NETHERLANDS Law and Practice Contributed by: Johannes de Jong and Juliet de Graaf, Osborne Clarke N.V.
5. AML/KYC 5.1 AML and CFT Requirements
preparing remuneration decisions to be made by the supervisory board. • A significant portion of variable remunera - tion (at least 50%) must consist of shares (or comparable instruments), which must also be subject to an appropriate retention period linked to the bank’s performance. • When awarding variable remuneration, a considerable portion (at least 40%) must be deferred over a period of at least four to five years (depending on the individual’s role). An exemption exists to the financial instruments and deferral requirements described above, available to small banks and individuals who are awarded a certain (limited) amount of variable remuneration. EBA Guidelines on Sound Remuneration Policies The DNB applies the EBA Guidelines in its supervision of Dutch-licensed banks, which further detail the remuneration requirements as set out in the DFSA and Rbb. The EBA sets detailed remuneration requirements, such as on the identification process of identified staff, the tasks and responsibilities of the remuneration committee and the pay-out process for variable remuneration. Dutch Corporate Governance Code According to the DCGC, the supervisory board should determine the remuneration of the indi- vidual management board members, within the boundaries of the management board remunera - tion policy as adopted by the general meeting of the company.
Banks are expected to have a comprehensive anti-money laundering and counter-terrorist financing (AML-CFT) framework in place. The requirements and expectations on AML-CTF primarily follow from: • the Dutch anti-money laundering act ( Wet ter voorkoming van witwassen en financieren van terrorisme , Dutch AML Act) and underlying regulations; • EBA Guidelines, such as the EBA Guidelines on risk factors; • DNB AML-CFT Q&As and Good Practices of May 2024; and • AML-CFT Industry Baselines of 2023. Dutch AML Act The Dutch AML Act implements the European anti-money laundering directives, and is largely the same as in other EEA member states, with certain deviations. The Dutch AML Act has three main elements which are outlined below. AML-CFT risk analysis The Dutch AML Act follows a risk-based approach. The actual measures that banks implement in the context of these requirements depend on the associated risks. The corner - stone of the risk-based approach is the AML- CFT risk analysis, based on which the concrete AML-CTF measures must be determined. The AML-CFT risk analysis is often part of the Sys - tematic Integrity Risk Analysis (SIRA). Customer due diligence (CDD) The purpose of conducting CDD is that the bank knows who it is doing business with. CDD, among others, requires the bank to identify and verify the identity of a customer, its Ultimate
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