Title
BSP Circular 858 on Foreign Bank Entry Rules
Law
Bsp Circular No. 858
Decision Date
Nov 21, 2014
BSP Circular No. 858 amends regulations to facilitate the full entry of foreign banks into the Philippine banking system, allowing them to acquire domestic banks, establish branches, and ensuring compliance with capital requirements while maintaining a majority control of the banking resources by domestic banks.
A

Qualification Criteria for Foreign Banks

  • Foreign bank applicants must be:
    1. Widely-owned and publicly listed in their home country (except government-owned banks);
    2. Established, reputable, and financially sound.
  • If owned by a holding company, qualification may apply to the holding company.
  • Evaluations based on submitted documents per Appendix 2.

Selection Guidelines for Allowing Foreign Banks

  • Factors include:
    a. Geographic diversity and financial center representation;
    b. Strategic trade/investment relations with the Philippines;
    c. Capacity to promote trade and investment with the Philippines;
    d. Global reputation for financial innovation and stability;
    e. Reciprocity rights for Philippine banks in the foreign bank's home country;
    f. Willingness to share banking technology fully.

Capital Requirements

  • Subsidiaries must meet minimum capital and prudential ratios applicable to domestic banks.
  • Branches must also comply; "capital" includes permanently assigned capital, undivided profits, and accumulated net earnings.
  • Permanently assigned capital must be inwardly remitted.
  • Net dues from outside offices, excluding accumulated net earnings, are deductible adjustments.
  • Transitory provisions allow existing foreign banks to meet capital or single borrower limits by specified dates.

Risk-Based Capital Adequacy for Foreign Bank Branches

  • Foreign bank branches adhere to the same risk-based capital adequacy ratios as domestic banks.
  • CET1 capital includes assigned capital, retained earnings, accumulated net earnings, and other capital components.
  • Net dues from foreign offices (except accumulated earnings) are deducted from CET1 capital.

Scope of Authority and Privileges

  • Foreign bank subsidiaries and branches have the same functions, privileges, and limitations as Philippine banks of the same category.
  • Eligible for universal banking authority, subject to compliance with rules in Appendix 3.

Control of Banking System Resources

  • Monetary Board shall ensure domestic banks (Filipino-owned majority) hold at least 60% of total banking resources.
  • Measures include suspension of new foreign bank entries and suspension of license upgrades.
  • Measures will respect vested rights and contractual obligations.

Conversion Between Modes of Entry

  • Foreign banks may apply to change their mode of entry, submitting transition plans and complying with requirements.

Equal Treatment Provision

  • Rights and incentives granted to foreign banks, subsidiaries, or affiliates must be equally extended to domestic banks under the same conditions.

Limits on Stockholdings in Banks

  • Foreign individual or non-bank corporations may own up to 40% voting shares in universal, commercial, or thrift banks; 60% in rural banks.
  • Aggregate foreign ownership capped at 40% for universal and commercial banks, 60% for thrift/rural banks.
  • Qualified foreign banks may own up to 100% voting shares.
  • Filipino individuals/entities have corresponding ownership limits.
  • Family groups and related interests are treated collectively for ownership limits.
  • Full disclosure of relationships among stockholders is required.

Transactions Involving Voting Shares

  • Transactions causing ownership to exceed stockholding limits are unlawful and void.
  • Voting trusts or proxies that result in excess control are also void.

Selection of Foreign Investors in Rural Banks

  • Non-foreign bank foreign investors in rural banks must meet qualification and selection criteria similar to those for foreign banks seeking full ownership.

Establishment of Foreign Bank Sub-Branches

  • Monetary Board approval required for establishment.
  • Applications must be signed by top Philippine officers and include board resolutions and business plans.
  • Subject to pre-qualification requirements, processing fees, and special licensing fees in certain cities.
  • Opening requires 30-day prior notice and proof of capital remittance, staffing, facilities, and permit issuance.
  • Maximum of five sub-branches allowed per foreign bank branch.

Participation of Foreign Banks in Foreclosure

  • Foreign banks engaged in Philippine operations may participate in foreclosure sales for up to five years of possession (excluding redemption period), but cannot acquire title.
  • Winning bidders must transfer rights to qualified Philippine nationals within five years or face penalties.
  • Must maintain records for regulatory inspection.

Foreclosures by Rural/Cooperative Banks

  • Exemption from newspaper publication for foreclosures under ₱100,000, with notices posted locally instead.
  • Rural banks not qualified to own land may hold possession for up to five years but cannot acquire title.
  • Must transfer to qualified Philippine nationals within prescribed period or incur penalties.

Definitions Related to Lending and Loan Portfolios

  • Lending institutions include all bank types and government-owned banks.
  • Total loan portfolio excludes loans booked in foreign currency deposit units and certain wholesale or agrarian reform loans.

Limits on Equity Investments in Financial Allied Undertakings

  • Banks’ equity investment in a single allied financial undertaking is limited relative to that undertaking's total subscribed and voting capital.
  • Publicly-listed universal or commercial banks may own up to 100% of voting stock in one other universal or commercial bank, otherwise only minority holdings.

Simplification of Documentary Requirements for Foreign Bank Applications

  • Documentation rationalized and simplified as per amended Appendix 2.

Guidelines for Universal Banking Authority Issuance for Foreign Branches

  • Minimum capital must meet Monetary Board prescribed level.
  • Compliance with capital adequacy ratios and valuation reserves required.

Risk-Based Capital Adequacy Framework Amendments

  • CET1 capital includes assigned capital, undivided profits, retained earnings, net earnings, other comprehensive income.
  • Net due-from balances deducted from CET1 capital except accumulated earnings.
  • Tier 2 capital defined with limits on general loan loss provisions.

Deletions and Effectivity

  • Certain subsections on "Net Due" ratio and stock listing deleted.
  • Circular effective 15 days after publication in a newspaper of general circulation.

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