CYPRUS Law and Practice Contributed by: Thanasis Korfiotis, Loizos Papacharalambous, Eleni Korfiotis and Georgia Charalambous, Koushos Korfiotis Papacharalambous LLC
• the shares or debentures are privately offered; or • the application is a bona fide invitation to a person to enter into an underwriting agree - ment with respect to the shares or deben - tures. The preparation of an offering memorandum/ prospectus is mandatory where the shares (or other securities) are offered to the public or admitted to trading in a regulated market, per the Public Offer and Prospectus Law.
deemed necessary for carrying out their supervisory activities – persons who obtain access shall treat all information as confiden - tial; and • all processing of personal data of the bor - rower and/or guarantor for the purposes of securitisation, including during the negotia - tion phase (irrespective of whether a deal is concluded), shall be treated in compliance with the General Data Protection Regulation (GDPR) and the national legislation transpos - ing it into Cypriot law – the persons entitled to receive such information are identified in the Securitisation Law, namely the CBC, an SPE (or its authorised representative) and any consultants (including auditors) and credit rating agencies. 4.3 Credit Risk Retention The Securitisation Law does not include any risk retention provisions. However, the Securitisation Regulation (as defined in 1.3 Applicable Laws and Regulations ) includes risk retention obli - gations that shall be applied to all originators operating under the Securitisation Law since the Securitisation Regulation is directly applicable and enforceable against Cypriot citizens. 4.4 Periodic Reporting Under the Securitisation Law (as defined in 1.3 Applicable Laws and Regulations ), SPEs (as defined in 6.1 Insolvency Laws ) and author - ised servicers are jointly and separately respon - sible for submitting to the CBC (as defined in 4.1 Specific Disclosure Laws or Regulations ), six months after the end of the financial year at the latest, the audited financial statements of an SSPE, including the auditor’s report and all necessary information, for assessment of the risks undertaken by the company.
4. Laws and Regulations Specifically Relating to Securitisation 4.1 Specific Disclosure Laws or Regulations
The disclosure obligations for securitisation transactions derive from the Securitisation Law (defined in 1.3 Applicable Laws and Regula- tions ) and the directives issued by the CBC pursuant to said Law. 4.2 General Disclosure Laws or Regulations The CBC (as defined in 4.1 Specific Disclosure Laws or Regulations ) has yet to issue directives regulating disclosure under the Securitisation Law, but the general rules applicable impose the following obligations on securitisation spe - cial purpose entities (SSPEs; as defined in 6.1 Insolvency Laws ) and the servicers: • allow duly authorised officers of the CBC, or qualified persons who have been appointed for this purpose, to enter their premises and investigate their operations and activities, while granting them access to any books, documents, records or/and information
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