Investment firms' internal governance under CSSF circular 20/758

The CSSF circular 20/758 on central administration, internal governance and risk management has been published by the CSSF on the 7th of December 2020, replacing circular 12/552. It mainly transposes the EBA guidelines on internal governance (EBA/GL/2017/11) and the Joint EBA-ESMA guidelines on the assessment of the suitability of the management body's members and key function holders (EBA/GL/2017/12). It also reinforces the internal governance requirements at all levels of the organisation: board of directors (including specialised committees), authorised management, internal control functions, support functions, etc. In particular, it strengthens the diversity rules and suitability requirements for board members and authorised managers and enhances the roles and responsibilities of the internal control functions.

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

• understand the key internal governance requirements for banks (incl. the roles and responsibilities of the management body, the 3 lines of defence model, etc.);
• understand the respective roles and responsibilities of board members and authorised managers;
• understand the main aspects of the collective and individual suitability assessments of the board members, authorised managers and key function holders;
• identify the CSSF expectations regarding the sound and prudent management of the institution;
• understand the interactions of the board and authorised management with other stakeholders in the internal governance framework (internal control functions, external auditors, regulators, etc.);
• understand the internal reporting mechanisms.

• The main roles and responsibilities of the board of directors and authorised management within the organisation
• Obligations of board members and authorised managers resulting from the CSSF circular 20/758 (as amended) in terms of organisation, oversight, formalisation, independence, suitability, diversity, etc.
• A reminder of the specific role of the chairman, the roles of the specialised committees, the interaction with the authorised management, internal controls function and regulatory authorities, etc.
• Roles and responsibilities of the internal control functions and their interactions with the management body
• Presentation of the main changes introduced by the CSSF circular 20/758

Certificat de présence

This training is coordinated by Cécile Liégeois and Isabelle Melcion-Richard, Partners at PwC luxembourg.

Cécile Liégeois is a partner specialising in audit and regulatory matters within the Financial Sector industry, with over 25 years of professional experience in Luxembourg. She possesses extensive expertise in Luxembourg banking, payment, and investment firm regulations, including MiFID II, governance, compliance, outsourcing, DORA, SFDR, and PSD2. Cécile leads external audits of banks, financial sector professionals, and management companies, preparing regulatory reports and managing projects on new regulatory implementations with a focus on business, regulatory, and operational impacts. She also supports the establishment of new regulated entities or branches such as banks, MiFID firms, or payment institutions. Her client work includes audits, regulatory impact assessments, compliance assistance, AML reviews, and outsourcing framework evaluations.

abelle Melcion-Richard is a partner at PwC specializing in regulatory assistance for new applicants to Luxembourg’s regulated financial sector, including credit institutions, Professionals of the Financial Sector (PFS), electronic money, and payment institutions. With over 25 years of experience in Luxembourg’s financial sector, she leads regulatory advice and has developed expertise in designing application files, governance manuals, authorisation requests, and notification documents. Isabelle is actively involved in industry associations such as ALCO and ALJB. Her work includes drafting application and notification files, regulatory analysis, compliance manual development, gap analysis, and supporting on-site inspections and remediation plans.