Disclosure Requirements - Saudi Arabia
Disclosure category: 1
According to the instructions for International Central Securities Depositories, approved by the board of the Capital Market Authority (CMA) pursuant to its Resolution number (1-57-2021) dated 22/9/1442H corresponding to 4/5/2021G, Clearstream Banking S.A. (CBL) falls under a legal obligation to disclose, to the Securities Depository Centre Company (CSD), the identity and holdings of customers or the ultimate end beneficiary owner (UBO) of the Saudi Arabian securities held in Saudi Arabia as well as periodic reporting of internally settled transactions.
To comply with the legislation as mentioned above, customers holding Saudi Arabian securities or entering into transactions involving Saudi Arabian domestic securities, must consent and are hereby deemed to consent to the required legal disclosure. Such consent includes the appointment of the requestor (for example, the relevant issuer or the CSD, as appropriate) as attorney-in-fact of such customers, under power of attorney to collect from CBL the required information to be disclosed. Customers not willing to give this consent cannot hold such securities/shares in their accounts with CBL.
Customers are advised that, under local regulations, the CSD is entitled to require CBL, through its local custodian, upon request and/or on a regular basis, to disclose information or documents relating to the ultimate beneficial owners of Saudi Arabian securities held in the omnibus account maintained by CBL with its local custodian.
Customers who wish to access the Saudi market via the CBL link should familiarise themselves with the local market requirements. In particular, customers should ensure that neither they, nor their underlying clients, are mentioned as nationally designated names in Saudi Arabia including sanctions requirements which will be applicable to customers who engage on the local market.
Disclosure reporting requirements - background and legal basis
The monthly disclosure reporting requirement for Saudi Arabian securities is made in accordance with Section 6 of the Instructions for International Central Securities Depositories, approved by the board of the Capital Market Authority (CMA) pursuant to its Resolution number (1-57-2021) dated 22/9/1442H corresponding to 4/5/2021G to the CSD. Under these regulations, the CSD is entitled to require CBL and/or its customers to disclose any data, information or document related to the positions recorded with the local custodian by CBL on a monthly or ad-hoc basis. This obligation of disclosure covers, without being limited to, the identity and holdings of all underlying customers, as well as the identity of the ultimate beneficial owners of such recorded positions. Likewise, CBL is required to provide the CSD with a daily report that discloses details regarding any internal settled transactions that have taken place within CBL’s books.
CBL will not be responsible for any penalties or sanctions or associated costs that could be imposed upon CBL due to a customer's failure to comply with one or more disclosure requirements. Such penalties, sanctions or associated costs will be automatically passed on to the failing customer. The customer undertakes to hold CBL harmless and to indemnify CBL from any loss, claim, liability or expense asserted against or imposed upon CBL as a result of the customer failure, whatever the failure, to comply with these disclosure requirements.