or benefits caused must include, as an annex to the specifications, a technical base prepared by an actuary with the content and requirements established by the Ministry of Economy. f) Rights and obligations of the participants and beneficiaries, covered contingencies, as well as, where appropriate, the age and circumstances that generate the right to benefits, their form and conditions. The specifications must provide for the documentation that the participant must receive at the time of adherence to the plan and the periodic information that he will receive in accordance with the provisions of this Law and its implementing regulations. g) Causes and circumstances that empower the participants to modify or suspend their contributions and their rights and obligations in each case. h) Rules relating to the registration and cancellation of participants. i) Requirements for the modification of the plan and procedures to follow for the adoption of agreements in this regard. j) Causes of termination of the plan and regulations for its liquidation. Page 11 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2. Likewise, they must provide for the transfer procedure of the consolidated rights corresponding to the participant who, due to a change in the labor group or of another nature, alters his affiliation to a pension plan, in accordance with the provisions of this Law. 3. The modification of the specifications of the pension plans of the associated and employment system may be carried out through the procedures and agreements provided for in those. The modification agreement may be adopted by the plan's control commission with the majority system established in the specifications. However, in the pension plans of the employment system, the specifications may provide that the modification of the benefits and contributions scheme or any other extremes, and, where appropriate, the consequent adaptation of the technical base, may be agreed upon, in accordance with the provisions in this regulation, through a collective agreement between the company and the workers' representatives. The specifications of the pension plans of the individual system may be modified by agreement of the promoter, prior communication by the latter or by the corresponding management or depositary entity, at least one month in advance to the participants and beneficiaries. Article 7. The commission of control of the pension plan and the defender of the participant. 1. The operation and execution of each pension plan of the employment system will be supervised by a control commission constituted for this purpose. The plan control commission will have the following functions: a) Supervise compliance with the clauses of the plan in everything that refers to the rights of its participants and beneficiaries. b) Select the actuary or actuaries that must certify the situation and dynamics of the plan. c) Appoint the representatives of the control commission of the plan in the control commission of the pension fund to which it is attached. d) Propose and, where appropriate, decide on the other issues on which this Law attributes competence. e) Represent judicially and extrajudicially the interests of the participants and beneficiaries in relation to the pension plan. 2. the commission of control of the employment pension plan will be formed by representatives of the promoter or promoters and representatives of the participants and, where appropriate, of the beneficiaries. The representatives of the participants may hold, in general, the representation of the beneficiaries of the pension plan. The pension plans of the employment system may provide for the specific representation in the control commission of the participants, and where appropriate, of the beneficiaries of each of the subplans that are defined within the same plan. In joint promotion employment pension plans, joint or aggregate representation systems may be established in the control committee of the groups of promoters, participants, and, where appropriate, beneficiaries, respectively. In the pension plans of the employment system, the specifications may provide that the negotiating commission or, failing that, the joint commission for the interpretation and application of the statutory collective agreement or other bodies of joint composition regulated therein may appoint the members of the the control commission or establish procedures for the direct appointment of said members. Likewise, the specifications of the pension plans of the employment system may provide for the direct appointment of the representatives of the participants and, where appropriate, of the participants who have ceased the employment relationship and of the beneficiaries, by agreement of the majority of the workers' representatives in the company. In the absence of a direct appointment system, all the representatives of the participants and beneficiaries will be appointed by electoral procedure. In the direct appointment systems provided for in the preceding paragraphs, when the sum of participants who have ceased the employment relationship with the promoter and beneficiaries exceeds 20 percent of the total group of the plan, at least one member of the commission must be appointed. control that comes from among them. Page 12 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION When the number of participants who have terminated the employment relationship with the promoter and of beneficiaries exceeds 20 percent of the total group of the plan, an electoral process must be carried out if so requested by at least one third of them. In this case, the specifications of the plan may choose to order the holding of an electoral process for the election of all the representatives of the participants and beneficiaries in the control commission, without the specific representation established in the previous paragraph being mandatory. Likewise, in joint promotion employment pension plans set up by virtue of supra-company statutory collective bargaining agreements, any of the designation and/or election methods described above may be used. In employment pension plans, including those of joint promotion, the designation of the representatives in the control commission may coincide with all or part of the components of the negotiating commission or representatives of the referred parties. The direct appointments of the members of the control commission may be revoked at any time by the respective parties, who will designate substitutes. The specifications of the pension plans will establish the appointment system, by designation and/or by election, of the members of the control commission. In the latter case, the specifications will regulate the electoral procedure. The decisions of the plan's control commission will be adopted in accordance with the majorities stipulated in the specifications of the plan, it being admissible that said specifications provide for qualified majorities. Regulations may regulate the systems for the appointment and/or election of the members of the employment plan control commissions, the conditions and percentages of representation and the operating conditions of the same may be established in development of the provisions of this Law. . When in the development of a plan it is left without participants, the representation of the same will correspond to the beneficiaries. 3. In the pension plans of the employment system, the representation of the personal elements in the control commission will be adjusted to the following criteria: a) In general, the representation of the promoters will be equal (50 percent). b) When the pension plan is defined contribution for the contingency of retirement, the decisions that affect the investment policy of the pension fund will include, at least, the favorable vote of half of the representatives of the participants in the commission of control. c) In defined benefit or mixed pension plans, the decisions that affect the economic cost assumed by the company of the defined benefits will include, at least, the favorable vote of half of the representatives of the promoter or promoters. Regulations may develop the regime and conditions of representation. 4. The operation and execution of each pension plan of the associated system will be supervised by a control commission that will have the functions provided for in section 1 above and will be made up of representatives of the promoter or promoters and participants and, where appropriate, of the plan beneficiaries. If the plan is left without participants, the representation attributed to them will correspond to the beneficiaries. In the control commission of an associated plan, the majority of its members, regardless of the representation they hold, must be made up of associate participants or affiliates of the promoting entity. The specifications of an associated pension plan must provide for the system of designation or election of the members of the control commission, being able to foresee the designation by the governing bodies or assemblies of the promoting entity. The designation of the representatives in the control commission may fall to the members of these bodies. Regulations may regulate the systems for the designation or election of the members of the control commissions of the associated plans, the Page 13 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION conditions and percentages of representation and the operating conditions of the same in development of the provisions of this Law. 5. In the pension plans of the individual system, the plan control commission will not be constituted, corresponding to the promoter the functions and responsibilities that are assigned to said commission in this Law. In the pension plans of this system, the defender of the participant must be appointed, which will also be of the beneficiaries. The entities that promote these pension plans, either individually or grouped together because they belong to the same group, territorial area or any other criterion, must appoint entities or independent experts of recognized prestige as defenders of the participant, to whose decision the claims will be submitted. formulated by the participants and beneficiaries or their heirs against the management entities or depositaries of the pension funds in which the plans are integrated or against the entities promoting the individual plans. The decision of the participant's defender in favor of the claim will be binding on said entities. This relationship will not be an obstacle to full judicial protection, recourse to other conflict resolution or arbitration mechanisms, or the exercise of administrative control and supervision functions. The promoter of the individual pension plan, or the managing entity of the pension fund in which it is integrated, must communicate to the General Directorate of Insurance and Pension Funds the appointment of the participant's defender and his acceptance, as well as the rules of procedure. and term established for the resolution of the claims that, in no case, may exceed two months from the presentation of those. The expenses of appointment, operation and remuneration of the participant's defender will in no case be assumed by the claimants or by the corresponding pension plans and funds. The provisions of this section shall be understood without prejudice to the application in your case of the established in the specific regulations on the protection of financial services clients. CHAPTER III Financial regime of pension plans Article 8. Contributions and benefits. 1. pension plans will be implemented through financial and actuarial systems of capitalization that allow to establish an equivalence between contributions and future benefits to the beneficiaries. Said financial and actuarial systems must imply the formation of capitalization funds, mathematical provisions and other technical provisions sufficient for the set of commitments of the pension plan. In any case, a solvency margin must be established through the necessary equity reserves to compensate for possible deviations that may arise for any reason. The rules of constitution and calculation of capitalization funds, provisions techniques and the solvency margin shall be established in the Regulations of this Law. 2. The plan may provide for the contracting of insurance, endorsements and other guarantees with the corresponding financial entities for the coverage of certain risks or the assurance or guarantee of benefits. 3. The contributions or contributions will be made by the promoter or promoters and by the participants, respectively, in the cases and manner that, in accordance with this Law, establish the respective pension plan, determining and making the benefits according to the rules that it contains. 4. The ownership of the patrimonial resources affected by each plan will correspond to the participants and beneficiaries. 5. The dates and modalities of receiving the benefits will be set freely by the participant or by the beneficiary, in the terms that are determined by regulation, and with the limitations that, where appropriate, are established in the specifications of the plans. 6. The contingencies for which the above benefits will be met may be: page 14 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION a) Retirement: to determine this contingency, the provisions of the corresponding Social Security Regime will apply. When the access of a participant to retirement is not possible, the contingency will be understood to be produced from the moment the participant reaches 65 years of age, at the moment in which the participant does not exercise or has ceased working or professional activity, and is contributing for the retirement contingency for any Social Security Regime. However, the receipt of the corresponding benefit may be anticipated after sixty years of age, in the terms established by regulation. Pension plans may provide for the payment of the benefit corresponding to retirement in the event that the participant, whatever their age, terminates their employment relationship and becomes legally unemployed in the cases contemplated in articles 49.1.g) , 51, 52 and 57.bis of the Revised Text of the Workers' Statute Law. Regulations may establish conditions for the maintenance or resumption of contributions to pension plans in this case. From access to retirement, the participant may continue to make contributions to the pension plan. However, once the collection of the retirement benefit or the anticipated collection of the benefit corresponding to retirement has begun, the contributions may only be used for the contingencies of death and dependency. The same regime will apply when access to retirement is not possible, to contributions made after reaching 65 years of age. Regulations may establish the conditions under which retirement contributions may be resumed on the occasion of subsequent registration in a Social Security Scheme for exercise or resumption of activity. The provisions of letter a) shall be understood without prejudice to the contributions in favor of beneficiaries made by the promoters of the employment system pension plans under the provisions of section 3 of article 5 of this Law. b) Total and permanent work incapacity for the usual profession or absolute and permanent for all work, and severe disability, determined in accordance with the corresponding Social Security Regime. Regulations may regulate the destination of the contributions for contingencies likely to occur in people involved in such situations. c) Death of the participant or beneficiary, which may generate the right to social security benefits. widowhood, orphanhood or in favor of other heirs or designated persons. d) Severe dependency or great dependency of the participant regulated in the Law for the promotion of personal autonomy and care for people in a situation of dependency. For the purposes of the provisions of the first additional provision of this Law, the contingencies that must be implemented under the conditions established therein will be those of retirement, disability, death and dependency provided for in letters a), b), c) and d respectively. ) above. The commitments assumed by the companies with the workers who terminate their employment relationship with them and become legally unemployed in the cases contemplated in the third paragraph of letter a) above, which consist of the payment of benefits prior to retirement. , may be subject to instrumentation, on a voluntary basis, in accordance with the regime provided for in the first additional provision of this Law, in which case they will be subject to the financial and fiscal regulations derived from it. 7. Constitute rights consolidated by the participants of a pension plan the following: a) In defined-contribution pension plans, the portion that corresponds to the participant, determined based on the contributions, yields and expenses. b) In defined benefit plans, the corresponding reserve according to the actuarial system used. 8. The participants may only make their consolidated rights effective in cases of long-term unemployment or serious illness. Regulations will determine these situations, as well as the conditions and terms in which the consolidated rights may be made effective in such cases. Page 15 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Likewise, the participants in the pension plans of the individual and associated system may have in advance the amount of their consolidated rights corresponding to contributions made with at least ten years of antiquity. The collection of the consolidated rights in this case will be compatible with the realization of contributions to pension plans for contingencies that may occur. The participants of the employment system pension plans may have the consolidated rights corresponding to the contributions and business contributions made with at least ten years of seniority if the commitment so allows and the specifications of the plan provide it and with the conditions or limitations that these establish in your case. Regulations will establish the conditions, terms and limits in which the consolidated rights may be made effective in the cases provided for in this paragraph. In any case, the amounts received in the cases provided for in the preceding paragraphs will be subject to the tax regime established by the Law for the benefits of pension plans. The consolidated rights in the pension plans of the associated and individual system may be mobilized to another pension plan or plans, by unilateral decision of the participant or due to loss of the status of associate of the promoter in a pension plan of the associated system or by termination of the plan. The economic rights of the beneficiaries in the pension plans of the individual and associated system may also be mobilized to other pension plans at the request of the beneficiary, as long as the conditions of guarantee and assurance of the provision so allow and under the conditions provided in the specifications of the corresponding pension plans. The consolidated rights of the participants in the employment system pension plans may not be mobilized to other pension plans, except in the event of termination of the employment relationship and under the conditions established by law, and only if provided for in the plan specifications, or by termination of the pension plan. The economic rights of the beneficiaries in the employment plans may not be mobilized, except by termination of the pension plan. The participant or beneficiary of a pension plan who decides to mobilize their rights must go to the managing entity of the destination fund, which will be ordered by reliable means to carry out the necessary procedures. The destination management entity must verify compliance with the requirements established in this Law and in its development regulations for the mobilization of such rights, and request the transfer of the rights from the fund manager of origin, indicating, at least, the plan and destination pension fund, the depositary of the latter and the details of the destination pension fund account to which the transfer must be made. The origin managing entity, once the checks it deems necessary have been carried out, must order the corresponding bank transfer and send all the financial and fiscal information necessary for the transfer to the destination managing entity. In the transfers requested by unit-holders, said information will include a detail of the amount of each of the contributions made from which the consolidated rights subject to transfer derive and the dates on which they became effective. The managing entity of destination will keep the documentation derived from the mobilizations between pension plans at the disposal of the managing entity of origin, of the depository entities of the origin and destination funds, as well as at the disposal of the competent authorities. Regulations may regulate the conditions of the procedure and deadlines to process and make effective the mobilization of rights of the participants and beneficiaries in the necessary terms that guarantee the reliability, transparency and agility of the mobilizations, as well as authorize standardized systems with the due guarantees of security for the transmission of information between the intervening entities and for the transfer of cash. The provisions of this section are understood without prejudice to the mobilization of consolidated and economic rights between pension plans, insured pension plans and corporate social welfare plans provided for in the sixth additional provision of this Law. Page 16 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION The consolidated rights of the participant in a pension plan may not be subject to embargo, judicial or administrative blockage, until the moment in which the right to benefit is caused or when they are available in the event of serious illness or long-term unemployment. or because they correspond to contributions made at least ten years old. 9. At the request of the participants, certificates of belonging to the pension plans that, in no case, will be transferable. 10. The benefits of the pension plans must be paid to the intended or designated beneficiary or beneficiaries, except in the event of an embargo, judicial or administrative obstacle, in which case the corresponding order shall apply. Article 9. Approval and review of pension plans. 1. The promoter of the pension plan will prepare the initial project of the plan, which will include the specifications contemplated in article 6 of this Law. a) In the employment system, once the project has been prepared, the constitution of a promotion commission with representation of the promoter or promoters and the workers or potential participants will be encouraged. This commission will be formed and will operate in accordance with the provisions of article 7 for the control commission of a pension plan, with the adaptations provided for by regulation. For the pension plans of the employment system, procedures may be established for the direct designation of the members of the promoting commission by the bargaining commission of the agreement, or designation of the employee representatives by agreement of the majority of the representatives of the workers in the company. By means of a supra-company collective agreement, the initial project of a pension plan of the joint promotion employment system may be established for the companies included in its scope, and the promoter committee may be designated directly by the negotiating committee of the agreement or, failing that, for the representation of companies and workers in the aforementioned supra-company sphere. b) In the case of the pension plans of the individual and associated system, it will be the promoter entities that will adopt the agreements and will exercise the functions assigned by this regulation to the promoter commission of the pension plans of the employment system. 2. The promotion committee may adopt the agreements it deems appropriate to finalize and execute the content of the project and shall obtain, except in defined contribution plans that do not provide for the possibility of granting any guarantee to participants or beneficiaries, the opinion of an actuary on the adequacy of the financial and actuarial system of the final project of the pension plan resulting from the negotiation process. The aforementioned project must be adopted by agreement of the parties present in the promoting commission. Obtained the favorable opinion, the promoter commission will proceed to the presentation of the referred project before the pension fund in which it intends to join. 3. In view of the project of the pension plan, the pension fund or, as appropriate, the managing entity of this, will adopt, where appropriate, the agreement of admission of the plan in the fund by understanding, under its responsibility, that they comply the requirements established in this Law, communicating it to the promoter commission or, failing that, to the promoter of the plan. 4. Once the above communication has been made, the incorporation into the plan of participants may become effective, and the promoter commission of an employment plan or the promoter of an associated plan must urge the constitution of the pertinent control commission of the plan in the terms and conditions that regulations are established. As long as the control commission is not constituted, the functions attributed to it by this Law will correspond to the promotion commission or to the promoter of the associated plan in its case. By virtue of the agreement adopted by the company with the representatives of the workers in it, the promotion commission, once the pension plan has been formalized Page 17 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION of the employment system, you can directly incorporate the participants and, where appropriate, the beneficiaries, and a deadline must be set for those who do not wish to join the plan to notify you in writing. The subscription of individual or collective documents of adherence to the employment system plan by virtue of express delegation granted by the participants will also be admissible. The provisions of the preceding paragraph shall be understood without prejudice to the fact that, where appropriate, the collective agreement or equivalent provision that establishes pension commitments conditions the company's obligation to its implementation through an employment system plan, or the actions and rights that correspond to exercise in case of discrepancy or inadequate information about the processes of incorporation into the plan. Regulations may establish specific conditions relating to the incorporation of personal elements to pension plans and requirements of membership documents, as well as special rules for joint promotion employment pension plans. 5. The financial and actuarial system of the employment plans of any modality and of the associated defined-benefit and mixed plans must be reviewed at least every three years by an independent actuary appointed by the control commission, with the express and exclusive task of carrying out the actuarial review. If, as a result of the review, the need or convenience of introducing variations in the contributions and contributions, in the expected benefits, or in other aspects with an impact on the financial-actuarial development arises, it will be submitted to the control commission of the plan. to propose or agree what it deems appropriate, in accordance with letter i) of section 1 of article 6. The content and scope of the aforementioned actuarial review will be determined by regulation, as well as the functions of the actuary to whom the review is entrusted and who must necessarily be a person other than the actuary or actuaries who, where appropriate, intervene in the ordinary development of the plan. pensions. 6. The approval and review of the pension plans of the employment system promoted by small and medium-sized companies will be governed by specific rules established by regulation, adjusting to the following bases: a) In determining the scope of application, the modality of these plans, the number of workers, the annual turnover and the total assets of the affected companies must be taken into account. b) The registration procedure in the commercial registers, as well as the actuarial opinion and review, of these pension plans may be adapted to their special characteristics. The actuarial opinion and review may not be required in certain cases. c) The rights that Notaries and Registrars have to receive as a result of the application of their respective tariffs for the businesses, acts and documents necessary for the processing of the registration, appointment and dismissal of the members of the control and mobilization commission of these pension plans. Article 10. Integration in the pension fund. 1. For the implementation of a pension plan, the economic contributions to which the promoters and the participants of the plan were obliged will be integrated immediately and necessarily in a position account of the plan in the pension fund, with a charge to which it will be attended compliance with the benefits derived from the execution of the plan. Said account will also collect the yields derived from the pension fund investments that, under the terms of this Law, are assigned to the plan. 2. The conditions to which the relations between the plan and the pension fund shall be subject to regulations, and in particular those relating to the transfer of the position account of the plan from one pension fund to another, as well as to the liquidation of the plan. Regulations may establish the conditions and requirements under which the control committee of a pension plan attached to a fund can channel resources from its position account to other pension funds or be attached to several, managed, where appropriate, by different managing entities. page 18 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 3. The pension plan control commission will supervise the adequacy of the balance of the position account of the plan to the requirements of its financial regime. 4. The pension plans of the employment system will necessarily be integrated into pension funds whose scope of action is limited to the development of pension plans of said system. Article 10 bis. Information to be provided to potential participants, participants and beneficiaries. 1. The potential participants, the participants and the beneficiaries of the pension plans must have adequate and transparent information about the pension plans and funds that allows them to base their decisions on their retirement and know the content and evolution of their rights in the plan. 2. The information to be provided to potential participants, participants and beneficiaries, must comply with the following principles: a) Periodic update. b) Clarity in the writing, using succinct and understandable language, avoiding jargon and the use of technical terms when words of everyday use can be used instead. c) It should not be misleading and consistency in vocabulary and contents. d) It will have a presentation that allows its easy reading. e) It will be available, at least, in Spanish. f) It will be provided free of charge. 3. The terms, content and means of supplying the information shall be regulated by regulation, both on the occasion of joining the plan and on a regular basis and in the event of mobilization of rights to another plan and mobilization of the plan to another fund. pensions, as well as access to the specifications of the plan, the rules of operation, investment policy and annual accounts of the pension fund and any additional information that must be provided in general or at the request of the participant or beneficiary. In any case, the potential participants, the participants and the beneficiaries of the pension plans will be provided with the information regarding the processing of their data provided for in the regulations on the protection of personal data. CHAPTER IV Constitution and organization regime of pension funds Article 11. Constitution of pension funds. 1. The pension funds will be constituted, prior administrative authorization from the Ministry of Economy and Finance, in a public deed granted by the promoting entities or promoters, manager, depositary and will be registered in the Mercantile Registry and in the special administrative Registry established for that purpose. The pension funds will lack legal personality and will be managed and represented in accordance with the provisions of this Law. 2. The deed of constitution of the pension fund must necessarily contain the following mentions: a) The name or company name and address of the promoting entity or entities, of the manager and depositary, as well as the identification of the persons acting on their behalf in the granting. b) The name of the fund, which must be followed, in any case, by the expression "pension fund". c) The rules of operation of the fund, which shall specify, at least: 1. The scope of action of the fund, expressing its category as personal or employment in accordance with the provisions of section 7 of this article. Page 19 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2nd The procedure for the election and renewal and the duration of the mandate of the members of the fund's control commission, as well as its operation. 3rd The investment policy of the resources contributed to the fund. 4th The criteria for allocation of results, in accordance with the provisions of the this law and its implementing regulations. 5th actuarial systems that can be used in the execution of pension plans. 6th The maximum commission that must be paid to the managing entity. 7th The rules of distribution of operating expenses referred to in the section 6 of article 14 of this Law. 8th The requirements for the modification of the operating rules and for the substitution of the management and depositary entities in accordance with the provisions of article 23 of this Law. 9th The rules that must govern the dissolution and liquidation of the fund. 10th The conditions of mobilization of the position accounts of the pension plans and the quantification criteria of these. 11th Any other minimum content established by regulation. 3. Prior to the constitution of the fund, the promoter or promoters must request the administrative authorization of the project from the General Directorate of Insurance and Pension Funds, the terms of which will accommodate, where appropriate, the deed of incorporation. The granting of the authorization in no case may be a title that causes the responsibility of the State Administration. 4. Within a period of three months from the notification of the prior administrative authorization, the deed of constitution of the fund must be formalized and its registration in the Mercantile Registry requested, in accordance with the provisions of article 11 bis of this Law. Otherwise, after said period, the prior authorization granted will be without effect, except for duly justified cause. Once the fund is registered in the Mercantile Registry, the registrar will inform the General Directorate of Insurance and Pension Funds for its registration in the Special Administrative Registry of Pension Funds in accordance with the procedure established in article 11 bis. Registration in the Administrative Registry requires prior compliance with all the incorporation requirements required by this Law and its implementing regulations. The registration or denial of registration of the pension fund in the Administrative Registry will be carried out by reasoned resolution of the General Directorate of Insurance and Pension Funds. No pension fund may integrate pension plans prior to its registration in the Administrative Registry. 5. The Administrative Register of Pension Funds and the Register of Pension Fund Management Entities will be created in the General Directorate of Insurance and Pension Funds. The pension funds will necessarily be registered in the Administrative Registry, in which the deed of incorporation and subsequent modifications will be recorded. In addition, the pension plan or plans integrated in the pension fund must be recorded in the Administrative Registry, as well as the successive incidents that affect them. Subsequent modifications of the operating rules of the pension fund will not require prior administrative authorization, although the modification agreements must be communicated to the General Directorate of Insurance and Pension Funds, accompanying their certification, and, subsequently, once granted the corresponding public deed, it must be submitted for registration in the Mercantile Registry and in the Administrative Registry of Pension Funds in accordance with the provisions of article 11 bis. The provisions of the preceding paragraph shall be equally applicable for the change of name of the pension fund and for the substitution or new designation of the managing entity, depositary or promoter of the fund. 6. The name "pension fund" is reserved, as well as its acronym, to those constituted in accordance with this article, without prejudice to those constituted in accordance with the legislation of other Member States provided for in the third section of Chapter X of this Law. . page 20 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 7. Pension funds will necessarily fit into one of the two following categories: a) Employment pension funds, whose scope of action will be limited to the development of pension plans of the employment system exclusively. b) Personal pension funds, whose scope of action will be limited to the development of pension plans of the associated or individual system. 8. Pension funds that implement a single pension plan may be constituted. 9. In relation to the investment processes developed, the pension funds They can be classified into two types: a) Closed fund, which exclusively implements the investments of the pension plan or plans integrated in it. b) Open fund, characterized by being able to channel the investments of other pension funds and pension plans attached to other funds in accordance with the provisions of article 11 ter. 10. In the pension funds that make up defined-benefit pension plans, the constitution of a minimum initial patrimony may be required, according to levels established by regulation, due to the guarantees required for its correct financial development. Article 11 bis. Registration of pension funds in the Mercantile Registry and coordination with the Administrative Registry of Pension Funds. 1. In the Mercantile Registry, a registration sheet will be opened for each pension fund in which you will register: a) The constitution of the pension fund. b) The agreements for the delegation of powers to represent the fund. c) Agreements to change the name of the fund and to modify its rules of operation. d) The cessation, resignation and substitution of the entities that promote, manage and deposit the fund. e) Appointments and dismissals of the members of the fund's control committee. f) The dissolution and liquidation of the pension fund. g) The administrative measures that affect the management entity or its administrators, to the fund or to any of the plans integrated in it, or to the control commissions. h) In general, the acts and contracts that modify the content of the entries practiced or whose registration is provided for by provisions with the force of law. The rules of operation and the annual accounts of the pension fund will be deposited in the Mercantile Registry. No entry will be made after the letter a) except for those provided for in letter g) above, as long as the margin of the same note not extending the registration of the fund in the administrative registry of pension funds. Within the four months following the date of the entry of the constitution of the fund in the Mercantile Registry, without its registration being recorded in the Administrative Registry or, as the case may be, without an appeal being lodged against the denial resolution, expressly or by silence. , that entry will expire and may be canceled ex officio by marginal note. 2. The constitution of the pension fund, the modifications of the operating rules, the replacement of the promoter, manager or depositary entity, and the dissolution and liquidation of the fund, shall be registered in the Mercantile Registry by virtue of a public deed. For the other acts, certifications of the corresponding agreements will suffice. issued by the administrative body or representative of the managing entity. In the case of public deeds, the notary will send them electronically to the Mercantile Registry of the registered office of the entity managing the fund for their registration, unless any of the parties involved in the granting does not authorize it to do so. In this case, the notary will deliver an electronic copy of the public deed to the managing entity, who Page 21 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION You must send it by electronic means with an electronic signature to the Mercantile Registry for registration. In the case of certificates of agreements, these will be sent to the Registry Mercantile by the managing entity telematically with an electronic signature. In the telematic remissions of public deeds and certifications referred to in this section, the additional documentation that, if applicable, is established by regulation, will be accompanied, and the requirements set forth in Law 11/2007, of June 22, on access will be observed. mail from citizens to Public Services. For the registration of the constitution of the fund, an electronic copy of the deed of incorporation and the documents that result in the mandatory prior administrative authorization, obtaining the tax identification number, and the negative certificate of denomination issued by the Central Mercantile Registry will be incorporated. . The authorizing notary of the deed of constitution of the pension fund will request telematically from the State Tax Administration Agency the provisional assignment of a Tax Identification Number. Once the pension fund is registered in the Mercantile Registry, the person in charge of it will notify the State Tax Administration Agency of the registration of the fund electronically. The State Tax Administration Agency will electronically notify the notary public and the commercial registrar of the definitive nature of the Tax Identification Number. Likewise, the notary authorizing the deed of incorporation or change of name of the fund will electronically request the negative certificate of name from the Central Mercantile Registry, unless expressly requested otherwise by the parties involved, in which case it will be the managing entity that requests it in telematic with electronic signature. Once the request has been received, the Central Mercantile Registry will also issue the negative certification electronically or, where appropriate, will indicate the impossibility of its issuance. 3. Once the corresponding registrations have been made, the Mercantile Registrar will send ex officio to the General Directorate of Insurance and Pension Funds by telematic means an authorized certification with its electronic signature, accrediting the entries made, accompanied by the public deed, in its case, and the documentation established by regulation. In the case of agreements subject to registration in the Administrative Registry, the General Directorate of Insurance and Pension Funds, once the certification of the Mercantile Registrar has been received, will proceed to their registration in the Administrative Registry and will notify the managing entity and the Mercantile Registry. By reasoned resolution, the General Directorate of Insurance and Pension Funds may deny registration in the Administrative Registry or require entities to correct the documentation and requirements necessary for registration. 4. The Association of Registrars will enable standardized models of certifications, accessible free of charge via the Internet or other equivalent means of telematic consultation, which can be used to complete the procedures indicated above, approved by the General Directorate of Registries and Notaries after consultation. with the General Directorate of Insurance and Pension Funds. Article 11b. Open pension funds. 1. Open pension funds may be established for the purpose of channeling investments from other pension funds and from pension plans attached to other pension funds in accordance with the provisions of this article. Open pension funds will necessarily fit into one of the following categories: a) Open employment pension funds, intended to channel investments from employment pension funds. Under the terms established by regulation, the employment system pension plans may also channel resources from their position account to open employment pension funds. b) Personal open pension funds, intended to channel investments from personal pension funds. Under the terms established by law, individual and associated system pension plans may also channel resources from their position account to personal open pension funds. page 22 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Each of the investor pension funds and pension plans investors will hold a participation account in the open fund. The direct integration of pension plans in open pension funds will be optional, and must be in any case of the same category of employment or staff. 2. In the open employment pension funds, a Fund Control Commission will be constituted made up of representatives of the investment pension funds and plans, and where appropriate, of the directly integrated plans, which will be appointed by the Fund Control Commissions. such funds and plans among its members. As long as there is a single investment fund or a single investment or integrated pension plan, its control Commission will act as the control Commission of the open pension fund. In personal open pension funds, the constitution of an open fund control Commission will not be necessary, corresponding, where appropriate, to the managing entity the functions that the regulations attribute to it. The open pension fund control Commission shall be governed by the provisions of article 14 and the rules that develop it by regulation, understanding, where appropriate, made to investment pension funds or investment pension plans references to pension plans. The operating expenses of the open pension fund control Commission will be borne by the fund, although its total or partial assumption may be agreed upon by the managing entities or depositaries or promoters of the pension plans. 3. For the constitution of an open pension fund, the agreement of the management and depository entities. Open pension funds will be constituted, prior administrative authorization, in accordance with the procedure regulated in articles 11 and 11 bis with the specifications that, where appropriate, are established by regulation. Its name must be followed, in any case, by the expression "open pension fund". The public deed of constitution of the open pension fund must include its operating rules in which its scope of action will be specified, expressing its purpose as an open fund, its employment or personal category and the minimum contents provided for in article 11.2.c) , in which they are applicable, understanding in its case made to participation accounts the reference to position accounts. A closed employment or personal pension fund may become a open pensions, in the terms established by regulation. 4. Open pension funds shall be governed by the provisions of this Law and its implementing regulations relating to pension funds that are not specific to employment or personal funds intended exclusively to integrate pension plans, understanding, where appropriate, made to investor pension funds or investor pension plans references to pension plans. Regulations may regulate specific requirements and conditions for the activity and operation of open pension funds and, in particular, a minimum equity may be required. The provisions of Chapter IX shall apply to open pension funds, understanding that references to pension plans have been made, where appropriate, to investment pension funds and investment pension plans. Article 12. Responsibility. 1. the creditors of the pension funds will not be able to make effective their credits on the assets of the promoters of the plans and of the participants, whose responsibility is limited to their respective contribution commitments to their attached pension plans. 2. The assets of the funds will not be liable for the debts of the promoting, managing and depositary entities. Article 13. Administration of pension funds. The pension funds will be administered with the limitations established in article 14, by a management entity with the assistance of a depositary and under the supervision of a control commission, in the manner determined by regulation. Page 23 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Article 14. Commission of control of the pension fund. 1. In the pension funds, a control committee of the fund will be constituted whose composition will be adjusted to the following conditions: a) In the case of pension funds that integrate pension plans of the system of employment may only integrate plans of this modality. If the same fund implements several employment pension plans, its control committee may be formed with representatives of each of the plans or through a joint representation of the pension plans integrated in it. If the fund integrates a single employment pension plan, the control commission of the plan will exercise the functions of the fund's control commission. b) In pension funds other than those referred to in paragraph a) above, the control commission will be formed with representatives of each of the plans attached to it. In the case of pension plans of the associated system, said representatives will be designated by the respective control commissions of the plans. If the fund integrates a single plan of the associated system, the control commission of the plan will exercise the functions of control commission of the fund. In the case of individual system plans, said representatives will be designated by the respective entities promoting the plans. For this purpose, if among the plans attached to the fund there were two or more individual system plans promoted by the same promoting entity, the latter may designate a joint representation of said plans in the fund's control commission. If the fund integrates exclusively one or several individual system plans promoted by the same entity, it will not be necessary to set up a fund control committee, in which case the promoter of the plan or plans will have the functions and responsibilities assigned by this regulation to said commission. 2. The functions of the pension fund control commission are, among others: a) Supervision of compliance with the attached plans. b) Control of the observance of the rules of operation, of the fund itself and of the plans. c) Appointment of experts whose performance is required by this Law, without prejudice to the powers provided for in each pension plan. d) Proposal and, where appropriate, decision on the other issues on which the present Law attributes jurisdiction. It may collect from the management and depositary entities the information that results pertinent to the exercise of its functions. e) Representation of the fund, being able to delegate to the managing entity for the exercise of its functions. f) Examination and approval of the performance of the management entity in each financial year, demanding, where appropriate, the responsibility provided for in article 22 of this Law. g) Substitution of the managing entity or depository, in the terms provided in article 23. h) Suspension of the execution of acts and agreements contrary to the interests of the fund. i) Where appropriate, approval of the integration into the fund of new pension plans. j) Establish its governance system and internal control system, which facilitate the management of the activity and, in particular, compliance with the obligations in terms of risk management, internal audit and, where appropriate, actuarial according to the size , the nature, scale and complexity of the pension fund's activities. k) Be heard, on a mandatory basis, in processes of outsourcing of functions or activities by the manager included in article 30 sexies. 3. For reasons of heterogeneity in the types of pension plans attached to the same fund or its size, the constitution, within the control commission, of subcommittees that will operate according to homogeneous areas of plans or according to modalities may be arbitrated. investment. Page 24 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 4. The position of member of a committee will be temporary and free. The procedure for the election and renewal of its members, the duration of their mandate, as well as the cases and forms in which the aforementioned fund control commission must meet will be set forth in the operating regulations of the fund. 5. Once the members of the fund's control commission have been elected, they will designate among themselves those who are to exercise the presidency and the secretariat. The Committee will be validly constituted when, duly convened, the majority of its members attend, and will adopt its agreements by majority, taking into account the provisions of the following paragraph. In the event that the fund integrates several pension plans, the vote of the representatives appointed by each plan will be weighted according to their number and the part of the economic interest that the plan has in the fund or, where appropriate, the interest of the group of plans of the individual system of the same promoter if the latter had designated a joint representation of their plans. 6. The operating expenses of the control commission will be borne by the fund, if well, its total or partial assumption by the promoting entities may be agreed. Notwithstanding the foregoing, if the fund integrates individual system plans, such expenses will be borne by the promoters. Article 15. Dissolution and liquidation of pension funds. 1. The dissolution of the pension funds will proceed: a) By revocation of the administrative authorization to the pension fund. b) Due to the paralysis of its control commission, so that its operation is impossible, in the terms established by regulation. c) Due to the assumptions provided for in article 23 of this Law. d) By decision of the fund's control commission, or if it does not exist, if the promoter, management entity and depositary decide so by mutual agreement. e) For any other cause established in its rules of operation. 2. Once the pension fund has been dissolved, the liquidation period will open, adding the words "in liquidation" to its name, and carrying out the corresponding operations jointly by the fund's control commission and the managing entity in the terms established by regulation. determine. It will be admissible that the rules of the pension fund provide that, in the event of liquidation of the same, all plans must be integrated into a single pension fund. In any case, prior requirements to the extinction of the pension funds will be the individualized guarantee of the benefits caused and the continuation of the current pension plans through one or more other pension funds already constituted or to be constituted. 3. The agreement to dissolve the pension fund will be communicated to the General Directorate of Insurance and Pension Funds and will be registered in the Mercantile Registry and in the Administrative Registry in accordance with the provisions of article 11.bis of this Law. The Registrar Mercantil will send ex officio, electronically and at no additional cost, the agreement to dissolve the fund to the Official Gazette of the Mercantile Registry for publication. In addition, the management entity must publish the agreement on its website or, failing that, in one of the newspapers with the largest circulation in the place of registered office of said entity. Once the liquidation has been completed, after having complied with the provisions of the third paragraph of section 2 above, the liquidators must request the Mercantile Registrar and the General Directorate of Insurance and Pension Funds for the respective cancellation of the entries referring to the extinguished pension fund. . Page 25 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION CHAPTER V Financial regime of pension funds Article 16. Investments of pension funds. 1. The assets of the pension funds will be invested in accordance with criteria of security, profitability, diversification and terms appropriate to their purposes. Regulations will establish the minimum limit, not less than 70 percent of the assets of the fund, which will be invested in financial assets contracted in regulated markets, in bank deposits, in loans with mortgage guarantee and in real estate. 2. Regulations may establish minimum or maximum investment percentages in certain general categories of investments in which the assets of the pension funds materialize, in order to ensure their liquidity or solvency and without, in any case, entailing obligations of invest in specific financial assets whose profitability is not in line with the general conditions of the financial markets. 3. The investment in foreign assets will be regulated by the corresponding legislation, computed in the percentage indicated to its nature. By regulation, monetary consistency rules may be established between the currencies of realization of the investments of the pension funds and the currencies in which their commitments have to be satisfied. 4. Regulations will establish percentages and criteria for diversification of investments in securities issued or guaranteed by the same entity or by entities belonging to the same group. The diversification percentages will be established on the nominal value of the securities issued or guaranteed by the reference entities, including, where appropriate, the credits granted to them or guaranteed by them. Regulations may establish diversification percentages on the assets of the pension fund for certain types of investments, depending on their characteristics, in collective investment institutions, in real estate, in securities not listed on organized markets, especially small and medium-sized companies and in venture capital. Likewise, regulations may establish limitations on the investments of the pension funds in financial assets that appear in the liabilities of entities promoting the pension plans attached to the fund, of the managing entities and depositaries of the same or of entities belonging to the same. group of any of them or those. The diversification percentages provided for in this section shall not apply to assets or titles issued or guaranteed by the State or its Autonomous Bodies, by the Autonomous Communities, Local Corporations or by equivalent public Administrations of States belonging to the OECD, or by the International Institutions or Organizations of which Spain is a member and by those others that thus result from international commitments that Spain may assume. 5. For the purposes of this article, the companies that are in the cases contemplated in article 4 of Law 24/1988, of June 28, on the Securities Market will be considered to belong to the same group. When belonging to the same group is a circumstance that occurs after the investment, the fund must regularize the composition of its assets within a period of one year. In the case of pension funds managed by the same management entity or by different management entities belonging to the same group of companies, the Government may provide that the limitations established in section 4 above are also calculated in relation to the consolidated balance of said funds. 6. The interest rates of the deposits of the pension funds will be free. 7. In any case, the exclusive and automatic dependence on qualifications will be avoided. credit in the investment policies of managed pension funds. Regulations may establish the obligations of the managing entities for proper risk management. In particular, when assessing the solvency of the assets of the pension funds, the managers will not depend, exclusively and automatically, on Page 26 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION the credit ratings issued by the credit rating agencies defined in article 3.1.b), of Regulation 1060/2009 of the European Parliament and of the Council, of September 16, 2009. 8. the control commission of the pension fund, with the participation of the managing entity, will prepare in writing a comprehensive statement of the principles of its investment policy, which will be reviewed at least every three years and in any case immediately after significant changes occur in the investment policy. Such declaration shall be given sufficient publicity. This statement will mention such matters as the investment risk measurement methods and risk control management processes employed, as well as asset allocation with respect to the nature and duration of your pension commitments. Likewise, in the case of employment pension funds, it must be indicated whether the socially responsible investment criteria (ethical, social, environmental and good governance) that affect the different assets that make up the pension fund. In the same way, the control commission of the employment pension fund, or where appropriate the managing entity, must record in the annual management report of the employment pension fund the policy exercised in relation to the investment criteria. socially responsible aforementioned, as well as the procedure followed for its implementation, management and monitoring. 9. The control commission of the pension fund, with the participation of the managing entity, will draw up a long-term investment strategy statement in writing. Such declaration shall be given sufficient publicity. The minimum content will be determined by regulation, and will include information on how the main elements of its investment strategy in companies whose shares are admitted to trading on a regulated market that is located or operates in a Member State, are consistent with the profile and duration of its liabilities, in particular its long-term liabilities, and how they contribute to the medium- and long-term performance of its assets. Article 17. General conditions of operations. 1. For the pension funds, operations will be carried out on financial assets admitted to trading on the Stock Exchange or in an organized market of those mentioned in section 1 of article 16, in such a way that they effectively affect prices with the concurrence of offers. and plural demands, unless the operation can be carried out under more favorable conditions for the fund than those resulting from the market. 2. In general, the pension funds may not grant credit to the participants of the attached pension plans, except in the exceptional cases that are indicated by regulation. 3. The acquisition and disposal of real estate must necessarily be preceded by its appraisal, carried out in the manner provided for in the Mortgage Market Regulation Law and its complementary legislation. 4. The management and depositary entities of a pension fund, as well as their directors and administrators, and the members of the control commission, may not buy or sell elements of the fund's assets for themselves, either directly or through an interposed person or entity. . A similar restriction will be applied to the contracting of credits. 5. The assets of the pension funds may only be subject to guarantee to ensure compliance with the obligations of the fund, in the terms established by regulation. Article 18. Obligations against third parties. Obligations against third parties may not exceed 5 percent of the fund's assets in any case. The debits contracted in the acquisition of assets in the period that elapses until the total liquidation of the property will not be taken into account for these purposes. Page 27 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION corresponding operation, nor those existing against the beneficiaries until the moment of payment of the corresponding benefits. Article 19. Annual accounts. 1. Within the first quarter of each financial year, the managing entities of pension funds must: a) Formulate and submit to the approval of the competent bodies the annual accounts of the management entity, duly audited in the terms of section 4 below, and present the aforementioned documentation and information to the General Directorate of Insurance and Pension Funds and to the commissions of control of the fund and the pension plans attached to the fund. b) Formulate the balance sheet, the profit and loss account and the explanatory memory of the previous year of the managed fund or funds, duly audited in accordance with paragraph a), submit said documents for the approval of the control commission of the respective fund, who may give it the diffusion that they deem pertinent, and present the documentation and information of said fund or funds in the same way that regulates the preceding paragraph. 2. Within the first semester of each financial year, the managing entities They must publish, for general dissemination, the documents mentioned in section 1. 3. By regulation, the standards for the valuation of the assets of the pension funds, the criteria for the formation of their income statement and the system for assigning them to the plans attached to the fund shall be established. 4. The documents mentioned in paragraph a) of section 1 must be audited by experts or expert societies that meet the requirements established by regulation. The audit reports must cover the accounting, financial and actuarial aspects, including an express statement regarding compliance with the provisions in this regard in this Law and in its regulatory development. 5. The Ministry of Economy may require pension fund management entities to carry out exceptional external audits, with the scope it deems necessary. 6. The Ministry of Economy will establish the models of balance sheet, income statement and other financial statements of the pension funds and their managing entities, as well as the accounting and valuation criteria insofar as they are not determined by Government provisions. 7. The Ministry of Economy may collect from the managing entities and depositaries as many accounting and statistical data, public or reserved, referring to them and the pension funds managed by them, are related to their inspection and guardianship functions, and It will indicate the frequency with which said information must be prepared and the maximum terms for its delivery to the Ministry. 8. The Ministry of Economy will order the publicity that, where appropriate, must be given, on an aggregate or individual basis, to the data cited in section 7, in order to promote frequent, rapid and sufficient information in favor of the participants. and beneficiaries or of the control commissions of the employment pension plans. The managing entities must provide the participants and beneficiaries of the pension plans, at least on a quarterly basis, information on the evolution and situation of their economic rights in the plan, as well as on other matters that could affect them, especially the regulatory modifications, changes to the specifications of the plan, the rules of operation of the fund or its investment policy, and the management and deposit fees. In the pension plans of the employment system, this information will be provided in the terms provided in its specifications or in the conditions agreed by the control commission of the plan. The Ministry of Economy may regulate the content, requirements and conditions of the aforementioned information to the extent deemed necessary to guarantee adequate information for the interests of the participants and beneficiaries. Page 28 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 9. The pension plan control commissions may request from the Ministry of the Economy information on data, referring to the pension fund to which they are attached or to its managing or depository entity, not previously published and that are in the possession of the Ministry or that it can collect. 10. The entities mentioned in section 2 of this article are subject to compliance information obligations provided for in the legal system. CHAPTER VI Management entities and depositaries of pension funds Article 20. Managing entities. 1. Public limited companies that, having obtained prior administrative authorization, meet the following requirements: a) Have a minimum paid-up capital of 600,000 euros. Additionally, own resources must be increased by the percentages per thousand of the total assets of the managed fund or funds indicated below: 5 per thousand of total assets when they do not exceed 60 million euros. 3 per thousand of what exceeds 60 million up to 600 million euros 2 per thousand of what exceeds 600 million up to 3,000 million euros 1 per thousand of what exceeds 3,000 million up to 6,000 million euros 0.5 per thousand of what exceeds 6,000 million euros. For these purposes, the paid-up share capital and the reserves determined by regulation will be computed as own resources. In the event that the managed pension fund or funds invest in open pension funds, in order to calculate the required own resources, the part corresponding to their investments in open pension funds will be deducted from the total assets of the investing pension funds. are in turn managed by the same management entity. Likewise, the debts of the promoters of the assigned employment pension plans will be deducted from the total assets of the managed funds. b) Their shares will be nominative. c) Have as exclusive corporate purpose and activity the administration of pension funds. d) They may not issue bonds or go to credit and their assets will be materialized in the assets determined by regulation. e) They must be domiciled in Spain. f) They must be registered in the Administrative Register established in section 5 of the Article 11 of this Law. g) The provisions of article 36 of Law 20/2015, of July 14, on the organization, supervision and solvency of insurance and reinsurance entities shall apply to members. The suitability of those who hold, directly or indirectly, a significant stake in the management entity will be evaluated in the manner established by law. The head of the Ministry of Economic Affairs and Digital Transformation may regulate the content of the information and the supporting documentation that must be sent to the General Directorate of Insurance and Pension Funds for evaluation. 2. Insurance entities authorized to operate in Spain in life insurance may also be pension fund management entities, provided they meet the requirements set forth in paragraphs a), e) and f) of the previous section. The limit set forth in paragraph a) of the preceding section shall be understood to be applicable, where appropriate, to the mutual fund of social welfare mutual societies. The access of these entities to the management of pension funds will be made prior notification to the Ministry of Economy. 3. The name of pension fund management entity is exclusively reserved for entities that meet the requirements set forth in the preceding paragraphs. Page 29 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 4. Regulations will determine the conditions under which the managing entities of pension funds may contract the management of the investments of the pension funds that they manage with authorized third parties in accordance with the following Directives: a) Directive 2009/65/CE of the European Parliament and of the Council, of July 13, 2009, which coordinates the legal, regulatory and administrative provisions on certain undertakings for collective investment in transferable securities. b) Directive 2009/138/CE of November 25, 2009, on life insurance, access to insurance and reinsurance activity and its exercise (Solvency II). c) Directive 2011/61/EU of the European Parliament and of the Council, of June 8, 2011, on alternative investment fund managers and amending Directives 2003/41/EC and 2009/65/EC and Regulations (EC) No. 1060/2009 and (EU) No. 1095/2010. d) Directive 2013/36/EU of the European Parliament and of the Council, of June 26, 2013, regarding access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, by the that Directive 2002/87/CE is modified and Directives 2006/48/CE and 2006/49/CE are repealed. e) Directive 2014/65/EU of May 15, 2014 on instrument markets and by which Directive 2002/92/EC and Directive 2011/61/EU are modified. Likewise, the management of pension fund investments may be contracted with other pension fund management entities authorized in accordance with this Law or with other pension fund management entities contemplated in section 1 of article 2 of the Directive (EU ) 2016/2341 of the European Parliament and of the Council, of December 14, 2016, regarding the activities and supervision of employment pension funds. 5. The management companies will receive a management fee for their function within the limit set in the operating rules of the fund and which will not exceed the maximum that, as a guarantee of the interests of the participants and beneficiaries of the pension plans, could be established. the Government of the Nation. 6. In addition to those listed in article 363 of the revised text of the Capital Companies Act, approved by Royal Legislative Decree 1/2010, of July 2, the revocation of pension fund management entities will be cause for dissolution. of the administrative authorization, unless the entity itself waives said authorization, such waiver being solely motivated by the modification of its corporate purpose to develop an activity other than the exclusive corporate purpose of managing pension funds referred to in letter c) of paragraph 1 above. The dissolution agreement, in addition to the publicity that article 369 of the Capital Companies Law prevents, will be registered in the Administrative Registry and will be published in the "Official State Gazette" and the extinguished entity will be canceled in the Administrative Registry, in addition to complying with the provisions of article 396 of the Capital Companies Act. Notwithstanding the foregoing, the dissolution, liquidation and extinction of insurance entities authorized as managers of pension funds will be governed by the specific regulations of Law 20/2015, of July 14, on the organization, supervision and solvency of insurance entities. and reinsurers. 7. Changes of name, address and statutes of the managing entities shall not require prior administrative authorization, although the modification agreements must be communicated to the General Directorate of Insurance and Pension Funds, accompanying their certification, and, Subsequently, once the corresponding public deed has been granted and registered in the Mercantile Registry, it must be presented for registration in the Administrative Registry. The merger and spin-off of pension fund management entities will require prior administrative authorization from the General Directorate of Insurance and Pension Funds in the exercise of its supervisory functions on the requirements and conditions of activity of the pension fund management entities established in this Law and its implementing regulations, the requirements must be met and, where appropriate, the page 30 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION procedure for the authorization and registration of the new or new resulting management entities. The foregoing is understood without prejudice to the provisions of Law 15/2007, of July 3, on the Defense of Competition, regarding notifications and authorization procedures for economic concentrations and the powers attributed by said Law to the corresponding bodies. defense of competition. Article 21. Depository entities. 1. the custody or deposit of securities and other financial assets integrated into the pension funds will correspond to a depositary entity established in Spain. Entities that meet the following requirements may be "pension fund depository entities": a) To be a credit institution in accordance with current regulations on credit institutions. b) Have its registered office or a branch in Spain. c) Have as an authorized activity the receipt of funds from the public in the form of deposits, checking accounts or other similar ones that entail the obligation of their restitution and, as depositories of negotiable securities and other financial assets, the custody and administration on behalf of their Headlines. d) Be registered in the special register of «Pension Fund Depository Entities» of the Ministry of Economy and Finance. 2. each pension fund will have a single depositary entity, without prejudice to the possibility that it may delegate its functions to another entity in the terms determined by regulation. In no case will the responsibility of the depositary entity be affected in this case. 3. Depository entities shall exercise the function of custody in the terms determined by regulation, taking into account the nature of the fund's assets. In particular, for those assets that are not likely to be deposited, the depositary entity will keep the certificates or other supporting documents that justify the position declared by the manager. Responsibility for the custody function extends to the guarantee that the ownership, full control and free disposal of the securities and other assets held in custody corresponds to the pension funds that own them. 4. In addition to the custody function, they will exercise the surveillance of the managing entity before the promoting entities, participants and beneficiaries, and must verify that the operations agreed upon by the managing entities comply with the legal and regulatory provisions. In the terms determined by regulation, the depositary entities may obtain from the managing entities all the information they require for the exercise of their functions, and must notify the General Directorate of Insurance and Pension Funds of any anomalies of special relevance that could be put in question. manifest through such control. 5. Corresponds, in any case and exclusively to the depositary entity, the instrumentation of collections and payments that could be derived for any reason from the development of the activity of pension plans and funds. To this end, the depository entities together with the managers must establish the appropriate mechanisms and procedures to guarantee that in no case are collections and payments made without their consent. In addition to its necessary intervention in the settlement of operations on financial instruments, the depositary entity may intervene in the execution of purchase and sale operations when it has so agreed with the managing entity. 6. As remuneration for their services, the depositaries will receive from the funds the remuneration that they freely agree with the managing entities, with the prior approval of the Fund's Control Commission, without prejudice to the limitations that may be established by regulation. Page 31 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 7. No one may be manager and depositary of a pension fund at the same time, except the assumptions that are foreseen by regulation in the development of article 23 of this Law. Article 22. Responsibility. The managing entities and depositaries shall act in the interest of the funds they manage or safeguard, being responsible to the promoting entities, participants and beneficiaries for all damages caused to them by non-compliance with their respective obligations. Both are obliged to reciprocally demand this responsibility in their interest. Article 23. Substitution of the management entities or depository. 1. The substitution of the management or depository entities will proceed: a) At the request of the entity itself, upon presentation of the entity that is to replace it. In such a case, the approval by the fund's control commission and by the managing entity or depository that continues in its functions of the substitution project that, fulfilling the requirements indicated in the fund's operating regulations, is proposed to those in the manner and term established by regulation. To proceed with the substitution of the management entity, the performance and sufficient publicity of the audit foreseen in article 19 of this Law and, where appropriate, the constitution by the outgoing entity of the necessary guarantees to cover the responsibilities of its management. b) By decision of the pension fund control commission, which must simultaneously designate an entity willing to take charge of the management or deposit. As long as the corresponding designation does not take place, the affected entity will continue in its functions. 2. The unilateral renunciation of their functions by the managing entities or depository will only take effect after a period of two years counted from their reliable notification to the pension fund control commission and prior compliance with the requirements of auditing, publicity and guarantee referred to in paragraph a) of the preceding section. If the term expires, a substitute entity is not designated, the pension fund will be dissolved. 3. The dissolution, the insolvency proceeding of the managing or depository entities and their exclusion from the Administrative Registry will produce the cessation of the management or custody of the fund of the affected entity. If this were the managing entity, the management will be provisionally entrusted to the depositary entity. If the entity that ceases to function is the depositary, the financial and cash assets of the fund will be deposited in the Bank of Spain. In both cases, the fund will be dissolved if a new management or depositary entity is not appointed within a year. 4. The changes that occur in the control of the management entities and the substitution of their directors must be brought to the attention of the control commissions in the manner established by regulation. CHAPTER VII Management and Supervision Article 24. Organization and administrative supervision. 1. Under the terms set forth in this Law and its implementing regulations, the person in charge of the Ministry of Economic Affairs and Digital Transformation and the General Directorate of Insurance and Pension Funds are responsible for exercising the powers of organization and supervision of the activity of pension plans and funds. In the exercise of their powers, they will ensure proper compliance with the legal and regulatory provisions by the management entities and depositaries of pension funds, the people who exercise the effective management and the key functions provided for in this law, the entities or persons in which they have delegated or outsourced functions, marketers of individual pension plans, promoters of pension plans Page 32 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION pensions, the control commissions, the actuaries, the representatives of the pension funds authorized or registered in other Member States and any persons or entities for which any function, prohibition or mandate is established in this Law and in its implementing regulations and complementary. The General Directorate of Insurance and Pension Funds will form part, in its capacity as the Spanish supervisory authority in matters of pension funds, of the European Insurance and Retirement Pensions Authority (AESPJ), in accordance with the provisions of Regulation no. 1094/2010, of November 24, of the European Parliament and of the Council, which creates a European Supervisory Authority. The provisions of the Article 17 of Law 20/2015, of July 14. 2. The General Directorate of Insurance and Pension Funds shall exercise its supervisory functions over the management entities and the pension plans and funds, as well as over the rest of the entities and subjects referred to in the first paragraph of section 1. The supervision will consist of the continuous verification of the correct exercise of the activity, the financial situation, market behavior and compliance with the regulations of pension plans and funds. Pension plans and funds and their management entities are subject to supervision prudential that will include, when appropriate, among others, the following areas: a) The operating conditions. b) Technical provisions. c) The financing of technical provisions. d) The requirement of own funds. e) The available solvency margin. f) The mandatory solvency margin. g) Investment regulations. h) Investment management. i) The system of government, and j) The information that must be provided to the participants and beneficiaries. Prudential supervision will be based on a forward-looking and risk-oriented approach. The supervisory powers shall be exercised in a timely and proportionate manner taking into account the size, nature, scale and complexity of the activities of the pension funds and shall comprise an appropriate mix of on-site inspections and activities carried out off-site. In terms of supervision in the field of the activity of management entities, pension plans and funds and other subjects and entities contemplated in the first paragraph of section 1, the provisions on the supervision of insurance entities in the Chapters I, II and III of Title IV of Law 20/2015, of July 14, with the particularities provided for in this Law and its implementing regulations. 3. The provisions on the inspection of insurance companies in chapter IV of title IV of Law 20/2015, of July 14, shall apply to the inspection of management entities and pension plans and funds. In the absence of express mention to the contrary in the specifications of the pension plans or in the rules of operation of the pension funds, all the actions derived from the Inspection of the pension plans and funds, except those that refer to the persons physical, shall be deemed notified when the communication is made to the corresponding management entity. Likewise, the General Directorate of Insurance and Pension Funds may order the inspection of the depositary entities of pension funds to verify correct compliance with the regulations relating to pension plans and funds. In this case, the inspection order will be reported to the administrative entity or body to which, where appropriate, the control and supervision of the entity corresponds, being able to request its action or assistance in the cases that are necessary, being equally applicable the provided on the inspection of insurance companies in the aforementioned chapter IV of title IV of Law 20/2015, of July 14. Page 33 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 4. The General Directorate of Insurance and Pension Funds may order the inspection of the functions transferred to a third party, as well as those of the marketing of pension plans, to check whether they are carried out in accordance with the regulations on pension plans and funds. In this case, the inspection order will be reported to the administrative entity or body to which, where appropriate, the control and supervision of the service provider corresponds, being able to request its action or assistance in the cases in which it is necessary, being applicable the provisions on the inspection of insurance companies in the aforementioned chapter IV of title IV of Law 20/2015, of July 14. 5. In the event of cross-border activity of employment pension funds, the Member States in which they carry out said activity shall be recorded in the administrative register of pension funds, and the General Directorate of Insurance and Pension Funds shall communicate said information to the European Authority. Insurance and Retirement Pensions. Likewise, the General Directorate of Insurance and Pension Funds will notify the European Insurance and Retirement Pensions Authority of the decisions to prohibit the activities of employment pension funds adopted in accordance with the provisions of this Law and that in any case they must be motivated by detailed manner and notify the fund in question. To this end, it shall notify said Authority of the revocation of the administrative authorization of the employment pension funds, unless it is motivated by the causes provided for in article 31.2, paragraphs a) and c). Likewise, it will notify said Authority of the requirements for the cessation of activity of unauthorized employment pension funds, as well as the administrative measures of special control consisting of the prohibition of admitting new plans in the funds or new participants or contributions, and the prohibition of cross-border activity. Article 24 bis. Transparency of supervisory action. 1. In accordance with the provisions of article 111 of Law 20/2015, of July 14, the General Directorate of Insurance and Pension Funds will exercise supervision in a transparent, independent and responsible manner, duly guaranteeing the protection of information confidential. 2. The General Directorate of Insurance and Pension Funds, in order to ensure transparency in supervision, will disclose the following information: a) The text of the legal, regulatory and administrative provisions, and the general guidelines in the field of pension plans and funds. b) The decision on the exercise of the options provided for in the regulations of the European Union. c) Information on the supervisory review process provided for in article 24 ter. d) The aggregate statistical data on the fundamental aspects of the application of prudential rules. e) The objectives of supervision and the main supervisory functions and actions. f) The rules relating to administrative sanctions and other measures applicable to infractions. g) The technical guides that it prepares, addressed to the entities subject to supervision, in accordance with the provisions of article 111.2 of Law 20/2015, of July 14. 3. The General Directorate of Insurance and Pension Funds must communicate to the European Insurance and Retirement Pensions Authority (AESPJ) the provisions of a prudential nature that are not contained in the social and labor legislation applicable to employment pension plans, referred to in article 38. The General Directorate of Insurance and Pension Funds will update said information at least every two years. Article 24 ter. General powers of supervision. 1. In the exercise of its functions of supervision of pension plans and funds, as well as with respect to outsourced activities, in the terms established in this Law and in the other regulations governing pension plans and funds, the General Directorate of Insurance and Pension Funds will have the following powers: Page 34 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION a) Review the information strategies, processes and procedures established by the pension funds in order to comply with the legal, regulatory and administrative provisions. Said review will take into account the circumstances in which the pension funds operate, and where appropriate, the parties that perform the key functions or any other outsourced activity. The review will comprise the following elements: 1st An evaluation of the qualitative requirements in relation to the system of government. 2nd An evaluation of the risks faced by the pension fund. 3rd An assessment of the pension fund's ability to assess and manage these risks. b) Assess the adequacy of the methods and practices of the pension funds, including stress tests, which allow it to detect the deterioration of the financial conditions of a pension fund and control the way in which that deterioration is corrected. c) Require all the information that is necessary for the purposes of supervision, statistics and accounting. d) Access any document and receive a copy of it. e) Require all the information that is necessary to verify the correct compliance with the legal and regulatory provisions of the management entities and depositaries of pension funds, of the people who exercise the effective management and the key functions provided for in this law, of the entities or persons to whom they have delegated or outsourced functions, individual pension plan marketers, pension plan promoters, control commissions, actuaries, as well as pension fund representatives authorized or registered in other Member States and of any persons or entities for which any function, prohibition or mandate is established in this Law and in its implementing and complementary regulations. To this end, the General Directorate of Insurance and Pension Funds may require the submission of information within the period reasonably set and, if necessary, summon and take a statement from a person to obtain information. The requests for information and citations must be motivated and proportionate to the purpose pursued. In them, the content of the information to be requested will be set out in detail and specifically, specifying in a justified manner the function for whose development such information is necessary and the use that is intended to be made of it. f) Carry out the necessary inspections and checks. g) Require the telephone and data traffic records available to the persons or entities referred to in paragraph e) above. The requirements made for this purpose shall comply with the provisions of said paragraph e). h) Require all the information that is necessary for the purposes of supervision, statistics and accounting. i) Require management entities to provide reports from independent experts, from the person responsible for the internal audit function or from any other report that, in accordance with this Law and its implementing regulations, must be carried out. j) Adopt the preventive and corrective measures that are necessary in order to guarantee that the managing entities of pension funds abide by the regulatory norms of their activity that they must comply with. k) How many other functions are necessary for the exercise of prudential supervision in the field of pension plans and funds. 2. The General Directorate of Insurance and Pension Funds may require the correction of the shortcomings or deficiencies detected in the development of supervision. 3. The supervisory actions will be carried out by officials belonging to the Higher Corps of State Insurance Inspectors with the collaboration of officials belonging to the technical bodies of the General State Administration, as well as expert computer officials. 4. The General Directorate of Insurance and Pension Funds will establish the frequency and minimum scope of the reviews provided for in section 1.a) based on the size, Page 35 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION nature, scale and complexity of the activities of the pension funds concerned. 5. In the absence of special procedural rules, Law 39/2015, of October 1, on the Common Administrative Procedure of Public Administrations will apply. Article 24c. Professional secrecy and exchange of information. 1. The data, documents and information held by the Ministry of Economic Affairs and Digital Transformation in the exercise of its functions in matters of pension plans and funds, except for the contents of public administrative records, will be reserved. . The confidential information received referred to in the preceding paragraph may only be used in the exercise of the management, supervision and intervention functions established in this law, as well as to publish key performance indicators and management and deposit commissions for each one of the pension plans that can help participants and beneficiaries when making financial decisions in relation to their pension. 2. All persons who exercise or have exercised an activity of management and supervision or intervention in matters of pension plans and funds, as well as those to whom the Ministry of Economic Affairs and Digital Transformation has entrusted functions with respect to pension plans and funds. pensions or entities and persons referred to in article 24.1, are subject to the duty of professional secrecy in the same terms and with the same responsibilities and exceptions established in chapter V of title IV of Law 20/2015, of 14 July. 3. Notwithstanding the provisions of the preceding sections, confidential information may be provided in accordance with the provisions of article 128 of Law 20/2015, of July 14, as well as to the following authorities and institutions, for the performance of their respective functions: a) Central banks and other bodies with a similar function, while monetary authorities. b) Other public authorities in charge of supervising payment systems, when applicable. c) The European Systemic Risk Board, the European Insurance and Occupational Pensions Authority (EIOPA), the European Banking Authority and the European Securities and Markets Authority. This information will be subject to the duty of professional secrecy provided for in section 2. 4. Confidential information relating to the prudential supervision of pension funds may be provided to parliamentary investigation commissions or to any other body or public institution that its Regulatory Law allows it to collect information and other bodies in charge of carrying out investigations, provided that all the following conditions: a) That said bodies have competence, under national legislation, to investigate or analyze the actions of the authorities responsible for the supervision of employment pension funds or of the legislation on supervision. b) That the information is strictly necessary for the exercise of the competence mentioned in letter a). c) That the people who have access to the information are subject to confidentiality requirements. professional secrecy at least equivalent to those established in section 2. d) That if the information originates in another Member State, that information is not disclosed without the express consent of the competent authorities of the country of origin and only for the purpose authorized by said authorities. 5. Likewise, in order to reinforce the stability and integrity of the financial system, information may be exchanged with the authorities or bodies in charge of detecting infractions of company law applicable to promoter companies and of investigating such infractions, including the case in which to use, due to their specific competence, persons designated for this purpose and who do not belong to the public function. Page 36 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION In the exchanges of information collected in the previous paragraph, the following conditions: a) That the information is intended for the detection, investigation and analysis of the actions of the authorities responsible for the supervision of the pension funds or of the legislation on supervision. b) That the information received is subject to the obligation of professional secrecy established in section 1. c) That if the information originates in another Member State, that information is not disclosed without the express consent of the competent authority from which it originates and, where appropriate, exclusively for the purpose authorized by this authority. 6. The duty of professional secrecy referred to in sections 2 and 5 is understood without prejudice to the tax by current regulations on the protection of personal data. Article 25. Accounting of pension funds and managing entities. 1. The accounting of pension funds and plans and their management entities shall be governed by their specific rules and, failing that, by those established in the Code of Commerce, in the General Accounting Plan and other provisions of commercial law. in accounting matters. 2. In the Regulations for the development of this Law, the specific accounting standards referred to in the previous section will be included, establishing the accounting obligations, the accounting principles of mandatory application, the rules on the formulation of the annual accounts, the criteria for assessment of the elements that make up the former, as well as the system of approval, verification, deposit and publicity of the accounts, applicable to pension funds and their management entities. Such administrative power will be exercised at the proposal of the Ministry of Economy and after a report from the Accounting and Audit Institute and the Insurance Advisory Board. 3. The Ministry of Economy is empowered, following identical reports, to develop said specific accounting standards, particularly establishing the Accounting Plan for pension funds and plans and the Accounting Plan for managing entities. Article 26. Advertising and contracting rules. 1. Advertising relating to pension plans and funds and their management entities shall comply with the provisions of Law 34/1988, of November 11, General Advertising, and development provisions, as well as the precise rules for their adaptation to pension plans and funds and management entities, included in the Regulations of this Law. 2. The form and scope with which the Ministry of Economy can make public the data declared by the pension funds and their managing entities will be determined by regulation, and the information that the managing entities and the control commissions must provide to the public will also be established. participants and beneficiaries of pension plans. 3. To the extent that the structure and organization of the pension plan market allows it, contracting pension plans may be done electronically. The Minister of Economy is empowered so that he can establish specialties and limitations with respect to the rules that, in general, regulate contracting electronically, taking into account the particularities that may result from the contracting of pension plans and their participants. . Article 26 bis. Marketing activity of individual pension plans. 1. The individual system pension plan marketing activity may be carried out by the following entities and persons authorized to operate in Spain: Page 37 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION a) Credit institutions whose typical and habitual activity is to receive funds from the public in the form of a deposit, loan, temporary transfer of financial assets or other analogous that entail the obligation of their restitution, applying them on their own account to the granting of credits or operations of a similar nature. b) Insurance entities. c) Investment services companies. d) Management companies of collective investment institutions. e) Management entities of pension funds. f) Associated insurance agents. g) Related banking-insurance operators. h) Insurance brokers. The entity or natural person that sells individual pension plans must have a structure and human and material resources appropriate to the activity, guarantee the capacity and training of the people who carry out the marketing on behalf of the marketer, have a code of conduct or analogous document on marketing policy, which ensures a service and information in the interest of the participants and beneficiaries, as well as accrediting a control system for the exercise of the activity. The marketing agreement, signed by the marketer with the management entity, must define the powers and obligations of the marketer, including, where appropriate, those related to carrying out advertising actions, the media and distribution networks, and the persons or entities who are going to carry out the activity on behalf of the marketer. The managing entities of pension funds must communicate to the General Directorate of Insurance and Pension Funds the conclusion of the marketing agreements of individual plans. 2. The marketer must provide information on the pension plans and on their adaptation to the characteristics and needs of the participants, in the terms established by law. The marketer must process the requests for contributions, mobilization of consolidated rights, collection of benefits and reimbursement of consolidated rights in the exceptional cases of liquidity that occur after the contract in which it is involved. Any delivery or receipt of funds for contributions, benefits or exceptional cases of liquidity must be made directly between the participant or beneficiary and the pension fund, through, where appropriate, registered effects, account deposit or transfer orders in favor of the pension fund. pensions or of the participant or beneficiary as appropriate. The commercialization will not imply in any case the instrumentation of collections and payments, which must be made through the depositary entity of the pension fund. The expenses inherent to the commercialization of the plan and the remunerations or commissions established by the commercialization services will in no case be borne by the participant or beneficiary or by the corresponding plan or pension fund. 3. Both at the time of formalization of the marketing agreement, and throughout its validity, the managing entity of the pension fund will ensure that the actions of the marketing persons or entities comply with the provisions of said agreement and in the current legislation. To this end, marketing agreements must provide procedures that allow verifying compliance by the marketer with the obligations arising from the agreement and those established in this Law and its implementing regulations. Regulations may establish specific conditions to which the aforementioned procedures must comply. The trading persons or entities shall be liable to the participants and beneficiaries for all damages caused to them by breach of their obligations. However, in relation to the terms established by law for the mobilization of consolidated rights, payment of benefits and reimbursement of consolidated rights in exceptional cases of liquidity, the managing entities will be Page 38 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION responsible for delays that occur in excess of the deadlines set to process and make effective the requests of the participants and beneficiaries, without prejudice to the possibility of the managing entity to repeat against whoever caused the delay. For these purposes, the presentation of the aforementioned requests in any establishment of the marketer or its commercial network, will be understood to have been made in the managing entity. The claims made by the participants and beneficiaries or their heirs against marketers of individual pension plans will be submitted to the Ombudsman for the participant in accordance with the provisions of section 5 of article 7 of this Law, with the references to the managing entities and depositories or promoters of the plans. 4. The provisions of the previous sections in relation to the practice of the activity of marketing pension plans will also apply to the managing entity when it directly carries out such activity. Regulations may develop the requirements provided for in this article for the exercise of the activity of marketing pension plans and the content of the corresponding agreements. CHAPTER VIII Government system Article 27. General requirements. 1. the managing entities of pension funds and, where appropriate, the control commissions, must have an effective system of government that guarantees adequate and prudent management of the activities of the entity and of the managed funds. The aforementioned system will include written corporate governance policies that will include, among others, an appropriate and transparent organizational structure, with a clear distribution and adequate separation of functions, and an effective system to guarantee the transmission of information, as well as policies and practices of remuneration appropriate to the characteristics of the entities and will be subject to periodic review. The governance system will include the consideration of environmental, social and governance factors in the investment decisions of the pension funds, in accordance with the provisions of the declaration of the principles of the investment policy. 2. The system of government will be proportionate to the size, nature, scale and the complexity of the entity's activities and of the managed pension funds. 3. In general, pension fund management entities must establish and apply written policies in relation to risk management and internal auditing and, where appropriate, with the actuarial activities carried out by the entity and outsourced activities. Said written policies will be subject to the prior approval of the administrative body, will be reviewed at least every three years and will be adapted based on any significant modification of the corresponding system or scope. 4. the managing entities of pension funds must establish and document an effective system of internal control. Said system will consist of administrative and accounting procedures, an internal control framework, and adequate information mechanisms at all levels of the entity and of the managed pension funds, and will include verification of compliance. Verification of compliance will include advising the management body on compliance with the legal, regulatory and administrative provisions that affect the entity and the managed pension funds, as well as on compliance with its internal regulations. It will also include the evaluation of the impact of any change in the legal environment on the operations of the entity and the managed pension funds and the determination and evaluation of the compliance risk. 5. the managing entities of pension funds must take reasonable measures to ensure continuity and regularity in the execution of their activities, including the development of emergency plans. To this end, they will use adequate and proportionate systems, resources and procedures. Page 39 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 6. the managing entities of pension funds and, where appropriate, the control commissions, must have at least three people who run them effectively. Entities must have a board of directors, made up of no less than three members, who will be ultimately responsible for the governance system. Article 28. Aptitude and honorability. 1. The people who effectively manage the management entities of the pension funds, those who perform key functions provided for in this Law and, where appropriate, the people or entities to whom any of the key functions have been outsourced, must comply the following requirements in the performance of its mission: a) Fitness requirement: 1.º In the case of the people who effectively run the entity, their qualifications, their skills and their experience will be suitable collectively to be able to guarantee adequate and prudent management of the pension funds. 2.º In the case of people who carry out key functions, their professional qualifications, their knowledge and their experience will be suitable for correctly carrying out their key functions. b) Honorability requirement: they must be persons of integrity and of good reputation. 2. For the purposes of what is established in this Law and in its development provisions, it will be understood that those who hold administrative or management positions exercise the effective management of a pension fund management entity, considering as such: a) The members of the collegiate administration bodies. Legal persons may hold administrative positions, although, in this case, they must appoint a natural person on their behalf who also meets the aforementioned requirements. b) The general directors and similar, understood as all those persons who exercise senior management in the entity under the direct dependence of its administrative body, executive committees or CEOs of the former. 3. The managing entities of pension funds will communicate to the General Directorate of Insurance and Pension Funds the appointment, dismissal and substitution of the people who exercise the effective management of the entity, under any title, and who within the managing entity perform the key functions, together with all the information necessary to assess whether the people who, if any, have been appointed, meet the requirements of aptitude and honorability. However, the communication of the holder of the actuarial function must be carried out by the control commission. If, during the exercise of their activity, any of the persons referred to in this article concur in circumstances that imply non-compliance with the requirements of aptitude and honor, they must be replaced and communicate this to the General Directorate of Insurance and Pension Funds indicating the reason. The communications provided for in this section will be made within a maximum period of fifteen business days from the time of appointment, removal or substitution. 4. Regulations will determine the cases in which it is understood that the aptitude and honorability requirements of those who hold the effective management or perform key functions are met, as well as the requirements of the information that must be sent to the General Directorate of Insurance and Pension Funds in order to evaluate their compliance. The head of the Ministry of Economic Affairs and Digital Transformation may regulate the content of the information and supporting documentation that must be submitted for evaluation. The information to be sent to the General Directorate of Insurance and Pension Funds will include a criminal record certificate issued by the competent authority not more than three months in advance. In the case of non-residents in Spain, in the event that an equivalent document does not exist in the respective country, they must include a declaration of responsibility made before a competent judicial or administrative authority or before a notary public in which they affirm that they have not been convicted in abroad for crimes Page 40 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION of falsehood, violation of secrets, for money laundering, financing of terrorism, against the socioeconomic order, against the Public Treasury, against Social Security, for embezzlement of public funds and any crimes against property. 5. In the case of insurance companies that act as pension fund managers, the provisions of article 38 of Law 20/2015, of July 14, will apply. Article 29. Remuneration policy. 1. The managing entities of pension funds must establish and apply an adequate remuneration policy with respect to all the people who direct them effectively, those who carry out key functions within the managing entity and other categories of personnel whose professional activities have a significant impact on the risk profile of managed pension plans and funds. Said remuneration policy must be in accordance with its internal organization and the size, nature, scale and complexity of its activities. 2. Unless the provisions set forth in Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016 on the protection of natural persons with regard to the processing of personal data and the free movement of these data and by which Directive 95/46/EC is repealed, provide otherwise, pension fund management entities will regularly make public pertinent information regarding the remuneration policy. 3. When establishing and applying the remuneration policies referred to in section 1, the following principles shall be respected: a) The remuneration policy will be established, applied and maintained in accordance with the activities, the risk profile, the objectives and interests, the financial stability and the long-term performance of the pension plans and funds managed as a whole, and will support their solid, prudent and effective management. b) The remuneration policy will be in line with the long-term interests of the the participants and beneficiaries of managed pension plans. c) The remuneration policy will include measures aimed at avoiding conflicts of interest. d) The remuneration policy will be consistent with adequate and effective risk management and will not encourage risk taking that is not in line with the risk profiles and regulations of the pension plans and funds. e) The remuneration policy will apply to the management entity and to outsourced service providers, unless the latter are covered by Directives 2009/65/EC, 2009/138/EC, 2011/61/EU, 2013/36/ EU and 2014/65/EU. f) The management entity will determine the general principles of the remuneration policy, which will be reviewed and updated at least every three years, and will be responsible for its application. g) The governance of remuneration and its supervision must be carried out in a clear, transparent and efficient manner. 4. the commissions of control of employment pension plans must establish and apply an adequate remuneration policy with respect to those who provide actuarial services and, where appropriate, the actuarial key function, and other providers of external services whose activities may affect significantly in the risk profile of pension plans and funds. Article 30. Key functions. 1. The managing entities of pension funds and, where appropriate, the control committees, must have the following key functions: a risk management function and an internal audit function and, where appropriate, an actuarial function, in the latter case when the managing entity provides actuarial services with respect to pension plans. Such entities should enable key function holders to carry out their duties effectively in an objective, fair and independent manner. The control commissions may expressly delegate the functions they decide to the managing entities. Page 41 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2. A single person or organizational unit may perform several key functions in the managing entity, with the exception of the internal audit function, which will be independent of other key functions. 3. The person or single organizational unit that performs a key function that affects a pension plan of the employment system may be the same that performs a similar key function in the promoting company or companies. In such a case, the plan control commission must adopt the appropriate measures to avoid or manage possible conflicts of interest between the promoter and the participants and beneficiaries that may arise from the exercise of said function. 4. The holders of a key function shall report any important conclusion or recommendation in the area of their responsibility to the administrative or management body of the managing entity and, where appropriate, to the control committees of the pension plans and funds. , which will determine the measures to be taken. 5. The holders of a key function will inform the General Directorate of Insurance and Pension Funds if the effective management or the control commissions of the pension plans and funds do not take adequate and timely corrective measures in the following cases: a) When the person or organizational unit that performs the key function has detected a substantial risk that the managing entity or the pension plans or funds do not comply with a legal requirement that may have significant repercussions on the interests of the participants and beneficiaries, and has reported it to the effective management or the control committees, or b) when the person or organizational unit that performs the key function has observed a serious breach of the legal, regulatory or administrative provisions applicable to the managing entity or to the pension plans and funds and their activities in the context of its key function and has informed of this to the effective management or the corresponding control committee. Article 30 bis. Risk management function. 1. The managing entities of pension funds, in a manner proportionate to their size and internal organization and to the size, nature, scale and complexity of their activities and of the managed pension funds, must have a function effective risk management. Said function will be structured in such a way as to facilitate the operation of a risk management system, for which the entity will adopt the information strategies, processes and procedures necessary to detect, measure, monitor, manage and notify the regulatory body on a regular basis. management and control committees the risks to which, at an individual and aggregate level, the managed pension plans and funds are or may be exposed, as well as their interdependencies. This risk management system will be effective and properly integrated into the organizational structure and in the decision-making process. 2. The risk management system will cover, in proportion to the size and internal organization of the entity and the size, nature, scale and complexity of its activities, the risks that may arise in pension plans and funds or in companies to which the entity's tasks or activities have been outsourced, at least in the following areas, where appropriate: a) The subscription and constitution of reserves. b) The management of assets and liabilities. c) Investment, in particular, in derivative instruments, securitizations and similar commitments. d) Liquidity and concentration risk management. e) Operational risk management. f) Insurance and other risk reduction techniques. g) The environmental, social and governance risks related to the investment portfolio and its management, in the terms established in its declaration of the principles of the investment policy. Page 42 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 3. When, in accordance with the conditions of the pension plan, the participants and beneficiaries assume risks, the risk management system will also take into account those risks from the perspective of the participants and beneficiaries. 4. In the event that the actuarial function has not been entrusted to the management entity, the person in charge of said function must provide the aforementioned entity with all the actuarial information necessary for the effective application of the pension fund risk management system. managed employment. Article 30 ter. Internal audit function. 1. The managing entities of pension funds, and, where appropriate, the control commissions, in a manner proportionate to their size and internal organization and to the size, nature, scale and complexity of their activities, must have an effective internal audit function. The internal audit function must have an assessment of the adequacy and effectiveness of the internal control system and other elements of the governance system, including, where appropriate, outsourced activities. 2. The internal audit function must be objective and independent of the operational functions and other key functions and will be carried out in accordance with the provisions of the regulations on pension plans and funds. 3. The conclusions and recommendations derived from the internal audit will be notified to the management body, which will determine what actions must be taken with respect to each one of them and will guarantee that said actions are carried out. 4. Annually, the management entity will prepare a report on the effectiveness of its internal control procedures, emphasizing the significant deficiencies detected, their implications and proposing, where appropriate, the measures considered appropriate for their correction. Said report shall be approved by the managing body's board of directors and sent to the General Directorate of Insurance and Pension Funds together with the annual accounts within the term established in article 19.1. Both the conclusions and recommendations of the internal audit and the report on the effectiveness of the internal control procedures must also be sent to the control committees of the managed pension funds. Article 30c. Actuarial function related to employment pension plans and actuarial services. 1. When a defined benefit or mixed employment pension plan covers biometric risks or guarantees, either the result of the investment or a certain level of benefits, and is not fully insured by third parties, an actuarial function must be established effective, in order to: a) Where appropriate, coordinate and supervise the calculation of technical provisions. b) Assess the adequacy of the underlying methods and models used to calculate the technical provisions and the hypotheses used for this purpose. c) Evaluate the sufficiency and quality of the data used in the calculation of technical provisions. d) Compare the hypotheses on which the calculation of technical provisions is based with experience. e) Inform the plan control committee and, where appropriate, the administrative or management body of the management entity on the reliability and adequacy of the calculation of technical provisions. f) To rule on the general subscription policy in the event that the subscription plan pensions have such a policy. g) Decide on the suitability of the insurance coverage in the event that the pension plan has a system of this type, and h) Contribute to the effective application of the risk management system. Biometric risks are understood as the risks that fall on people related to death, disability and survival. Page 43 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2. The actuarial services corresponding to pension plans must be carried out by people who have sufficient knowledge of actuarial and financial mathematics, in accordance with the nature, volume and complexity of the risks inherent in the development of the pension plan and who can prove the appropriate experience. in relation to applicable professional and other standards. The provision of such services may be carried out on their own behalf or on behalf of an entity providing such services in which they carry out their activity by virtue of an employment or commercial relationship. Insurance actuaries may perform, in any case, actuarial services corresponding to pension plans. 3. the control commissions of the plans will choose the providers of actuarial services for the ordinary development of the pension plan, which will include, where appropriate, the actuarial function provided for in paragraph 1. For the purposes of the provisions of the preceding paragraph, the plan control committee may appoint persons who act in their own name or who carry out their activity in an actuarial service provider entity. The managing entity or the depository or promoter of the fund or the promoter or insurer of the plan or any entity of the group of any of them may be providers of the actuarial services of the plan, as well as persons who, having an employment or commercial relationship with said entities, act for the plan on their own behalf. Where appropriate, the control commission will arbitrate the appropriate measures to avoid or manage conflicts of interest between the promoter and the participants and beneficiaries. The provisions of this section shall apply without prejudice to the provisions of article 9.5. Article 30 quinquies. Internal risk assessment in employment pension funds. 1. The managing entities of employment pension funds and, where appropriate, the control commissions, must carry out and document, in a proportionate way with the internal organization, as well as with the size, nature, scale and complexity of the activities of the managed employment fund or funds an internal risk assessment of each employment pension fund. Said internal risk assessment will be carried out on a regular basis at least every three years, and in any case immediately after significant changes occur in the risk profile of the fund or of the pension plans integrated in the pension fund. When there is a significant change in the risk profile of a specific pension plan, the risk assessment may be limited to that pension plan. 2. The content that the internal risk assessment must include will be determined by regulation. 3. The managing entities shall have methods to detect and assess the risks to which the pension funds they manage are or may be exposed in the short and long term and which could influence the fund's ability to meet its obligations. Those methods should be proportionate to the size, nature, scale and complexity of the risks inherent in their activities. The methods should be described in the risk assessment itself. 4. The internal evaluation of the risks will be taken into account in the strategic decisions of the employment pension fund. 5. The managing entities will communicate the results of each internal evaluation to the General Directorate of Insurance and Pension Funds and to the corresponding control commissions within a period of fifteen working days from its approval by the administrative body. Article 30 sexes. Outsourcing. 1. The managing entities of pension funds and the control commissions may entrust any activities, including key functions, in whole or in part, to service providers acting on behalf of the entity with the exceptions and conditions established by regulation. . Page 44 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2. The management entity and the control commission will continue to be fully responsible for compliance with the obligations derived from this Law and its implementing regulations when they outsource key functions or any other activity. 3. The outsourcing of key functions or any other activity may not be carried out in such a way that you can: a) Harm the quality of the government system. b) Unduly increase operational risk. c) Undermine the capacity of the competent authorities to verify that the obligations derived from the regulations are fulfilled. d) Undermine the continuous and satisfactory service to the participants and beneficiaries. 4. The managing entity must guarantee the proper functioning of the outsourced activities through the process of selecting a service provider and the permanent monitoring of the activities of said service provider. To this end, a person responsible for the outsourced function or activity must be designated within the entity, who has sufficient experience and knowledge to verify the performance of the service providers. 5. For the outsourcing of activities, including key functions, the managing entity must sign a written agreement with the service provider. Said agreement will be legally effective and will clearly define the rights and obligations of the management entity and the service provider, including the adoption of the necessary measures from the point of view of personal data protection regulations. In the event that the service provider is going to be in charge of processing personal data, the manager will choose a provider that offers sufficient guarantees to apply appropriate technical and organizational measures for this purpose. The agreement foreseen in the previous paragraph will include the content of article 28.3 of Regulation (EU) 2016/679, of the European Parliament and of the Council, of April 27, 2016, regarding the protection of natural persons with regard to the treatment of personal data and the free circulation of these data by which Directive 95/46/EC is repealed. 6. The managing entities of pension funds must communicate to the General Directorate of Insurance and Pension Funds and the corresponding control commissions the outsourcing of their activities. When the outsourcing refers to the key functions, the aforementioned communication will be made before the formalization of the corresponding outsourcing agreement. Within a month from the receipt of the aforementioned prior communication, the General Directorate of Insurance and Pension Funds may oppose the outsourcing by means of a reasoned resolution when any of the assumptions established in section 3 occurs. This resolution will be subject to appeal. appeal and administrative litigation. Likewise, the General Directorate of Insurance and Pension Funds and the corresponding control commission must be notified of any subsequent important changes in relation to the activities that may have been outsourced. Regulations may establish the terms and conditions of the communications provided for in this section, as well as the term or frequency of the communication to the General Directorate of Insurance and Pension Funds of outsourced activities that do not constitute key functions. 7. The General Directorate of Insurance and Pension Funds may request information about the key functions and any other activity that they outsource to the management entity and service providers and, where appropriate, to the control commissions at any time. Page 45 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION CHAPTER IX Administrative intervention measures Section 1 Revocation of the administrative authorization Article 31. Causes of revocation and its effects. 1. The Ministry of Economy will revoke the administrative authorization granted to the pension fund management entities in the following cases: a) If the management entity expressly renounces it. b) When the management entity has not commenced its activity within one year from registration in the Administrative Registry or ceases to exercise it during the same period of time or when the effective lack of activity is appreciated in the terms determined by regulation. c) When the management entity fails to meet any of the requirements established by this Law for the granting of administrative authorization or incurs cause for dissolution. d) When it has not been possible to comply, within the established period, with the measures foreseen in a plan reorganization or financing required of it under article 34. e) When the administrative sanction of revocation of the authorization has been imposed on the managing entity. 2. The Ministry of Economy will revoke the administrative authorization granted to the pension funds in the following cases: a) If the control commission of the fund expressly renounces it or, if there is no said commission, when so requested by the promoting entity of said fund. b) When the circumstances foreseen for the managing entities in paragraphs c) to e) of section 1 above. c) When a year elapses without integrating any pension plan or when it is appreciated the effective lack of activity in the terms determined by regulation. d) When a year elapses without the open pension fund channeling any investment from other pension funds or pension plans or integrating any pension plan, or when the effective lack of activity is appreciated in the terms determined by regulation. 3. When any of the causes for revocation provided for in paragraphs b), c) or d) of section 1 above concur, the Ministry of Economy, before agreeing the revocation of the administrative authorization, will be empowered to grant a term, which will not exceed six months, so that the management entity or the pension fund that have requested it proceed to correct it. 4. The revocation of the administrative authorization will determine, in all cases, the immediate prohibition of carrying out the activity of the managing entities and pension funds, as well as the dissolution and liquidation of the managing entity and the pension fund. pensions, except in the event of a change in the corporate purpose of the management entity in accordance with the provisions of section 6 of article 20 of this Law. Section 2 Administrative dissolution and intervention in the liquidation Article 32. Administrative dissolution and termination. 1. The dissolution of the managing entities and the pension funds or the termination of the pension plans will require the agreement of the General Meeting and of the control commissions, respectively. For these purposes, these bodies must hold the corresponding meeting within a period of two months from the concurrence of the cause of dissolution or termination, and any partner may in the case of managing entities, or Page 46 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION participant in the case of the pension fund or plan, request the aforementioned meeting if in his opinion there is legitimate cause for it. In the event that, with legal cause for the dissolution of the management entity or the pension fund or termination of the pension plan, the agreement is not adopted or it is contrary to the dissolution, the administrators of the management entity and the commissions of control of the fund or the pension plan will be obliged to request the administrative dissolution within ten calendar days from the date on which the competent body should have been convened to adopt the agreement, or from the date scheduled for its meeting, or finally from the day of the celebration of the same, when the dissolution agreement could not be reached or an agreement to the contrary is adopted. 2. Known by the Ministry of Economy the concurrence of a cause of dissolution of a management entity or a pension fund or a cause of termination of a pension plan as well as the non-compliance by the corresponding bodies of the provisions of the preceding number , will proceed to the administrative dissolution of the management entity or the pension fund or to the administrative termination of the pension plan. 3. The administrative procedure of dissolution or termination will be initiated ex officio or at the request of the administrators or the control commission and, after the allegations of the managing entity or the control commission, the Ministry of Economy will proceed to the dissolution or termination. administrative. The administrative dissolution or termination agreement will contain the revocation of the administrative authorization of the managing entity or the affected pension fund. Article 33. Intervention in the liquidation. In the liquidation, and until the cancellation of the registration in the Administrative Register, the The Ministry of Economy will retain all its management and supervision powers over the management entity, pension fund and pension plan and, in addition, may adopt the following measures: 1. Agree on the intervention of the liquidation to safeguard the interests of the participants, beneficiaries or third parties. Once the intervention has been decided, the actions of the liquidators will be subject to the control of the State Intervention in the terms defined in article 34. 2. Appoint liquidators, agreeing, where appropriate, the dismissal of those appointed, in the following cases: a) When liquidators have not been appointed within the fifteen days following the dissolution, or when the appointment within that period was without complying with the legal and statutory requirements. b) When the liquidators fail to comply with the rules established in this Law for the protection of the participants and beneficiaries, those that govern the liquidation, hinder the same, or it is delayed. Section 3. Special control measures Article 34. Special control measures. 1. The General Directorate of Insurance and Pension Funds may adopt the special control measures contained in this article when the managing entities or the pension plans or funds are in any of the following situations: 1st Regarding the managing entities when they attend: a) Accumulated losses in an amount greater than 25% of its share capital. b) Liquidity difficulties that have determined delay or default in their Payments. c) De facto situations, deduced from checks carried out by the Administration, that endanger its solvency, the interests of the promoting entities, participants or beneficiaries or the fulfillment of the obligations contracted, as well as the lack of adaptation of its accounting to the plan of accounting that is required of them or Page 47 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION accounting or administration irregularity in such terms that prevent or significantly hinder knowing the true financial situation of the management entity. d) Relevant deficiencies in the governance system or in the internal control system, which prevent the management of the activity and, in particular, the fulfillment of the obligations in terms of risk management, internal audit and, where appropriate, actuarial, or in the outsourcing of functions or activities. 2. Regarding pension plans and funds when they concur: a) Deficit greater than 5% in the calculation of the mathematical provisions or capitalization funds of the plans, which assume the coverage of a risk, integrated into the pension fund; or 20% in the calculation of other technical provisions. b) Deficit of more than 10% in the coverage of technical provisions of the plans embedded in the background. c) Insufficient solvency margin of pension plans. d) Liquidity difficulties that have determined delay or default in their Payments. e) De facto situations, deduced from checks carried out by the Administration, that endanger their solvency, the interests of the promoting entities, participants or beneficiaries of the pension plans or the fulfillment of the obligations contracted, as well as the lack of adequacy of their accounting to the accounting plan that is required of them or irregularity of the accounting or administration in such terms that prevent or significantly hinder knowing their true patrimonial situation. f) Insufficient minimum assets required of open pension funds to be able to operate as such. g) Failure to comply with an actuarial or financial rebalancing plan approved by the General Directorate of Insurance and Pension Funds or submitted to it, under the temporary regimes applicable at any time. h) Relevant deficiencies in the governance system or in the internal control system, which prevent the management of the activity and, in particular, the fulfillment of the obligations in terms of risk management, internal audit and, where appropriate, actuarial, or in the outsourcing of functions or activities. 2. Regardless of the administrative sanction that may be imposed, the special control measures, in accordance with the characteristics of the situation, may consist of: 1. Regarding the management entities, any of the measures that for insurance entities are regulated in articles 160 and 161 of Law 20/2015, of July 14, on organization, supervision and solvency of insurance entities and reinsurers, to the extent applicable to them, with the peculiarity that the reference made in said precepts to the suspension of contracting new insurance by the insurance company or the acceptance of reinsurance and the prohibition of extension of the contracts of insurance already concluded should be understood as the suspension of the management and administration of new pension funds by the managing entity. In addition, the measure may be adopted to suspend the management entity in its management functions of the pension fund or funds, in which case the fund's control commission must designate an entity to replace the previous one, prior authorization from the Directorate General for Insurance and Pension Funds, who may proceed to its appointment if it does not. 2. Regarding pension plans and funds, the measures regulated in articles 160 and 161 of Law 20/2015, of July 14, on the organization, supervision and solvency of insurance and reinsurance entities, may also be adopted, in the measure that are applicable to them, with the following peculiarities: that the financing or recovery plan must be approved by the control commission of the pension plan or pension fund, that the suspension of the contracting of new insurance or the acceptance of reinsurance and the prohibition of extension of insurance contracts already entered into is replaced by the measure of suspension of the integration of new pension plans or of new participants in pension plans, and that the references that Page 48 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION in said precepts, they are made to the insurance company or its management bodies, they must be understood to be made, respectively, to the pension plan or fund or, as the case may be, to the management entities or depositaries or to the control commissions of the fund or pension plans. pensions. 3rd Likewise, as a special control measure complementary to those contemplated in the previous numbers, the General Directorate of Insurance and Pension Funds may agree on the intervention of the managing entity and the pension fund or funds to guarantee their correct compliance in accordance with with the provisions of article 163 of Law 20/2015, of July 14, on the organization, supervision and solvency of insurance and reinsurance entities. 3. In everything else, the provisions of articles 164 and 165 of Law 20/2015, of July 14, on management entities and pension plans and funds will apply in terms of special control measures. , supervision and solvency of insurance and reinsurance entities on the administrative procedure for the adoption of special control measures and provisional substitution of the administrative bodies, but understanding references to the control commission or, where appropriate, to the managing entity. the administration bodies of the insurance company, when the measures to be adopted concern pension plans and funds. The judge who declares a pension fund manager or depositary bankrupt will proceed immediately to the notification of the resolution to the General Directorate of Insurance and Pension Funds. The latter may request information from the bankruptcy judges about the status and evolution of the bankruptcy proceedings that affect management entities and depositaries of pension funds. Section 4. Regime of infractions and sanctions Article 35. Administrative offenses. 1. The management entities and depositaries, the promoters of pension plans, the persons or entities to which functions have been transferred, the marketers of pension plans, the actuaries and the entities in which they carry out their activity, the liquidators, as well as those who hold administrative or management positions in the aforementioned entities, the people who exercise the key functions provided for in this law, the members of the promotion commission and the members of the commissions and subcommissions for the control of pension plans and funds, who violate rules of management and supervision of pension plans and funds, will incur administrative liability punishable in accordance with the provisions of the following article. Will be considered: a) Administration positions the administrators or members of the collegiate administrative bodies, of the control commissions and subcommissions and of the promotion commissions, and management positions, their general directors or similar, understood as those people who develop in the entity senior management functions reporting directly to its administrative body or to its executive committees or CEOs. b) Rules for organization and supervision of pension plans and funds, those included in this Law and in its implementing regulations and, in general, those that appear in general laws that contain precepts specifically referring to plans and pension funds or other entities and persons contemplated in this Law. 2. Infringements of regulations for the management and supervision of pension plans and funds are classified as very serious, serious and minor. 3. They will be considered very serious infractions: a) The exercise by the management entities of activities outside its legally determined exclusive purpose, unless it is of a merely occasional or isolated nature, as well as the acceptance of the marketing services of pension plans of Page 49 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION entities or persons other than those listed in section 1 of article 26 bis of this Law, or the acceptance of such services without the mandatory marketing agreement. b) The substitution of the management entities or depositaries without complying with the provisions of article 23 or without complying with the provisions of section 5 of article 11 of this Law. c) The defect in the solvency margin in an amount greater than 5 percent of the amount necessary to ensure compliance with potential obligations. In the cases in which the situation described in this letter derives from an actuarial review, only non-compliance with the established financing plan, or failure to formulate it within the established period, will be considered a violation. d) The defect in the calculation or the insufficiency of the investments for the coverage of the capitalization funds, mathematical provisions and other required technical provisions in accordance with the second paragraph of section 1 of article 8 in an amount greater than 10 percent. In the cases in which the insufficiency of the investments derives from an unforeseeable loss of aptitude of the investments that occurs after their realization or derives from an actuarial review, the only infringement will be understood as the breach of the financing or reorganization plan that is established. establish or the lack of formulation of it within the established term. e) The lack of the legally required accounting or keeping it with substantial anomalies that prevent or significantly hinder knowing the economic, patrimonial and financial situation of the managing entity or the pension fund, as well as the breach of the obligation to submit its annual accounts to audit of accounts in accordance with current legislation. f) The lack of the technical bases required by the financial and actuarial system of pension plans, as well as the lack of review of said financial and actuarial system required by section 5 of article 9. g) The investment in assets other than those authorized when it exceeds 3 percent of the assets of the fund, or the investment in authorized assets in a proportion greater than that established in article 16 or in regulatory provisions when the excess exceeds 50 percent of the legal or regulatory limits and is not transitory, as well as carrying out operations in breach of the general conditions imposed in article 17. h) Entrust the custody or deposit of securities and other financial assets to entities other than those provided for in article 21. i) Failure to comply with the specifications and technical bases of the pension plans or the rules of operation of the pension funds, unless they are of a merely occasional or isolated nature, as well as the performance of abusive practices that harm the right of the promoters, participants or beneficiaries. j) Failure to comply with the special control measures adopted by the Management General Insurance and Pension Funds in accordance with article 34 of this Law. k) The repeated breach of the agreements or resolutions issued by the Directorate General Insurance and Pension Funds. l) Failure to refer to the General Directorate of Insurance and Pension Funds any data or documents that must be supplied by the management entity, the pension plan or fund control commission, the depositary entity or the actuaries, either by submitting periodically, either through attention to individualized requirements directed by the aforementioned General Directorate in the exercise of its functions, or the lack of veracity in them, when this makes it difficult to assess their solvency. For the purposes of this paragraph, it will be understood that there is a lack of referral when it does not occur within the period granted for this purpose by the General Directorate of Insurance and Pension Funds when reminding in writing of the obligation of periodic presentation or reiterating the individualized requirement. m) The excuse, refusal or resistance to the inspection action, provided that there is an express and written request in this regard. n) The acceptance of contributions to a pension plan, in the name of the same participant, above the financial limit provided for in section 3 of article 5, unless said contributions correspond to the transfer of the rights consolidated by Page 50 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION alteration of affiliation to a pension plan or to the provisions of a rebalancing plan formulated in accordance with the transitional regime applicable at any given time. ñ) Failure to comply with the duty of information or supply insufficient, inaccurate or inadequate information to the control commissions, participants, beneficiaries and the general public, provided that, due to the number of affected parties or the importance of the information, such failure may considered to be particularly relevant. o) The falsity in the opinions and accounting, auditing, actuarial or information documents provided for in this Law. p) Non-compliance by the actuaries or the entities in which they carry out their activity with the obligation to carry out the actuarial review of a pension plan or the actuarial calculations or reports, contracted in firm, as well as the preparation of technical bases or the performance of calculations and reports in breach of the actuarial standards applicable to pension plans, when these conducts result in significant damage to the development or viability of the plan or to the interests of the promoters, participants or beneficiaries. q) The provision of pension plan marketing services by persons or entities other than those listed in section 1 of article 26 bis of this Law, or the provision of such services without the mandatory marketing agreement. r) Carrying out acts and operations prohibited by regulations governing the management and supervision of pension plans and funds established in provisions with the force of Law, or in breach of the requirements established therein, unless such conduct is of an occasional or isolated nature. . s) Present deficiencies in the governance system, especially in relation to risk management functions, internal audit function and, where appropriate, actuarial function, as well as in the outsourcing of functions or activities, when such deficiencies reduce the solvency or endanger the viability of the management entity or the pension plans and funds. t) The lack of substitution, in accordance with the provisions of article 28, of those in whom there are circumstances that imply non-compliance with the requirements of aptitude and honorability, as well as the lack of referral to the General Directorate of Insurance and Pension Funds of the information necessary for the evaluation of the requirements of honorability and aptitude, and its incomplete submission or the lack of veracity in the information submitted. 4. The following will be considered serious infractions: a) The merely occasional or isolated exercise by the managing entities of activities outside their legally determined exclusive purpose. b) The absence of communication, when this is mandatory, of the formalization, modification and transfer to another pension fund of the pension plans, of the composition and changes in the administrative bodies of the managing entities and in the control commissions and the appointment of actuaries to review the bases and actuarial calculations. c) The defect in the solvency margin in an amount less than 5 percent of the amount due in accordance with the third paragraph of section 1 of article 8. In the cases in which the situation described in this paragraph derives from an actuarial review, only non-compliance with the established financing plan, or the lack of formulation of the same within the established period, will be considered as an infraction. d) The defect in the calculation or the insufficiency of the investments for the coverage of the capitalization funds, mathematical provisions and other required technical provisions in accordance with the second paragraph of section 1 of article 8 in an amount greater than 5 percent, but less at 10 percent. In the cases in which the insufficiency of the investments derives from an unforeseeable loss of aptitude of the investments that occurs after their realization or derives from an actuarial review, the only infringement will be understood as the breach of the financing or reorganization plan that is established. established, or the lack of formulation of it within the established term. e) Non-compliance with current regulations on accounting for operations, formulation of balance sheets and profit and loss account, provided that it does not constitute a very serious infringement in accordance with paragraph e) of section 3 above, as well as the Page 51 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION related to the preparation of the financial statements that must be communicated to the General Directorate of Insurance and Pension Funds. f) The materialization in securities of the shares in the pension fund, contravening the prohibition established in article 10. g) Investment in unauthorized assets when it does not exceed 3 percent of the fund's assets, or investment in authorized assets in a proportion greater than that established in article 16 or in regulatory provisions, provided that the excess exceeds 20 percent but does not exceed 50 percent of the legal or regulatory limits and is not transitory. h) The contracting of asset management in contravention of the rules established issued in accordance with section 4 of article 20. i) The merely occasional or isolated non-compliance with the specifications and technical bases of the pension plans or the rules of operation of the pension funds, as well as the incorrect application of the specifications and technical bases of the pension plans to the detriment of the participants or beneficiaries. j) The issuance of debentures or recourse to credit by the managing entities. k) Merely occasional or isolated non-compliance with the agreements or resolutions issued by the General Directorate of Insurance and Pension Funds. l) Failure to refer to the General Directorate of Insurance and Pension Funds any data or documents that must be supplied either through periodic presentation, or through attention to individualized requirements directed by the aforementioned General Directorate in the exercise of its functions. , as well as the lack of veracity in them, unless this supposes the commission of a very serious infraction. For the purposes of this paragraph, it will be understood that there is a lack of referral when it does not occur within the period established in the regulations governing the periodic presentation or the period granted for this purpose when formulating the individualized request. m) The excuse, refusal or resistance to the inspection action when it does not constitute a very serious infraction. n) The application of management or deposit commissions in an amount greater than the agreed amount or the limits established by regulation or in the operating rules of the pension fund. ñ) Failure to comply with the duty of information or supply insufficient, inaccurate or inadequate information to the participants, beneficiaries or the general public, when the circumstances referred to in paragraph ñ) of section 3 of this article do not occur, as well as the carrying out any acts or operations in breach of the regulations governing advertising and the duty of information of pension plans and funds. o) Non-compliance by the depository entities with the obligations established in the article 21. p) The performance of acts or operations in breach of the rules issued on the form and conditions of contracting pension plans with the participants, unless they are merely occasional or isolated. q) Non-compliance by the actuaries or the entities in which they carry out their activity with the obligation to carry out the actuarial review of a pension plan or the actuarial calculations or reports, contracted in firm, as well as the preparation of technical bases or the performance of calculations and reports failing to comply with the actuarial regulations applicable to pension plans or the requirements established in section 5 of article 9 of this Law, when they should not be classified as very serious infractions. r) Repeated non-compliance with the terms and conditions provided for in the regulations regarding the forms of collection and recognition of the right to benefits, the mobilization of consolidated rights or their reimbursement in exceptional cases of liquidity. s) Minor infractions, when firm sanctions have been imposed for repeated minor infractions during the two years prior to their commission. t) Non-compliance by the management entity with the obligation established in section 3 of article 26 bis to ensure that the actions of the marketing persons or entities comply with the provisions of the marketing agreement and current legislation, except that is merely occasional or isolated. Page 52 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION u) Carrying out acts and operations prohibited by rules of organization and supervision of pension plans and funds established in regulatory provisions, or non-compliance with the requirements established therein, unless such conduct is of an occasional or isolated nature. v) Present deficiencies in the governance system, especially in relation to risk management functions, internal audit function, and, where appropriate, actuarial function, as well as in the outsourcing of functions or activities and provided that this does not constitute very serious offence. 5. The following will be considered minor infractions: a) The defect in the calculation or the insufficiency of investments for the coverage of the capitalization funds, mathematical provisions and other required technical provisions in accordance with the second paragraph of section 1 of article 8 in an amount less than 5 percent. In the cases in which the insufficiency of the investments derives from an unforeseeable loss of aptitude of the investments that occurs after their realization or derives from an actuarial review, the only infringement will be understood as the breach of the financing or reorganization plan that is established. established, or the lack of formulation of it within the established term. b) Excess investment over the coefficients established in article 16 or in regulatory provisions when it is transitory, or when not having such a character, it does not exceed 20 percent of the legal or regulatory limits. c) In general, non-compliance with mandatory precepts included in the rules of organization and supervision of pension plans and funds that do not constitute a serious or very serious infringement in accordance with the provisions of the two previous sections. d) Merely occasional or isolated non-compliance with the terms and conditions provided for in the regulations regarding the forms of collection and recognition of the right to benefits, the mobilization of consolidated rights or their reimbursement in exceptional cases of liquidity. Article 36. Administrative sanctions. 1. The entities and persons referred to in section 1 of article 35 of this Law, except for those mentioned in sections 2, 3 and 4 below, will be subject to the administrative sanctions provided for in articles 198, 199 and 200 of the Law. 20/2015, of July 14, on organization, supervision and solvency of insurance and reinsurance entities, although those of suspension of the effective administrative authorization will refer to the exercise of activity as manager or depositary of any pension fund or to the authorization to be a promoter of pension plans of the individual system. In the fine for a very serious infringement provided for in letter c) of article 198 of Law 20/2015, of July 14, on the organization, supervision and solvency of insurance and reinsurance entities, business volume shall be understood as contributions to pension plans for the last financial year closed prior to the commission of the infraction. For these purposes, the following contributions will be computed: in the case of management entities and depositaries, all contributions to the pension plans under their management and custody, respectively; in the case of promoters of plans other than the management entities and depositaries, all the contributions to the pension plans of which they are promoters; in the case of persons or entities to which functions have been delegated, all the contributions to the pension plans attached to the pension funds affected by that delegation; and in the case of liquidators other than management entities or depositaries, all the contributions to pension plans attached to the pension funds affected by the liquidation. 2. Expert actuaries and the entities in which they carry out their activity, for their actions in relation to pension plans and funds, will be sanctioned for the commission of very serious infractions with one of the following sanctions: prohibition of issuing their opinions in the matter for a period not exceeding ten years and not less than five or a fine for an amount from 150,253.02 euros to 300,506.05 euros. For the commission of serious infractions, one of the following sanctions will be imposed on actuaries: prohibition Page 53 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION to issue opinions on the matter in a period of up to five years or a fine for an amount from 30,050.61 euros to 150,253.02 euros. For the commission of minor infractions, the sanction of a fine will be imposed on the actuary, which may reach up to the amount of 30,050.61 euros. If the actuary acts on behalf of a company, the same sanctions will also apply to said company. 3. It will apply to the administration and management positions of the entities referred to in section 1 of article 35 of this Law, except those that carry out their activity in marketing entities, the liability regime that for the administration or management positions. management of insurance entities regulate articles 191, 202, 203 and 204 of Law 20/2015, of July 14, on the organization, supervision and solvency of insurance and reinsurance entities, although the disqualification to hold administrative or management positions referred to in letter a) of article 202 will be, depending on the case, in any management entity or depositary, in any entity in which the actuaries carry out their activity, or, finally, in any committee or subcommittee for control of the plans and pension funds. Likewise, the regime of articles 191, 202, 203 and 204 of Law 20/2015, of July 14, on organization, supervision and solvency of insurance and reinsurance entities will apply to the administration and management positions of the entities. promoters of pension plans, and those of entities in which functions of the manager or depositary have been delegated. In these cases, the disqualification will refer, depending on the case, to holding administrative and management positions in the aforementioned entities for the exercise of functions and powers related to pension plans and funds. 4. The administrative sanctions provided for in articles 56.1, letters b), c) and d) shall apply. 56.2 and 56.3 of Law 26/2006, on private insurance and reinsurance mediation, to marketing persons or entities, although the temporary suspension shall be understood to refer to the exercise of the activity of marketing pension plans. Likewise, the administrative sanctions provided for in articles 57.3, letters b) and c), and 57.4 of Law 26/2006, on mediation of private insurance and reinsurance, will apply to the administration and management positions of the marketing entities. In these cases, the temporary suspension will refer, depending on the case, to holding administrative and management positions in the aforementioned entities for the exercise of functions and powers related to pension plans and funds. The sanctions referred to in the preceding paragraphs will be imposed in the terms indicated in the aforementioned articles 56 and 57. 5. The non-observance by the participant of the contribution limit provided for in section 3 of article 5, unless the excess of such limit is withdrawn before June 30 of the following year, will be sanctioned with a fine equivalent to 50 percent of said excess, without prejudice to the immediate withdrawal of said excess from the corresponding pension plan or plans. Said sanction will be imposed, in any case, on whoever makes the contribution, whether or not they are a participant, although the participant will be exonerated when it has been made without their knowledge. 6. For the purposes of exercising the sanctioning power referred to in this article and the previous one, the regulations contained in articles 197, 201 and 205 to 213, both inclusive, of Law 20/2015, of 14 December, shall apply. July. For the purposes of the provisions of article 206 of the aforementioned law, the sanctions will be published once they are enforced, indicating the type and class of the infraction and the identity of the offender. However, the General Directorate of Insurance and Pension Funds may agree to defer the publication of sanctions, not publish them or publish them anonymously, if it considers that the publication of the identity of legal entities or the identity or personal data of natural persons is disproportionate, after an assessment in each case of the proportionality of the publication of such data, or if the latter endangers the stability of the financial markets or an investigation in grade. When the offender is a credit institution or entity or person to whom functions have been transferred or who exercises as a marketer of pension plans, or administrative and management positions of the aforementioned, for the imposition of the sanction it will be Page 54 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION The report of the entity or administrative body to which, where appropriate, corresponds the control and supervision of said entities or persons is mandatory. 7. Persons or entities, as well as those who in fact or in law hold administrative or management positions in them, who carry out the activity of pension funds or pension fund management entities without the mandatory administrative authorization or that use the denominations «pension plan», «pension fund», «pension fund management entity» or «pension fund depositary entity», without being so, will be sanctioned in accordance with the provisions of article 208 of Law 20/2015, of July 14, on the organization, supervision and solvency of insurance and reinsurance entities. CHAPTER X Cross-border activity of employment pension funds Section 1. General provisions on cross-border activity of employment pension funds Article 37. Definitions. For the purposes of the provisions of this Chapter, it shall be understood as: a) Employment pension fund: any institution authorized or registered as such by a competent authority of a Member State under Directive (EU) 2016/2341 of the European Parliament and of the Council, of December 14, 2016, regarding the activities and supervision of employment pension funds. In the case of Spain, employment pension funds will be those regulated in Chapter IV of this Law intended for the development of employment pension plans. b) Pension plan: for the purposes of the provisions of this Chapter, pension plan shall be understood as any agreement that takes the form of a contract, constitutive act or regulation that defines or provides for retirement benefits and, where appropriate, complementary benefits. , as well as the conditions for obtaining it. For the instrumentation of commitments for pensions subject to Spanish social and labor legislation, pension plans will be the pension plans of the employment system regulated in Chapters I to III of this Law. c) Promoter company: any company or entity, natural or legal person that acts as an employer or self-employed worker or in combination of both and that offers a pension plan or makes contributions to an employment pension fund. d) Competent authorities: the national authorities designated to perform the functions provided for in this Chapter. e) Member State of origin: the Member State where the employment pension fund has its registered office which will coincide with its main administration, or, if it does not have a registered office, where it has its main administration, and which is authorized or registered by the national authority of that Member State. f) Host Member State: the Member State whose social and labor legislation in the field of employment pension plans is applicable to the relationship between the promoting company and the participants or beneficiaries. g) Cross-border activity: the management of a pension plan when the relationship between the promoting company and the affected participants and beneficiaries is governed by the relevant social and labor legislation in the field of employment pension plans of a Member State other than the Member State of origin. Page 55 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Article 38. General aspects of the cross-border activity of the employment pension funds of the Member States. 1. Under the provisions of Directive (EU) 2016/2341 of the European Parliament and of the Council, of December 14, 2016, and in accordance with the provisions of this chapter, the employment pension funds authorized and registered in Spain may integrate employment pension plans subject to the social and labor legislation of other Member States. Also, under the aforementioned directive and in accordance with the provisions of this chapter, employment pension funds authorized or registered in other Member States may integrate employment pension plans subject to Spanish social and labor legislation. 2. Carrying out the cross-border activity will require the pension fund to be authorized by the competent authority of the Member State of the pension fund. The integration of each plan in the corresponding employment pension fund will require, previously, completing the communication procedures between the pension fund and the supervisory authorities of the home and host Member States referred to in the articles 40 and 44. 3. The cross-border activity of the employment pension funds will be carried out in compliance with the social and labor legislation of each host Member State relating to the organization of pension systems, including in matters of compulsory affiliation, and the provisions resulting from collective bargaining, under which the pension plan must be developed. 4. The regulations on investments of pension funds will be applicable established in the legislation of the Member State of origin of the pension fund. 5. The employment pension funds that carry out cross-border activities, with respect to the participants and beneficiaries, will be subject to the information obligations imposed by the authorities and the legislation of the Member States of host to the pension funds authorized in their territory. dictated as a transposition to its internal regulations of the provisions of Directive (EU) 2016/2341 of the European Parliament and of the Council, of December 14, 2016. 6. The Minister of Economy and Finance may dictate, after hearing the Consultative Board of Insurance and Pension Funds, more detailed rules for the application of the provisions of sections 4 and 5 of this article, in development of these. Section 2. Activity of Spanish employment pension funds in other Member States Article 39. Scope and authorization for cross-border activity of employment pension funds domiciled in Spain. 1. The scope of action of an employment pension fund domiciled in Spain may include cross- border activity if its operating rules expressly provide for it and these are duly authorized by the General Directorate of Insurance and Pension Funds of the Ministry of Economy and Finance and registered in the Mercantile Registry and in the special administrative registry of pension funds in accordance with the procedure provided for in article 11. 2. The cross-border activity of employment pension funds domiciled in Spain will aim to develop pension plans promoted by companies established in the territory of other Member States, whose social and labor legislation is applicable to the relationship between the company and workers, excluding: a) The mandatory Social Security pension systems according to Regulations (EC) No. 883/2004 and (EC) No. 987/2009 of the European Parliament and of the Council, as well as the substitute regimes of the Security systems Social. b) Pay-as-you-go systems, as well as those in which employees do not have legal rights to benefits and in which companies have the right to redeem assets at any time and do not necessarily have to meet their obligations to pay retirement benefits . Page 56 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION c) The internal fund management operations of the companies. d) The pension systems applicable to self-employed workers. However, the Spanish employment pension funds may accept pension plans promoted by individual employers for their workers established in other Member States, in which the employer also makes his own contributions, and by cooperative and labor companies or similar companies from other Member States. members in the interest of their worker or work partners, in analogy with the provisions of article 4.1.a). e) Non-monetary benefits. Article 40. Integration in an authorized and registered employment pension fund in Spain of employment pension plans subject to the social and labor legislation of other Member States. 1. The integration into an authorized and registered pension fund in Spain of an employment pension plan promoted by one or more companies subject to the social and labor legislation of another Member State, will require the following prior communications: a) The managing body of the fund must notify the General Directorate of Insurance and Pension Funds of the intention to integrate the pension plan. Said communication must include, at least, information identifying the host Member State, the name of the promoting company or companies and the address of its main administration, as well as the main characteristics of the pension plan. b) Within a maximum period of three months from the receipt of the information indicated in letter a), the General Directorate of Insurance and Pension Funds will communicate it to the competent authority of the host Member State and will inform the manager of said communication. of the pension fund. The General Directorate of Insurance and Pension Funds may agree not to make the aforementioned communication to the authority of the host Member State, by means of a reasoned resolution that determines that the administrative structure, the financial situation of the fund or the reputation or professional qualification or experience of the people who direct the management entity, are not compatible with the proposed cross-border activity or that reveal any of the circumstances provided for in this Law as causes for revocation of administrative authorizations, dissolution or adoption of special control measures. Said reasoned resolution must be issued and notified to the management entity of the pension fund within the indicated period of three months. This resolution, which does not exhaust the administrative route, will be subject to an appeal and a contentious-administrative appeal. c) The host Member State, within a period of six weeks from receipt of the communication provided for in letter b), shall inform the General Directorate of Insurance and Pension Funds about: 1. The provisions of its social and labor legislation in accordance with which the pension plan must be managed. 2nd obligations in terms of information to the participants and beneficiaries required of the pension funds authorized in the host Member State, in accordance with the provisions of article 38.5. The General Directorate of Insurance and Pension Funds will transfer said information to the managing entity of the pension fund. 2. As soon as the management entity receives the information indicated in section 1.c), or once the six-week period provided for in said letter c) has elapsed without having received any communication from the General Directorate of Insurance and Pension Funds, the integration of the pension plan in the fund may be carried out by means of an express admission agreement adopted by the fund's control commission or, failing this, by the managing entity. 3. Once the integration of the pension plan in the fund has been completed, the manager must communicate it to the General Directorate of Insurance and Pension Funds within a period of 10 business days from the adoption of the admission agreement, and will include at least: a) A certification of the admission agreement. Page 57 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION b) The name and address of the promoter company or companies. c) The general conditions and, where appropriate, the technical basis of the plan, drafted or translated into Spanish. In the administrative register of pension funds, the employment pension plans subject to the social and labor legislation of other Member States and attached to the registered pension funds will be recorded. 4. When the labor relations of a promoter company or group of promoter companies are subject to different national legislations to the extent that they have workers in different Member States who are likely to join the pension fund, for the purposes provided for in this article, as many pension schemes as host Member States. However, a single plan comprising different sub-plans, corresponding to the different host Member States, may be considered if the competent authorities of these do not object to this. Notwithstanding the foregoing, different pension plans may be identified for groups of workers of a company, subject to the social and labor legislation of the same Member State, attached to a pension fund or to different pension funds. In any case, workers whose labor relations are subject to Spanish legislation must be included in an employment pension plan regulated in chapters I to III. 5. The person in charge of the Ministry of Economic Affairs and Digital Transformation, after hearing the Consultative Board of Insurance and Pension Funds, may issue more detailed regulations regarding the registration and communications procedures regulated in this article. Article 41. Development of employment pension plans subject to the social and labor legislation of other Member States attached to pension funds authorized and registered in Spain. 1. The regime of contributions, contingencies, benefits, mobility and liquidity of the consolidated and economic rights of the pension plans subject to the legislation of other Member States will be established in their specifications in accordance with the provisions of their national legislation and in agreements between companies and workers. The limits of section 3 of article 5 established for pension plans subject to Spanish legislation will not be applicable to the contributions, without prejudice to the limits on contributions, benefits or accrued rights that, where appropriate, are established by the applicable national legislation. to plan. 2. The pension plan must be adjusted to financial and actuarial systems of individual capitalization and, to the extent that it assumes biometric risks and/or the result of the investment or a certain level of benefits is guaranteed, its operation must be adapted to technical bases. and establish sufficient technical provisions. The technical bases and actuarial calculations and, in particular, the calculation of provisions techniques must be performed by an actuary. In any case, the actuarial methods, interest rates, demographic tables and other hypotheses used must be appropriate to the criteria established in the matter by the Spanish regulations on pension plans and funds contained in the implementing regulations of this Law. The biometric tables will be used taking into consideration the characteristics of the group of participants and the pension plan and the changes that may occur in the pertinent risks. Likewise, the provisions of the Spanish regulations on the solvency margin of pension plans contained in the implementing regulations of this Law shall apply. The solvency margin requirements will be applicable to each pension plan attached to the fund. Each plan must maintain its own resources in addition to the technical provisions, which make up the solvency margin, attributable exclusively to its position account and its participants and beneficiaries. The financial and actuarial system of each pension plan must be reviewed in the terms established in section 5 of article 9 of this Law and in the regulations that develop it. Page 58 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 3. The employment pension plans subject to the social and labor legislation of other Member States attached to Spanish funds will not need to set up the control committee of the plan regulated in article 7, without prejudice, where appropriate, to the bodies or instances of representation or participation of companies and workers, established by virtue of an agreement or in accordance with the uses or the legislation of the host Member State, for the supervision of the operation of the plan and the relations with the managing entity and, through it, with the competent Spanish authority. 4. the obligations of the managing entity in terms of information to the participants and beneficiaries of the pension plans referred to in this section will be those imposed by the authorities and the legislation of the host Member State to authorized employment pension funds in its territory, issued as a transposition to its internal regulations of the provisions of Title IV of Directive (EU) 2016/2341 of the European Parliament and of the Council, of December 14, 2016. The information referred to must be available in an official language of the host Member State. 5. The pension plan will maintain a position account in the employment pension fund. The rules and limits on investments and management and deposit commissions contained in this Law and in its implementing regulations applicable to pension funds authorized and registered in Spain will apply. The assets of the pension fund will not be liable for the debts of the promoters of the plans. 6. The pension plan position account may be mobilized to another authorized employment pension fund in any Member State, for which purpose the cross-border transfer procedure regulated in article 50 shall apply. 7. The managing entity of the pension fund must notify the General Directorate of Insurance and Pension Funds of the termination of the pension plans referred to in this article, it will report on the process of liquidation and transfer of assets and liabilities of the plan to another financial or similar institution in accordance with the provisions of the legislation of the host State and must provide the participants and beneficiaries, or their representatives, with a general description of the procedure. The causes of termination provided for in article 5.4.c) and d) shall apply to the pension plans referred to in this article, without prejudice to other causes of termination established in their specifications or in the national legislation applicable to the plan. In the liquidation of the plan, the destination of the consolidated rights of the participants and economic rights of the beneficiaries will be adjusted to the provisions of the corresponding agreements, in the specifications of the plan or in the national legislation applicable to the plan. The absence of activity, participants, beneficiaries and resources in a pension plan subject to the legislation of another Member State, for a period of more than one year, will be cause for withdrawal from the plan in the Administrative Register of pension funds. Article 42. Control and administrative supervision of the pension plans of companies from other Member States attached to pension funds domiciled in Spain. 1. It corresponds to the Ministry of Economy and Finance, through the General Directorate of Insurance and Pension Funds and its Inspection Services, the control and supervision of the development of company pension plans subject to the social and labor legislation of others. Member States, attached to pension funds domiciled in Spain. The provisions of Chapter IX of this Law will be equally applicable in the event that the pension funds subject to the competence of the Spanish authority integrate pension plans promoted by companies from other Member States; in such case, those made to the pension plan or plans will be understood to be those made to said plans. 2. The revocation of the administrative authorization of a pension fund under the terms of article 31 entails the revocation of the authorization for cross-border activity. Page 59 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 3. When any of the circumstances provided for in article 34 for the adoption of special control measures concur, the General Directorate of Insurance and Pension Funds may prohibit or restrict the cross-border activity of a pension fund, as well as require strict separation of assets and liabilities. 4. The authority of the host Member State shall retain the power to supervise compliance with the social and labor legislation applicable to the pension plan and the information obligations referred to in section 4 of article 41. The General Directorate of Insurance and Pension Funds will collaborate with the authority of the host Member State for the adoption of the measures that are necessary to put an end to the irregularities that are revealed in the aforementioned aspects. The breaches of the social and labor legislation and of the information obligations, for which the persons and entities referred to in section 1 of article 35 and section 5 of article 24 are responsible, will constitute an infraction of the rules of organization and supervision of pension plans and funds, punishable in accordance with the provisions of Section 4 of Chapter IX, and may lead to the adoption of special control measures provided for in article 34, as well as the prohibition or restriction of the cross-border activity of the pension fund. If, despite the measures adopted, these irregularities persist, the authorities of the host Member State, after informing the General Directorate of Insurance and Pension Funds, may adopt those they deem appropriate to prevent or penalize future irregularities, including the possibility that the pension fund integrates and develops the plan of the promoting company. Section 3. Activity in Spain of employment pension funds domiciled in other Member States Article 43. Instrumentation of commitments for pensions subject to Spanish legislation through employment pension funds authorized in other Member States. 1. In order to comply with the provisions of the first additional provision of this law, the commitments for pensions assumed by the companies with their personnel subject to said provision may be implemented through pension plans of the employment system of those regulated in the Chapters I to III, assigned to employment pension funds domiciled in Spain or to employment pension funds domiciled in other Member States authorized for cross-border activity in accordance with Directive (EU) 2016/2341 of the European Parliament and of the Council, of 14 December 2016 and in accordance with the provisions of this section. For the instrumentation of commitments for pensions derived from employment relationships subject to Spanish legislation, affiliation to employment pension funds authorized in other Member States will require the promotion and formalization of an employment pension plan of those regulated in chapters I to III, taking into account the provisions of this section. 2. The development of employment pension plans subject to Spanish legislation, through pension funds domiciled in other Member States, will be carried out in compliance with the provisions of Spanish social and labor legislation and, where appropriate, the provisions resulting from collective bargaining applicable to the pension plan. For this purpose, the following provisions contained in this Law will be considered provisions of Spanish social and labor legislation: 1st the first additional provision on protection of pension commitments with workers. 2nd article 4.2 on modalities of pension plans. 3rd Article 5.1 on basic principles of pension plans: non-discrimination, individual capitalization, irrevocability of the promoter's contributions, attribution of consolidated rights to the participants and economic rights to the beneficiaries and compulsory integration in a pension fund of contributions to integrated plans, considering, in this case, an employment pension fund authorized in another Member State authorized to operate in Spain in accordance with Directive (EU) Page 60 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2016/2341 of the European Parliament and of the Council, of December 14, 2016 and the provisions of this section. 4th Article 5.3 on limitation of the amount of contributions to pension plans. 5th Article 5.4 on causes of termination of pension plans and liquidation of pension plans. 6th Article 6 on the content of the specifications, which will include the technical basis as an annex, where appropriate. 7th Articles 9 and 7 in relation to the promoter commission and the control commission of the plan for the promotion and control and supervision of the operation of the plan. 8th Article 8 on contingencies that may be covered and form of benefits; quantification, mobility and exceptional assumptions of liquidity and early disposal of consolidated rights, as well as the fourth, sixth and seventh additional provisions, and section 1 of the seventh transitional provision. Likewise, in the development of the pension plan, the provisions regulations that develop the aforementioned provisions. Article 44. Integration of employment pension plans subject to Spanish social and labor legislation in authorized employment pension funds in other Member States. 1. The company or companies promoting the employment pension plan, capable of being integrated into a pension fund domiciled in another Member State, will urge the constitution of the promoter commission of the plan regulated in this Law. The promoter committee will approve the pension plan project in accordance with the foreseen in article 9 and will request the integration of the plan in the pension fund. 2. Prior to the integration of the pension plan in the pension fund authorized in another Member State, the communications procedure provided for in this section between the pension fund and the authorities of the Member State of origin of the fund and of the Spain as a host State. In order to initiate the procedure, the pension fund must notify its competent national authority of the intention to integrate the plan. Said notification shall include information that, at a minimum, identifies Spain as the host Member State, the promoter company or companies and the address of their main administration and the main characteristics of the plan. The information must also include the identification of the representative of the pension fund in Spanish territory referred to in article 46. Once the competent authority of the Member State of origin of the fund transfers the information referred to in the previous paragraph to the General Directorate of Insurance and Pension Funds in accordance with the provisions of article 11.3 of Directive (EU) 2016/2341 of the European Parliament and of the Council, of December 14, 2016, said General Directorate of Insurance and Pension Funds, within a period of six weeks from the receipt of the information, will inform the competent authority of the pension fund about: a) The provisions of Spanish social and labor legislation pursuant to which The pension plan must be developed, referred to in article 43.2. b) The rules on information to the participants and beneficiaries of the employment pension plans required of the pension funds authorized and registered in Spain by this Law and its implementing regulations, in accordance with the provisions of article 38.5. The pension plan may be integrated into the pension fund once the competent authority of the State of origin of the pension fund transfers to it the previous information issued by the General Directorate of Insurance and Pension Funds, or after the term before quoted for six weeks without the pension fund having received any communication. 3. Within a period of one month from the effective integration of the pension plan in the pension fund, the promoter commission of the plan must communicate the Page 61 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION integration to the General Directorate of Insurance and Pension Funds, which will be accompanied by an accreditation of that and a copy of the specifications and the technical base, in its case. Once the integration has been completed, the plan's control committee must be constituted within the term stipulated by regulation for pension plans attached to pension funds domiciled in Spain. 4. In the event that, in accordance with the provisions of article 10.2 of this Law and in its regulatory development, the same pension plan is intended to be assigned to several pension funds of different Member States, the integration in the different funds will be may be carried out once all the communications procedures provided for in section 2 above between the pension funds and the competent authorities of the different Member States of origin and the Spanish authorities have been completed. 5. An employment pension plan subject to Spanish legislation, attached to a pension fund authorized in Spain, may be mobilized to an employment pension fund authorized in another Member State by transferring its position account to it, for which purpose it will be The cross- border transfer procedure regulated in article 50 applies. 6. The Minister of Economy and Finance, after hearing the Consultative Board of Insurance and Pension Funds, may dictate more detailed rules regarding the communications procedures regulated in this article, as well as the registrations in the Registry provided for in article Next. Article 45. Development of employment pension plans subject to Spanish social and labor legislation attached to employment pension funds authorized in other Member States. 1. The operation and execution of the pension plan attached to a pension fund domiciled in another Member State will be supervised by the plan control commission, whose composition and operation will be adjusted to the provisions of article 7 of this Law and in its development regulations. The plan's control committee will ensure the adequacy of the specifications and the development of the plan to the provisions of the Spanish social and labor legislation. 2. The regime of contributions, contingencies, benefits, mobility and liquidity of the consolidated and economic rights of employment pension plans subject to Spanish legislation, attached to pension funds domiciled in other Member States, will be the one provided for in the specifications of the plan in accordance with the provisions on the matter contained in this Law and in its implementing regulations applicable to employment pension plans, including the rules on contribution limits established in article 5.3. 3. The technical bases and the actuarial calculations corresponding to the pension plan and, in particular, the calculation of technical provisions must be carried out by an actuary or, if the legislation of the State of the pension fund allows it, by another expert professional in the field, as an auditor, qualified in accordance with the regulations of said State. The actuarial methods, interest rates, demographic tables and other hypotheses used must be appropriate to the criteria established in the matter by the regulations of the Member State of the pension fund. In any case, financial and actuarial methods of individual capitalization must be used. The requirements and provisions relating to the solvency margin shall be those established in the legislation of the Member State of the pension fund. The review of the financial and actuarial system will be carried out, where appropriate, in accordance with the provided for in the regulations of the State of the pension fund. 4. The regulations on investments of pension funds will be applicable established in the legislation of the Member State of origin of the pension fund. 5. In terms of rights and obligations of information to the participants and beneficiaries of pension plans subject to Spanish legislation, attached to pension funds authorized in other Member States, the regime established in this Law and in its development will apply. regulations on information rights and obligations in employment pension plans. This information must be available, at least, in Spanish. Page 62 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION The control commission of the plan will ensure that the administrators or managers of the pension fund adequately comply with the information regime. 6. An employment pension plan subject to Spanish legislation, attached to an authorized employment pension fund in another Member State, may be mobilized to another authorized employment pension fund in any Member State for which purpose the procedure of cross-border transfers regulated in article 12 of Directive (EU) 2016/2341 of the European Parliament and of the Council, of December 14, 2016, and section 4 of this chapter. 7. The termination and liquidation of the pension plan must be communicated by the control commission to the General Directorate of Insurance and Pension Funds. The provisions of article 5.4 shall apply to the termination and liquidation of pension plans subject to Spanish legislation attached to pension funds of other Member States. The consolidated rights of the participants and, where appropriate, the economic rights derived from the benefits caused will be integrated into other pension plans subject to Spanish legislation. The integration of rights in plans promoted by companies for workers, subject to the legislation of other Member States, will be admissible to the extent expressly provided for by community regulations or bilateral or multilateral treaties. 8. The General Directorate of Insurance and Pension Funds will keep a Register of pension funds from other Member States operating in Spain, which will include the representatives referred to in article 46 and the employment pension plans submitted to Spanish regulations attached to said funds. The plan's control commission must communicate to the General Directorate of Insurance and Pension Funds the modifications of the specifications of the plan and the changes that occur in the composition of said commission. Article 46. Representatives in Spain of the employment pension funds of other Member States. Pension funds domiciled in other Member States that intend to develop employment pension plans in Spain subject to Spanish legislation will be required to appoint a representative, a natural person with habitual residence in Spain or legal person established therein, with the following powers: a) Attend to the claims presented by the control commissions, participants and beneficiaries of the plans subject to Spanish legislation attached to the fund. To this end, you must have sufficient powers to represent the pension fund, including ordering the payment of benefits. b) Represent the pension fund before the Spanish judicial and administrative authorities in all matters concerning the development of the plans and the activities of the fund in Spain. The Minister of Economy and Competitiveness may dictate detailed rules regarding the content, form and terms of the obligations provided for in this article. Article 47. Supervision of compliance with Spanish social and labor legislation in terms of employment pension plans attached to pension funds authorized in other Member States. 1. The Ministry of Economy and Finance, through the General Directorate of Insurance and Pension Funds, as the authority of the host Member State, is responsible for supervising compliance with Spanish social and labor legislation applicable to the pension plan and compliance of the obligations of information to participants and beneficiaries referred to in article 45.5. In the exercise of the supervisory function, said General Directorate may request individualized information from the control commissions, and the Minister of Economy and The Treasury may establish periodic information systems of a statistical and financial nature, which must be submitted to the General Directorate of Insurance and Insurance Funds. Page 63 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Pensions by the pension funds of other Member States that operate in Spain, for the adequate control of their activities. 2. The Ministry of Economic Affairs and Digital Transformation will inform the authorities of the Member States of origin about any significant change in the provisions of the Spanish social and labor legislation relevant to pension plans, to the extent that it affects the management of pension plans attached to pension funds authorized in other Member States, as well as changes in the rules regarding information obligations to participants and beneficiaries. 3. In the event that the supervision reveals irregularities, the Ministry of Economy and Finance will inform the authorities of the Member State of origin, to coordinate actions so that said authorities adopt the necessary measures to correct the irregularities. If despite the measures adopted by the State authorities of the pension fund, or due to the absence of adequate measures, non-compliance with Spanish social and labor legislation persists, the Ministry of Economy and Finance may adopt measures to prevent or penalize such irregularities, including preventing the pension fund from integrating and developing the pension plan of the promoting company. 4. The General Directorate of Insurance and Pension Funds may require the plan control commission or the promoter to adapt the pension plan to the provisions considered applicable social and labor legislation. Failure to comply with this requirement will constitute an administrative infringement of the rules of organization and supervision of pension plans punishable in accordance with the provisions of Section 4 of Chapter IX. Non-compliance by the control commissions with the communication obligations to the General Directorate of Insurance and Pension Funds provided for in this Section will constitute an administrative infraction of the rules of organization and supervision of pension plans and funds, punishable in accordance with the provisions of Section 4 of Chapter IX. Non-observance of the contribution limits to pension plans established in This Law will be punishable in accordance with the provisions of article 36.4. 5. The control commissions and the participants and beneficiaries may make their claims regarding the operation of the pension plans or funds before the General Directorate of Insurance and Pension Funds or before the authorities of the Member State of origin, without prejudice to the collaboration between both authorities in order to adopt measures aimed at correcting any irregularities that become apparent. Article 48. Collaboration between authorities in the lock of assets of pension funds domiciled in other Member States. At the request of the supervisory authority of a pension fund domiciled in another Member State, the Bank of Spain or the National Securities Market Commission will require depositories established in Spain to lock assets held in their custody, registration or deposit , belonging to the pension fund. Section 4 Cross-border transfers Article 49. General aspects of cross-border transfers of employment pension plans between employment pension funds of the Member States. 1. An authorized or registered employment pension fund in a Member State may transfer all or part of the obligations, technical provisions and other obligations and rights of an employment pension plan attached to it, as well as the assets that correspond or its equivalent in cash, to a receiving employment pension fund authorized or registered in another Member State. The partial cross-border transfer of an employment pension plan subject to Spanish social and labor legislation may be carried out in application of the criteria established by regulation for the assignment of an employment pension plan to several pension funds, in joint promotion plans. on the occasion of the separation of promoting entities or when there is a division of the plan into two or more plans as a result of corporate operations. Page 64 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2. The costs of the transfer will not be borne by the rest of the participants and beneficiaries of the transferring employment pension fund or the participants and beneficiaries of the receiving employment pension fund. 3. The transfer will be subject to the prior approval of a majority of the participants and a majority of the affected beneficiaries, or, if applicable, of a majority of their representatives and, in addition, where appropriate, will require the approval of the promoting company, in accordance with the provisions of the applicable national legislation. The transferring employment pension fund will make the information on the conditions of the transfer available to the interested participants and beneficiaries and, if applicable, to their representatives, with sufficient time before the application for authorization of the transfer is submitted by the competent authority of the Member State of origin of the receiving fund provided for in articles 50 and 51. Said information shall include that relating to the transfer of personal data of the affected participants and beneficiaries and to the new data controller. 4. In the case of an employment pension plan subject to Spanish social and labor legislation, the aforementioned prior approval must be granted by means of the agreement of the control commission of the pension plan with the majority stipulated in the specifications of the same for the changes of manager or depository and of mobilization of the plan to another fund, must include, at least, the favorable vote of half of the representatives of the participants. For this purpose, the members of the pension plan control committee that jointly represent participants and beneficiaries will be computed as representatives of participants. 5. In the event of disagreement on the procedure or content of an action or inaction of the competent authority of the Member State of origin of the transferring or receiving employment pension fund, including the decision to authorize or deny a cross-border transfer, the European Insurance and Retirement Pensions (AESPJ) may undertake non-binding mediation in accordance with article 31, second paragraph, letter c), of Regulation (EU) No 1094/2010, at the request of one of the competent authorities or on its own initiative . Article 50. Cross-border transfer from an employment pension fund authorized and registered in Spain to another employment pension fund authorized or registered in another Member State. 1. The cross-border transfer of an employment pension plan from a transferring employment pension fund authorized and registered in Spain must be previously authorized by the competent authority of the Member State of origin of the receiving employment pension fund, after having obtained before the authorization of the General Directorate of Insurance and Pension Funds. The transfer authorization request must be submitted by the receiving pension fund to the competent authority of its Member State of origin. 2. The transfer authorization request referred to in section 1 must contain the following information: a) The written agreement between the transferring and receiving employment pension funds setting out the conditions of the transfer, which will require the prior approval of the control commission of the transferring pension fund and will be signed on its behalf by the managing entities and depository thereof. b) A description of the main characteristics of the affected pension plan. c) A description of the obligations or technical provisions to be transferred, and other obligations and rights, as well as the corresponding assets or their cash equivalent. d) Identification of the transferring and receiving pension funds, indicating their name and the address of their main administrations and, where appropriate, of the entities that exercise their administration, as well as the name of the Member State in which each pension fund of employment is registered or authorized. e) Identification of the entity promoting the plan, indicating its name and the domicile of its main administration. f) Proof of prior approval referred to in article 49.3. Page 65 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION g) When applicable, the name of the Member State whose social and labor legislation is applicable to the pension plan in question. 3. The General Directorate of Insurance and Pension Funds will examine only if: a) In the event of partial transfer of the obligations of the pension plan, technical provisions, and other obligations and rights, as well as the corresponding assets or their cash equivalent, the long-term interests of the participants and beneficiaries of the remaining part of the plan are adequately protected. b) The individual rights of the participants and beneficiaries are at least the same after the transfer. c) The assets corresponding to the pension plan that are going to be transferred are sufficient and adequate to cover the obligations, technical provisions, and other obligations and rights that are going to be transferred, in accordance with the regulations applicable in Spain. 4. The General Directorate of Insurance and Pension Funds, within a period of eight weeks from the date on which it receives the request transmitted by the competent authority of the Member State of origin of the receiving employment pension fund, will notify this authority the results of the evaluation mentioned in section 3 and the consequent granting or denial of your authorization for the requested transfer. 5. When the transfer gives rise to a cross-border activity, the General Directorate of Insurance and Pension Funds will also inform the competent authority of the Member State of origin of the receiving employment pension fund about the provisions of the relevant social and labor legislation in the field of employment pension plans under which the pension plan must be managed and about the information requirements or, where appropriate, the host Member State that will apply to cross-border activity. This information will be communicated in a new term of four weeks. 6. Once the transfer has been made, the managing body of the transferring pension fund must notify the General Directorate of Insurance and Pension Funds within a period of one month from the time it becomes effective. 7. In the case of the transfer of a pension plan subject to Spanish social and labor legislation between employment pension funds authorized or registered in one or more other Member States, once the transfer has been made, the control commission of the pension plan pension funds and the representative in Spain of the recipient employment pension fund must notify the General Directorate of Insurance and Pension Funds within one month of its becoming effective. Article 51. Cross-border transfer from an authorized or registered employment pension fund in another Member State to another authorized and registered employment pension fund in Spain. 1. The cross-border transfer of an employment pension plan from a transferring employment pension fund authorized or registered in another Member State to another receiving employment pension fund authorized and registered in Spain must be previously authorized by the General Directorate of Insurance. and Pension Fund, after having previously obtained authorization from the competent authority of the Member State of origin of the transferring employment pension fund. For these purposes, the transfer authorization request must be submitted by the receiving employment pension fund to the General Directorate of Insurance and Pension Funds, which will grant or deny the authorization and communicate its decision to the receiving employment pension fund in a period of three months from receipt of the request. 2. The transfer authorization request referred to in section 1 must contain the following information: a) The written agreement between the transferring and receiving employment pension funds setting out the conditions of the transfer, which will require the prior approval of the Page 66 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION control commission of the receiving pension fund and will be signed on its behalf by the management entities and depositary of the same. b) A description of the main characteristics of the affected pension plan. c) A description of the obligations or technical provisions to be transferred, and other obligations and rights, as well as the corresponding assets or their cash equivalent. d) Identification of the transferring and receiving pension funds, indicating their name and the address of their main administrations and, where appropriate, of the entities that exercise their administration, as well as the name of the Member State in which each pension fund of employment is registered or authorized. e) Identification of the entity promoting the plan, indicating its name and the domicile of its main administration. f) Proof of prior approval referred to in article 49.3. g) When applicable, the name of the Member State whose social and labor legislation is applicable to the pension plan in question. 3. The General Directorate of Insurance and Pension Funds shall transmit the application referred to in paragraphs 1 and 2 to the competent authority of the Member State of the transferring employment pension fund without delay from the date of receipt. 4. The General Directorate of Insurance and Pension Funds will examine only that: a) The receiving employment pension fund has provided all the information referred to in section 2. b) The administrative structure, the financial situation of the receiving employment pension fund and the honorability or experience or professional qualifications of the persons who manage the receiving employment pension fund are compatible with the proposed transfer. c) The long-term interests of the participants and beneficiaries of the receiving employment pension fund and the transferred part of the plan are adequately protected during and after the transfer. d) The technical provisions of the receiving employment pension fund have been fully funded at the time of the transfer, when the transfer gives rise to a cross-border activity. e) The assets to be transferred are sufficient and adequate to cover the obligations, technical provisions, and other obligations and rights to be transferred, in accordance with the regulations applicable in Spain. 5. Once the General Directorate of Insurance and Pension Funds has received the communication from the authority of the Member State of origin of the transferring pension fund referred to in article 12.9 of Directive (EU) 2016/2341 of the European Parliament and of the Council, of December 14, 2016, said General Directorate will decide on the request for authorization of the transfer and will notify its decision to the receiving fund within the period of three months indicated in section 1. 6. In the event that the authorization is denied, the General Directorate of Insurance and Pension Funds will give reasons for said denial within the period of three months mentioned in section 1. The denial resolution of the General Directorate of Insurance and Pension Funds, which does not exhaust the administrative route, it will be subject to appeal and administrative litigation. 7. The General Directorate of Insurance and Pension Funds, within a period of two weeks from the date of the resolution adopted, shall inform the competent authority of the Member State of origin of the transferring employment pension fund about this. 8. When the transfer gives rise to a cross-border activity and the competent authority of the Member State of origin of the transferring fund has informed the General Directorate of Insurance and Pension Funds, in accordance with the provisions of article 12.11 of Directive (EU) 2016 / 2341 of the European Parliament and of the Council, of December 14, 2016, on the provisions of the relevant social and labor legislation in the field of employment pension plans and on the information requirements of the host Member State that apply to cross-border activity, the Directorate Page 67 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION General Insurance and Pension Funds will notify the receiving employment pension fund of said information within a week from the date of receipt. 9. From the moment in which the decision to grant the authorization referred to in section 1 is received, or, if no information has been received on the decision of the General Directorate of Insurance and Pension Funds, on the date expiration of the period referred to in paragraph 8, the receiving employment pension fund may begin to manage the pension plan. Once the transfer has been made, the managing body of the receiving pension fund must notify the General Directorate of Insurance and Pension Funds within a period of one month from the time it becomes effective. First additional provision. Protection of pension commitments with workers. 1. The commitments for pensions assumed by the companies, including the benefits caused, must be implemented, from the moment in which the accrual of their cost begins, through insurance contracts, including company social security plans and collective dependency insurance. , through the formalization of a pension plan or several of these instruments. Once implemented, the obligation and responsibility of the companies for the aforementioned pension commitments will be limited exclusively to those assumed in said insurance contracts and pension plans. For these purposes, pension commitments will be understood as those derived from legal or contractual obligations of the employer with the company's personnel and linked to the contingencies established in article 8.6. Such pensions may take the forms established in article 8.5 and shall include any provision that is intended to cover such commitments, whatever their name. Companies are considered not only natural and legal persons, but also communities of property and other entities that, even without legal personality, are capable of assuming the described commitments with their workers. 2. In order for insurance contracts to serve the purpose referred to in the previous section, they must meet the following requirements: a) Take the form of collective life insurance, corporate social welfare plan or collective dependency insurance, in which the condition of insured will correspond to the worker and that of beneficiary to the people in whose favor the pensions are generated according to the commitments assumed. b) The provisions of articles 97 and 99 of Law 50/1980, of October 8, on Insurance Contracts shall not apply to said contracts. c) The redemption and reduction rights may only be exercised in order to maintain in the policy adequate coverage of their current pension commitments at any time or for the exclusive purposes of integrating the commitments covered in the policy into another insurance contract, in a corporate social welfare plan or in a pension plan. In the latter case, the new insurer or the pension plan will assume full coverage of the aforementioned pension commitments. d) The investments corresponding to each policy must be individualized in the terms established by regulation. e) The amount of the redemption right may not be less than the realizable value of the assets that represent the investment of the corresponding technical provisions. If there is a deficit in the coverage of said provisions, said deficit will not be reflected in the redemption right, except in the cases determined by regulation. The redemption amount must be paid directly to the new insurer or to the pension fund in which the new pension plan is integrated. It will be admissible that the payment of the redemption value be made through the transfer of the assets, net of the expenses required to carry out the corresponding changes of ownership. 3. In insurance contracts whose premiums have been allocated to the subjects to whom the pension commitments are linked, they must provide, in accordance with the Page 68 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION conditions agreed in the commitment, the economic rights of the subjects in cases in which the cessation of the employment relationship occurs prior to the occurrence of the contingencies provided for in this regulation or the commitment for pensions linked to said subjects is modified. 4. In the commitments for insured pensions referring to retirement without tax attribution to the worker of the premiums paid by the company, when the commitment or the policy foresee the acquisition of economic rights by the worker before retirement, corresponding to the coverage of In this contingency, in the event of termination of the employment relationship of the insured worker, the stipulated conditions for the acquisition of rights will apply, which must comply with the following requirements: a) In the event that a minimum waiting period is stipulated for incorporation into the insurance contract or a minimum period for the acquisition of rights therein, or both, the total combined period may not exceed three years. When a minimum age is set for the acquisition and consolidation of rights of pension, said age shall not exceed 21 years. The provisions of the preceding paragraphs shall be understood without prejudice to the requirement of other conditions for the acquisition of rights stipulated in collective agreements or other agreements of a collective nature that establish commitments for pensions. b) In the event of termination of the employment relationship for reasons other than retirement, having acquired rights, these may not be less than the value of the redemption or reduction rights derived from the premiums for the retirement contingency paid by the company and the premiums paid by the worker himself. However, in accordance with the provisions of the commitment and the policy, in the event of disability or death of the worker, the substitution of the aforementioned rights for the benefits insured for said contingencies may be stipulated. c) Workers who terminate the employment relationship without meeting the requirements set forth in letter a) of this section and without having acquired rights derived from premiums paid by the company, may request reimbursement of the premiums paid for retirement by the employee himself. worker or the realization value of the policy assets corresponding to said premiums. 5. In the event of termination of the employment relationship of the insured workers, the acquired economic rights may be maintained in the insurance contract or, where appropriate, moved to another insurance contract or pension plan, in the terms established. regulations. The insurance contract must specify the criteria for evaluating the economic rights acquired at the time of termination and during their maintenance in the insurance after termination. In accordance with what is established in the pension commitment or in the policy, the treatment of the acquired economic rights that remain in the insurance may be, among others, in accordance with the rights of the active insured, or adjusted with an interest rate established in the supplementary pension regime or by the return on investments corresponding to said regime, in accordance with the financial and actuarial system used. In insurance that provides for the attribution of economic rights to workers in the event of termination of the employment relationship before retirement, once the termination has occurred, the value of the rights acquired at the time of termination of the employment relationship will be calculated and the worker must receive information regarding their acquired economic rights and the treatment that will be given to them in the future, or, where appropriate, be informed about the possibility of reimbursement of the premiums paid for retirement by the worker himself in accordance with the established in letter c) of section 4. The specifications of the pension plans of the employment system and, where appropriate, the technical basis, must determine the treatment of the consolidated rights after the termination of the employment relationship while they remain in the pension plan, taking into account the financial system and actuarial used in the pension plan. 6. In insurance contracts that implement commitments for retirement pensions, other than corporate social welfare plans, the insured worker may request information regarding their individualized situation regarding the following elements: Page 69 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION a) Payment of premiums and their amount, and redemptions and reductions made that affect them. b) Conditions of acquisition of the rights and the consequences of the application of said conditions upon termination of the employment relationship. c) Value of their acquired economic rights or an estimate thereof made no later than twelve months before the date of the request. d) Conditions that govern the future treatment that will be given to the rights in the event of termination of the employment relationship. The insured who have terminated the employment relationship and maintain rights Economic agents may also request the information provided for in letters c) and d). The individualized information referred to in the preceding paragraphs must be provided by the insurance company in writing, clearly, within a maximum period of ten days from the filing of the application. In employment pension plans and company social security plans, at least annually, information will be provided to the participants or insured about the value of their consolidated or economic rights and the conditions that govern the treatment of such rights that remain in the plan after the termination of the employment relationship and the possibilities of mobilization. The provisions of this section are understood without prejudice to other information obligations established by regulation. 7. The conditions that must be met by the insurance contracts referred to in this provision, including those implemented between social security mutual societies and their mutual members in their capacity as policyholders or insured persons, shall be established by regulation. In any case, the conditions established by regulation must be homogeneous, actuarially and financially, with the rules applicable to pension commitments formalized through pension plans. 8. The effectiveness of the commitments for pensions and the collection of the benefits caused will be conditioned to their formalization in the instruments referred to in the first section. In any case, the breach by the company of the obligation to implement the pension commitments assumed will constitute a very serious infraction in labor matters, in the terms provided in the Consolidated Text of the Law on Infractions and Sanctions in the Social Order, approved by Royal Legislative Decree 5/2000, of August 4. In no case will the coverage of such commitments be admissible through the endowment by the entrepreneur of internal funds, or similar instruments, which suppose the maintenance by the latter of the ownership of the constituted resources. Second additional provision. Term of resolution of the requests of administrative authorization and inscription. Applications for administrative authorizations and registration regulated in this law, unless specifically provided in this regard, must be resolved within a period of three months from the date of submission of the application, after which, without having been notified of the resolution, the interested parties may understand Appreciate the request. Third additional provision. Civil liability and obligations of the actuaries. 1. The actuaries that issue reports or opinions on any of the instruments that formalize pension commitments, will respond, directly, unlimitedly and, if there are several, jointly and severally, against the promoter, commission, managing entity, pension plan and fund, participants and beneficiaries, for all damages caused by non-compliance or defective performance of their obligations. When the actuarial opinion is issued by an actuary of a company of actuaries, the direct, unlimited and joint and several liability shall also include the company, unless the actuary signing the opinion had expressly stated therein that he acted in his own name and under your sole responsibility. The responsibility of the actuarial partners not signing the actuarial report will be subsidiary with respect to the previous one, but solidary among themselves. Page 70 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 2. The actuaries and their companies shall keep and safeguard the documentation relating to each actuarial opinion or review carried out by them, including the working papers that constitute the evidence and the basis for the conclusions contained in the report, duly ordered, during five years from the date of issuance of the actuarial opinion, unless they are aware of the existence of litigation in which said documentation may constitute evidence, in which case the term will be extended until a final judgment is issued or otherwise finish the process. The loss or deterioration of the documentation referred to in the preceding paragraph must be reported by the actuary to the control committee of the corresponding pension plan within a period of fifteen calendar days since he became aware of it. Fourth additional provision. Pension plans and social welfare mutual funds constituted in favor of people with disabilities. Contributions may be made to pension plans in favor of people with a degree of physical or sensory disability equal to or greater than 65 percent, mental disability equal to or greater than 33 percent, as well as people with disabilities who have a judicially declared disability independently of your grade. The financial regime of pension plans will be applicable to them with the following specialties: 1. They may make contributions to the pension plan both the person with a disability and the people who have a direct or collateral kinship relationship with it up to the third degree inclusive, as well as the spouse or those who have them in their position under guardianship or foster care. In these latter cases, persons with disabilities must be designated beneficiaries in a unique and irrevocable manner for any contingency. However, the contingency of death of the person with disabilities may generate the right to benefits for widows, orphans or in favor of those who have made contributions to the pension plan of the person with disabilities in proportion to their contribution. 2. As a maximum limit for contributions, for the purposes of the provisions of section 3 of article 5 of this Law, the following amounts shall apply: a) The maximum annual contributions made by people with disabilities participants, may not exceed the amount of 24,250 euros. b) The maximum annual contributions made by each participant in favor of people with disabilities linked by family relationship may not exceed the amount of 10,000 euros. c) The maximum annual contributions to pension plans made in favor of a person with a disability, including their own contributions, may not exceed the amount of 24,250 euros. Non-observance of these contribution limits will be subject to the sanction provided for in section 4 of article 36 of this Law. For these purposes, when several contributions are made in favor of the person with a disability, it will be understood that the limit of It covers, first, with the contributions of the person with disability, and when these do not exceed said limit, with the remaining contributions, in proportion to their amount. The acceptance of contributions to a pension plan in the name of the same beneficiary with disability, above the limit of 24,250 euros per year, will be considered a very serious infringement, in the terms provided in paragraph n) of section 3 of article 35 of this Law. 3. The benefits of the pension plan must be in the form of income, except that, due to exceptional circumstances, and under the terms and conditions established by law, they may be received in the form of capital. 4. Regulations may establish specifications in relation to the contingencies for which benefits can be met, referred to in section 6 of article 8 of this Law. Page 71 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 5. Regulations will determine the cases in which the consolidated rights in the pension plan by people with disabilities may become effective, in accordance with the provisions of section 8 of article 8 of this Law. 6. The regime regulated in this additional provision shall apply to the contributions and benefits made or received from social security mutual societies, social security plans, insured pension plans, business social security plans and insurance that exclusively cover the risk of great dependency in accordance with the provisions of the Law for the promotion of personal autonomy and care for people in a situation of dependency in favor of people with disabilities who meet the requirements set forth in the previous sections and those established by regulation. The limits established will be joint for all the social security systems in this provision of the same in favor of people with disabilities who meet the requirements set forth in the previous sections. Fifth additional provision. Organic references. References in this Consolidated Text made to the Ministry or the Minister of Economy are understood to be made to the Ministry or Minister of Economy and Finance, respectively. Sixth additional provision. Mobilizations between pension plans, insured pension plans and corporate social welfare plans contemplated in article 51 of Law 35/2006, of November 28, on Personal Income Tax and partial modification of the Laws of Corporate Tax, Non-Resident Income Tax and Wealth Tax. 1. The consolidated rights in the pension plans of the individual and associated system may be mobilized to one or several insured pension plans or to a corporate social welfare plan, by unilateral decision of the participant, or by termination of the plan. Mobilization by unilateral decision may be total or partial. The economic rights of the beneficiaries in the pension plans of the individual and associated system may be mobilized to insured pension plans at the request of the beneficiary, as long as the conditions of guarantee and assurance of the provision so allow and under the conditions provided in the specifications of the corresponding pension plans. This mobilization may be total or partial. The consolidated rights of the participants in the employment system pension plans may not be mobilized to insured pension plans or corporate social welfare plans, except in the event of termination of the employment relationship and only if it was provided for in the specifications of the plan. , or by termination of the pension plan. The economic rights of the beneficiaries in the employment plans may not mobilize except for termination of the pension plan. 2. The policyholder of an insured pension plan may mobilize all or part of his mathematical provision to one or more other insured pension plans of which he is a policyholder, or to one or more pension plans of which he is a participant, or to a plan of corporate social security in which you have the status of insured, with the requirements and conditions established by law. Once the contingency has occurred, mobilization will be possible as long as the guarantee and insurance conditions of the benefit so allow and under the conditions established in the insured pension plan. 3. The insured of the corporate social welfare plans may mobilize their economic rights to other corporate social welfare plans, insured pension plans or pension plans in the event of termination of the employment relationship and only if it is provided for in the conditions general, special or particular of the policy. 4. The procedure for the mobilizations foreseen in article 8.8 of this Law will be applicable to the mobilizations referred to in the previous sections, understood to be carried out, depending on the case, to the insurance company of origin or destination, or to the insurance plan. insured pension or corporate social welfare plan of origin or destination, the references in said article to the managing entity of origin or destination or to the pension plan or fund of origin or destination, with the appropriate regulatory adaptations. Page 72 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION Seventh additional provision. Availability of pension plans in case of execution procedure on the habitual residence. During the period of four years from the entry into force of Law 1/2013, of May 14, on measures to reinforce the protection of mortgage debtors, debt restructuring and social rent, exceptionally, the participants in pension plans may enforce their consolidated rights in the event of enforcement proceedings on the participant's habitual residence. Regulations may regulate the conditions and terms in which the consolidated rights may be made effective in said case, and at least the following requirements must be met: a) That the participant is involved in a forced judicial, administrative or extrajudicial sale procedure for the fulfillment of obligations, in which it has been agreed to proceed with the alienation of his habitual residence. b) That the participant does not have other assets, rights or income in an amount sufficient to satisfy the totality of the debt object of the execution and avoid the alienation of the dwelling. c) That the net amount of their consolidated rights in the pension plan or plans is sufficient to avoid the alienation of the home. The reimbursement of consolidated rights will be made effective at the request of the participant, in a single payment in the amount necessary to avoid the alienation of the home, subject to the tax regime established for pension plan benefits. The reimbursement must be made within a maximum period of seven business days from the time the participant presents the corresponding supporting documentation. The Government, at the proposal of the Minister of Economy and Competitiveness, may extend the term established in this provision to request the collection of pension plans in the event of an execution procedure on the primary residence or establish new periods for this purpose, taking into account the needs for disposable income in view of the situation of indebtedness derived from the circumstances of the economy. The provisions of this provision will be equally applicable to the insured of the insured pension plans, corporate social welfare plans and social welfare mutual societies referred to in article 51 of Law 35/2006, of November 28, on Tax on the Income of Individuals, and in general to the collective insurances that implement commitments for pensions in which the ownership of the rights derived from the premiums paid by the company has been transferred to the insured, as well as with respect to the rights corresponding to premiums paid for those. Eighth additional provision. Advance disposition of economic rights in complementary social security systems analogous to pension plans. The economic rights of the insured or mutual members derived from premiums, contributions and contributions paid to insured pension plans, corporate social welfare plans and insurance contracts arranged with social welfare mutual societies contemplated in article 51 of Law 35/2006, of November 28, of the Personal Income Tax and the partial modification of the laws of the Taxes on Corporations, on the Income of non-residents and on Wealth, may be made effective in advance in exceptional cases of liquidity and disposal anticipated for the pension plans in section 8 of article 8 of this Law, in the terms and conditions established in said precept and in the rules that develop it by regulation. In the case of company social security plans and those arranged with social security mutual societies for company workers, the early provision of rights derived from premiums, contributions or contributions made with at least ten years of seniority will be possible if so required. allows the commitment and is provided for in the corresponding insurance policy or benefit regulation. In the event that the insurance company has affected investments, the right of early disposal will be valued at the market value of the assigned assets. Page 73 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION In the Social Security Mutual Societies that, by virtue of the provisions of the fifteenth additional provision of Law 30/1995, of November 8, on the Management and Supervision of Private Insurance, act as an alternative system to registration in the Special Regime of the Social Security of Self-Employed or Self-Employed Workers, the economic rights of the products or insurance used to fulfill said alternative function may not be enforced in the cases of liquidity provided for in the first and second paragraphs of section 8 of article 8 of this Law. Ninth additional provision. Treatment of personal data. The processing of personal data of natural persons will be carried out in strict accordance with the provisions of Regulation (EU) 2016/679 of the European Parliament and the Council, of April 27, 2016, regarding the protection of natural persons. regarding the processing of your personal data and the free circulation of these data and in the rest of the regulations on the protection of personal data. First transitional provision. Transitory regime of voluntary integration into pension plans of existing welfare institutions at the entry into force of Law 8/1987, of June 8, on the Regulation of Pension Plans and Funds. The regime of voluntary integration in pension plans of funds and provident institutions, contained in the first transitory provision of Law 8/1987, of June 8, on the Regulation of Pension Plans and Funds, and in the implementing regulations and complementary to it, will remain in force with respect to companies, workers and beneficiaries, and rebalancing plans, which availed themselves of said provision for the integration of the rights recognized in pension plans under it. Second transitory provision. Adaptation of pre-existing pension plans and funds to the modifications introduced in Law 8/1987, of June 8, on the Regulation of Pension Plans and Funds, by article 32 of Law 24/2001, of December 27 , Fiscal, administrative and social order measures. The pension plans and funds existing as of January 1, 2002 must adapt to the modifications introduced in Law 8/1987, of June 8, on the Regulation of Pension Plans and Funds, by virtue of article 32 of Law 24 /2001, of December 27, on fiscal, administrative and social order measures, and incorporated into this Law. Said adaptation will be adjusted to the provisions of the following paragraphs. The designation of defender of the participant in the pension plans of the individual system referred to in section 5 of article 7 of this Law, must be made and communicated to the General Directorate of Insurance and Pension Funds within a period of twelve months counted from on January 1, 2002. The control commission of the individual plan will be deemed dissolved once said designation has been communicated and notified by the promoter to the corresponding control commission. The quarterly information to the participants and beneficiaries of the pension plans referred to in section 8 of article 19 of this Law, will be mandatory as of January 1, 2003 with respect to the last previous quarter. Notwithstanding the foregoing and the effective application, from January 1, 2002, of the other provisions established in article 32 of Law 24/2001, of December 27, on fiscal, administrative and social order measures, and incorporated into this Law, a period of twelve months is granted from January 1, 2002 for the formal adaptation of the specifications of the pension plans and operating rules of the pension funds to the provisions of the aforementioned provisions. The employment pension plans existing as of December 31, 2001 will maintain the distribution of representatives in the plan's control committee provided for in its specifications on that date, or that established in subsequent modifications of the specifications by collective bargaining agreement. In any case, in pension plans that have not adapted their specifications to the provisions of paragraphs b) and c) of article 7.3 of this Law before January 1, 2006, said precepts will be applied directly. Page 74 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION The pension funds that on January 1, 2002 simultaneously integrate employment pension plans and associated or individual system plans may maintain such a situation, although in this case they may not integrate new individual or associated pension plans. The control commission of these funds will be formed exclusively with representation of the employment plans, and the necessary adaptations must be made within a period of 12 months from January 1, 2002. However, the access of the aforementioned funds of pensions to cross-border activity, regulated in Section 2 of Chapter X, will require prior mobilization to other pension funds of the attached pension plans that do not correspond to the employment system, and will limit their activity to the plans of the employment system. job. Participants in pension plans who, as of January 1, 2002, are over sixty-five years of age, do not exercise or have ceased their employment or professional relationship and are not contributing for the retirement contingency in any scheme Social Security must, within a period of six months from January 1, 2002, communicate the form of collection of the corresponding benefit in accordance with current regulations. This regime will not apply to participants who have made contributions exclusively for death. Third transitory provision. Application of the sanctioning regime. The sanctioning regime in terms of management and supervision of pension plans and funds regulated in this Law will apply to offenses classified in the same committed after November 10, 1995. Fourth transitory provision. Scheme of pension commitments already assumed. 1. Employers who, at the time of the entry into force of the fourteenth, fifteenth and sixteenth transitional provisions of Law 30/1995, of November 8, on the Management and Supervision of Private Insurance, maintain pension commitments with their workers or employees whose materialization does not comply with the first additional provision of this Law, must adapt said materialization to the aforementioned additional provision. To this end, a term is granted until November 16, 2002 to proceed with said adaptation. Until the fulfillment of the obligation imposed by the preceding paragraph, the effectiveness of the pension commitments and the collection of the benefits caused in the terms stipulated between the employer and the workers will be maintained. 2. Exceptionally, commitments for pensions assumed through internal funds by credit institutions, insurance companies and securities companies and agencies may be maintained. In order for said internal funds to serve this purpose, they must be endowed with criteria at least as rigorous as those applicable to those assumed through pension plans and must be authorized by the Ministry of Economy, following a report from the body or entity to whom The control of the affected resources corresponds, which will supervise the operation of the internal funds and may propose to the Ministry of Economy the adoption, where appropriate, of the pertinent corrective measures, and even the revocation of the administrative authorization granted, all in the terms established by regulation. Fifth transitory provision. Temporary regime for accommodation of pension commitments through pension plans. 1. The funds included in the previous fourth transitional provision to which a mandatory transformation is required, may be integrated into a pension plan, with the conditions and benefits provided for in the following sections. Likewise, any other personnel welfare institution may be transformed, dissolved or liquidated and give rise to the integration into a pension plan of people and resources initially linked to said institution. The formalization of the aforementioned pension plans must be carried out within the term ending on November 16, 2002. 2. In the cases not covered in the preceding section, the new commitments assumed by the companies from the entry into force of the transitional provisions Page 75 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION fourteenth, fifteenth and sixteenth of Law 30/1995, of November 8, on the Management and Supervision of Private Insurance that are implemented through the formalization of a pension plan within the period ending on November 16, 2002, will allow Promoter and participants have access to the benefits provided for in the following sections, with the specific conditions established. 3. Regulations will determine the conditions to be met by the pension plans resulting from the transformations covered by this transitional regime to adapt to this Law, as well as the terms, limits and procedures that must be respected by the rebalancing plans in the case of assumption of commitments for pensions through pension plans, and the financing plans in the case of assumption of commitments for pensions through insurance contracts, which will include, where appropriate, the explicit commitment to transfer the assets. For the execution and fulfillment of the rebalancing plans and the financing plans, administrative approval will not be required, although they must be submitted to the General Directorate of Insurance and Pension Funds in the manner and within the terms established by regulation. However, the Ministry of the Economy may, in the cases and under the conditions it deems necessary, establish the requirement of administrative approval of said rebalancing and financing plans. 4. Within this transitional regime and for active personnel at the date of formalization of the pension plan, rights may be recognized for past services derived from previous commitments expressly included in a collective agreement or equivalent provision, or corresponding to services prior to the formalization of the Pension plan. This transitory regime will also apply to existing pension plans that are modified to incorporate rights for past services and accrued benefits arising from commitments not previously included in the plan, with references to the formalization of the plan being understood as being made to the modification, in your case, this one. The amount recognized as rights for past services that corresponds to constituted funds will be allocated to each participant. Where appropriate, the positive difference between the rights recognized for past services and the corresponding constituted funds will configure a deficit, which will be calculated individually for each participant. This global deficit may be amortized, prior to its adequate update, and according to the conditions agreed, through annual allocations not less than 5% of the total amount, over a period not exceeding fifteen years counted from the formalization of the pension plan, provided that by the end of the period definitively established in the rebalancing plan, half of the global deficit has been amortized. The individualized deficit of each participant must be amortized at the time of the occurrence of any of the contingencies covered by the pension plan. Due to the special circumstances that may occur in specific sectors of activity subject to specific regulation, higher global deficit repayment terms may be authorized by regulation in accordance with other provisions in force. The imputation of the contributions corresponding to rights recognized for past services is understood without prejudice to the transitory tax regime included in the sixth transitory provision of this Law. The maximum amount of recognized past services corresponding to the annual exercises beginning on January 1, 1988 until the formalization of the pension plan may not exceed, for each of these years, the amount of the annual financial limit in force in each of such exercises. However, past services will be fully integrated when the pension commitments assumed by companies with their employees or workers derive from a collective agreement. For such purposes, the corresponding rebalancing plans will be modified, when appropriate, for their approval or verification by the General Directorate of Insurance and Pension Funds. Without prejudice to the provisions of the preceding paragraph, the precise contributions for the coverage of the aforementioned past services will be exempt from the maximum limit of individual contribution set forth in section 3 of article 5 of this Law. Page 76 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 5. Entrepreneurs or institutions covered by this transitional regime, who have implemented pension commitments with their workers and integrated their resources into a pension plan, will implement the obligations contracted with respect to retirees or beneficiaries prior to the formalization of the referred plan, either through the same or through group insurance. In the event of integrating said beneficiaries in the pension plan, subsequent contributions will be admissible, for the adequate coverage of the benefits caused, provided that they are incorporated into the corresponding rebalancing plan and this adjusts to the applicable legislation. The contributions and the insurance contract premiums paid to cover these caused benefits will not require tax imputation to the aforementioned beneficiaries, being subject to deduction in the personal tax of the promoter in the terms established in section 1 of the transitory provision. sixth of this Law. The tax regime provided for in this section will also be applicable to insurance contract premiums paid to cover benefits caused with respect to retirees or beneficiaries covered by this transitional regime, even if the employers or institutions have not implemented the commitments. for pensions with their active workers through a pension plan, unless the companies or entities avail themselves of the exception provided for in section 2 of the fourth transitory provision 6. The regulatory development of this transitory regime will regulate, in particular, the actuarial standards for the quantification of past services with special reference to the new pension commitments referred to in section 2 of this transitory provision; the transfer process of the assets corresponding to a pension plan, to be included in its pension fund, its type of remuneration, as well as its time period, which in general should not exceed ten years, except for specific conditions established by law states that they justify an additional expansion; the amortization process of the individual and global deficit that affects each pension plan, as well as its possible updating and other issues that, due to current regulations, require regulatory development. 7. The increases or decreases in assets that become apparent as a result of the integration or contribution to a pension plan of the assets subject to staff forecast commitments will be exempt from taxation. Similarly, increases or decreases in assets that become apparent as a result of the disposal of assets subject to employee pension commitments will be exempt when the amount of the sale is contributed to pension plans; if only partially contributed, the exemption will apply to the proportional part of the increase that has been contributed. 8. In order to access this tax treatment, it will be an essential condition that the patrimonial elements affected by the staff pension commitments be in such a situation as of March 3, 1995. Sixth transitory provision. Temporary fiscal regime for accommodation of pension commitments. 1. The contributions corresponding to past services, made by promoters of pension plans to comply with the provisions of the fourth and fifth transitional provisions of this Law, may be subject to deduction in the personal tax of the promoter in accordance with the following criteria: a) The amounts deducted in each year may not exceed 10 percent of the total contributions to pension plans necessary to comply with the provisions of the fourth and fifth transitional provisions of this Law. b) In no case may amounts be deducted that have not been previously transferred, effectively, to a pension plan. c) Contributions to pension plans made from internal funds for pension commitments whose endowment would have been, at the time, tax deductible, may not be subject to deduction. If the internal fund for pension commitments had been endowed with a partially deductible character in the employer's personal tax, the tax deduction of the Page 77 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION contributions to pension plans, made under this transitory regime, will be proportional to the non- deductible allocations. The contributions to pension plans referred to in the preceding paragraphs will not be included in the tax base of the Personal Income Tax corresponding to the participants, without prejudice to the future taxation of the benefits of the pension plans in the terms provided by current regulations. The tax regime provided for in this section will be applicable in relation to the contributions made by companies to social welfare mutual societies formalized through insurance contracts or benefit regulations of the mutual societies that meet the requirements set forth in article 46 of the Law. 40/1998, of the Tax on the Income of Physical Persons and other tax regulations, made to comply with the provisions of the fourth and fifth transitory provisions of this Law, provided that said contributions correspond to rights for past services recognized with in accordance with the limits established for pension plans in section 4 of the fifth transitory provision and in its regulatory development. 2. The premiums of life insurance contracts paid by employers to comply with the provisions of the fourth transitional provision of this Law, will be deductible in the employer's personal tax in the financial year in which their payment is made effective, as long as the requirements set forth in article 71 of the Pension Plans and Funds Regulations, approved by Royal Decree 1307/1988, of September 30, are met. Exempt from such deduction are premiums for life insurance contracts paid from internal funds for pension commitments whose endowment would have been, at the time, tax deductible. If the internal fund for pension commitments had been endowed with a partially deductible character in the employer's personal tax, the tax deduction of the life insurance contract premiums paid under this transitional regime will be proportional to the non-deductible endowments. For the purposes of the provisions of the preceding paragraphs, the tax attribution of the premiums to the subjects to whom they are linked must be made for the amounts that have been deducted and in the same tax period. The benefits derived from the life insurance contracts referred to in this transitory regime will be taxed by the Personal Income Tax or, where appropriate, by the Inheritance and Gift Tax, in accordance with the provisions of current regulations. Seventh transitory provision. Early disposal and mobilization of consolidated rights corresponding to contributions made to similar complementary pension plans and social security systems prior to January 1, 2016. 1. For the purposes of the provisions of section 8 of article 8 of this Law on the early disposal of consolidated rights corresponding to contributions to pension plans made with at least ten years of seniority, the rights derived from contributions made until December 31 2015, with the corresponding yields, will be available from January 1, 2025. Regulations will establish the conditions, terms and limits in which the consolidated rights may be made effective in the cases provided for in this provision. The provisions of this transitory provision will also apply to the economic rights of the insured or mutual members derived from the premiums, contributions and contributions paid prior to January 1, 2016 to insured pension plans, corporate social welfare plans and insurance contracts. arranged with social welfare mutual societies provided for in article 51 of Law 35/2006, of November 28, on the Income Tax of Individuals and partial modification of the laws of the Taxes on Corporations, on the Income of non residents and on the Patrimony. As of January 1, 2025, the economic rights of the insured or mutual members existing as of December 31, 2015 may be made effective with the corresponding returns or the realization value of the assigned assets. 2. The entities will have a term until December 31, 2015 to adapt their procedures for mobilization of consolidated or economic rights for the purposes of the Page 78 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION inclusion of the information provided for in section 8 of article 8 of this Law regarding the amount of the contributions from which the rights subject to transfer derive and the dates on which they became effective. In relation to contributions prior to January 1, 2016, it will be sufficient to report the amount of the consolidated or economic rights subject to transfer corresponding to them. Eighth transitory provision. Open pension funds existing prior to January 1, 2016. The employment or personal pension funds registered in the Administrative Registry of Pension Funds that, as of December 31, 2015, had been operating as open pension funds may continue said activity, as well as continue applying their previous regime of composition of the commission of control of the fund as long as they maintain directly integrated pension plans. Ninth transitory provision. Temporary regulations as a result of the entry into force of Royal Decree-Law 11/2018, of August 31. 1. The provisions of section 4.b) of the first additional provision of this law, in the wording given by the first article of Royal Decree-Law 11/2018, of August 31, will be applicable to the premiums paid by the company from May 21, 2018 that correspond to periods of services provided from that date. 2. In the case of pension commitments that as of May 20, 2014 have ceased to include new workers and remain closed to new workers, the acquisition of rights regime stipulated in the commitment or in the policy will apply. 3. The insurance policies, the specifications and the technical bases of the pension plans must adapt to the provisions of the first additional provision of this law, in the wording given by the aforementioned Royal Decree-law before July 1, 2019 , without prejudice to the effective application of the rights derived from it. 4. The insurance entities and pension fund management entities will adapt their procedures to comply with the new information obligations to the insured and participants established in the first additional provision of this law, in the wording given by the aforementioned Royal Decree- law before July 1, 2019. Notwithstanding the foregoing, as of the entry into force of Royal Decree-Law 11/2018, of August 31, insured workers who terminate their employment relationship must receive information regarding their acquired economic rights and the conditions that govern their treatment. future. Tenth transitory provision. Maintenance of more favorable conditions. The application of the provisions of the first additional provision and the ninth transitory provision of this law, in the wording given by the first article of Royal Decree-Law 11/2018, of August 31, may not imply a reduction of previously acquired rights, nor impairment of the right to information, nor the establishment of less favorable acquisition conditions than those stipulated before its entry into force. First final provision. Updating of the tax limit for the reduction of the tax base of the Personal Income Tax. The tax limit for the reduction of the tax base of the Personal Income Tax provided for in the Law regulating said Tax may be updated by the General State Budget Laws. Second final provision. Complementary social security for personnel at the service of administrations, entities and public companies. The Public Administrations, including the Local Corporations, the entities, organisms dependent on them and companies participated by them may promote employment pension plans and make contributions to them, as well as to collective insurance contracts, including those formalized by mutual societies. social security Page 79 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION business, under the first additional provision of this Law, in order to implement the commitments or obligations for pensions linked to the contingencies of article 8.6 of this Law referring to its civil servant or labor personnel or in relation to services regulated by administrative regulations statutory. The foregoing shall be understood without prejudice to the corresponding budget authorization available to each entity or company, as well as the possible prior authorizations to which such contributions may be subject, both of a regulatory and administrative nature, in order, where appropriate, to allocate resources to the financing and instrumentation of the complementary social security of the personnel. Benefits paid through pension plans or collective insurance contracts, including those formalized by mutual business social security companies, in accordance with the first additional provision of this Law, will not be considered public pensions nor will they be computed for the purpose of limiting the Initial indication or setting of the maximum amount of public pensions. The Cortes Generales and the Legislative Assemblies of the Autonomous Communities may promote and make contributions to pension plans of the employment system, as well as to collective insurance contracts regulated in the first additional provision of this Law, in which they may be incorporated as participants and insured members of the respective Chambers. For these purposes, the promotion of an employment pension plan for said members may be carried out, where appropriate, as an exception to the provisions of article 4.1.a) of this Law on the promotion of a single employment plan for each promoter. . Third final provision. Regulatory power. It is up to the Government, at the proposal of the Minister of Economy, and after hearing the Insurance Advisory Board, to develop this Law in matters that are expressly attributed to the regulatory power as well as, in general, in all those susceptible of regulatory development in that is necessary for its correct execution and, in particular, the approval or modification, where appropriate, of the specific Regulation or Regulations. It corresponds to the Minister of Economy, after hearing the Insurance Consultative Board, to develop this Law in the matters that it specifically attributes to the regulatory power of said Minister and, likewise, to develop the regulatory provisions approved by the Government as necessary for its implementation. execution and so provided for in them. Fourth final provision. Competence titles. The provisions contained in this Law are considered basic banking and insurance regulations and bases for the general planning of economic activity, in accordance with article 149.1.11.ª and 13.ª of the Constitution, except for matters listed below: a) They are the exclusive competence of the State in accordance with article 149.1.6.ª of the Constitution, for constituting mercantile legislation, the matters regulated in: 1. Chapters I and II, except for article 7. 2. Sections 3 to 10 of article 8, except for the third paragraph of section 8. 3rd Article 43. 4th sections 2 and 7 of article 45. 5th The first additional provision, except for section 6, and the additional provisions third, fourth, sixth, seventh and eighth. 6. The first and fourth transitory provisions, as well as the transitory provision fifth, except for the third and fourth paragraphs of section 5 and sections 7 and 8; 7. Section 1 of the seventh transitional provision, the ninth transitional provision, except for section 4, and the tenth transitional provision. b) They are the exclusive competence of the State in accordance with article 149.1.14.ª of the Constitution, since they constitute legislation of the General Treasury, the matters regulated in: page 80 Machine Translated by Google STATE OFFICIAL NEWSLETTER CONSOLIDATED LEGISLATION 1. The third paragraph of section 8 of article 8. 2. The third and fourth paragraphs of section 5, and sections 7 and 8 of the fifth transitional provision. 3. The sixth transitory provision. 4. The first and second final provisions. This consolidated text has legal value. Page 81