Fit & proper requirements for board and executive committee members, as well as key function holders

Some may see these increasingly strict "Fit and Proper" requirements as intrusive, yet they are now an integral part of the sound governance framework of credit institutions and investment firms.

Since 01 January 2021, banks and investment firms must comply with enhanced suitability requirements, both individually and collectively.
Indeed, as required by the CSSF circulars 12/552 as amended and 20/758 transposing the EBA guidelines on the suitability requirements, each board and executive committee member shall individually be “Fit and Proper” and institutions are required to assess and verify, on a regular basis, the suitability of their members. This requirement is supplemented by a collective evaluation, which aims at assessing the proper functioning of these bodies and the efficiency of the decision-making processes. In addition, these evaluations must now include criteria for diversity within the management bodies.

As regulators are becoming more and more strict on this subject, this training will give you a complete overview of suitability requirements:

• The persons covered
• The frequency of the "Fit & Proper" assessments
• The criteria to consider
• The formalisation requirements
• The training and development plans for board and executive committee members

By the end of this training, the participants will be able to:

• understand the main requirements governing the suitability requirements for the members of the management body (board and executive committee members);
• understand the key suitability concepts: sufficient time commitment, reputation, honesty and integrity, independence of mind and independent members;
• understand the main principles governing the assessment of the individual and collective suitability of the members of the management body;
• learn how to deploy an individual and group skills assessment;
• understand the new diversity requirements;
• understand the regulators' expectations regarding the documentation of the suitability assessment and the deployment of corrective measures;
• gain insight into the key findings identified by regulators regarding "Fit & Proper" requirements.

• Presentation of the suitability requirements introduced by the EBA Guidelines (EBA/GL/2021/06);
• Description of the four suitability pillars;
• Presentation of the new definition of conflicts and interests;
• Presentation of the concept of "independence of mind";
• Description of the process to be followed to appoint a new Board members, authorised manager or key function holder;
• Detail on the new collective suitability assessment and how to conduct the assessment;
• Induction and training programs for Board members, authorised managers and key function holders;
• Overview of key findings noted by the regulators during on-site inspections.

Cécile Liegeois
Cécile Liégeois is a regulatory and audit partner in the banking and PFS industry. With over 20 years of professional experience in Luxembourg, she has developed a deep knowledge of Luxembourg banking and investment firms regulations including MiFID II/MiFIR, governance and compliance.

Isabelle Melcion
Isabelle Melcion, Managing Director at PwC Luxembourg ( Regulatory and Compliance services), is also a member of the "Association Luxembourgeoise des Compliance Officers" (ALCO) and of the "Association Luxembourgeoise des Juristes de Banques" (ALJB).
Working for more than 20 years in the regulatory and compliance advisory services department, Isabelle has gained a strong expertise in areas like banks, investment firms, specialised PFS, support PFS, Electronic Money ("EMI") and Payment Institutions (“PI”), Luxembourg banking regulations, licensing and notifications, internal governance requirements.

Franck Pansera, Director at PwC Luxembourg's advisory department
Franck has been working for 14 years at PwC Luxembourg as an auditor specialised in the audit of banks, Professionals of the Financial Sector (PFS) and management companies. He is "réviseur d’entreprises agréé" since 2019.
Franck regularly helps his regulated clients on several topics such as AML and CTF, internal governance, internal controls and compliance topics.