Background

ICMA obtains and annually updates legal opinions on the Global Master Repurchase Agreement (1995 & 2000 versions, as well as the 1995 version as amended by the Amendment Agreement to the 1995 version) (the “GMRA”) from numerous jurisdictions worldwide.
 

2009 Legal Opinions

https://www.icmagroup.com/legal1/isma1.aspx
 

Beneficiaries

The 2009 GMRA Opinions have been obtained by ICMA, for the benefit of ICMA, its members and associate members. 
 

Scope

The 2009 GMRA Opinions cover both the enforceability of the netting provisions of the GMRA as well as the validity of the GMRA as a whole.

Furthermore, the opinions address the issue of recharacterisation risk (in respect of both the transfer of securities and the transfer of margin).

Both the UK Financial Services Authority (FSA) and the German Financial Supervisory Authority (BaFin) recognise the effect of netting provisions for regulatory capital and large exposure requirements provided, inter alia, that a reasoned legal opinion has been obtained to the effect that, in the event of a legal challenge, the relevant courts and administrative authorities would find that, where a counterparty fails owing to default, bankruptcy, liquidation or any other similar circumstance, the regulated firm’s claims and obligations pursuant to the GMRA would be limited to a net sum under the law of the relevant jurisdiction(s), and meet certain other requirements. The opinions which ICMA makes available to its members assist them in fulfilling these regulatory requirements.

While it is intended that all opinions should be identical in scope, this has not been possible in certain jurisdictions. Members should therefore ensure that the specific opinions on which they seek to rely extend to their particular circumstances.

Members must satisfy themselves as to the strength of the opinions and the effect of the assumptions and qualifications contained therein.
 

Format

The legal opinions on the GMRA on the one hand and the Overseas Securities Lender’s Agreement (October 1994 version), Overseas Securities Lender’s Agreement (December 1995 version), Master Gilt Edged Stock Lending Agreement (1996 versions) and the Global Master Securities Lending Agreement (May 2000 version) (collectively the “securities lending agreements” – “SLAs”) on the other, have been combined (except for the opinions on Croatia, India, Mexico, Slovenia and Thailand, which are GMRA only opinions) and consist of the following parts:

(i) core opinion covering both the GMRA as well as the SLAs (the “Core Opinion”);
(ii) specific appendix covering the GMRA (the “GMRA part”); and
(iii) specific appendix covering the SLAs (the “SLAs part”).
 

1. Anguilla

2. Australia

3. Austria

4. Bahamas

5. Bahrain

6. Barbados

7. Belgium

8. Bermuda

9. Brazil

10. British Virgin Islands

11. Canada

12. Cayman Islands

13. China

14. Croatia

15. Cyprus

16. Czech Republic

17. Denmark

18. England

19. Estonia

20. Finland

21. France

22. Germany

23. Greece

24. Guernsey

25. Hong Kong

26. Hungary

27. Iceland

28. India

29. Indonesia

30. Ireland

31. Israel

32. Italy

33. Japan

34. Jersey

35. Kuwait

36. Latvia

37. Lithuania

38. Luxembourg

39. Malta

40. Mexico

41. Netherlands

42. Netherlands Antilles

43. New Zealand

44. Norway

45. Oman

46. Philippines

47. Poland

48. Portugal

49. Saudi Arabia

50. Scotland

51. Singapore

52. Slovakia

53. Slovenia

54. South Africa

55. South Korea

56. Spain

57. Sweden

58. Switzerland

59. Taiwan

60. Thailand

61. Turkey

62. United Arab Emirates ²

63. USA