Guidelines for Obtaining a Certificate of Eligibility (COE) under Republic Act (R.A.) No. 11523, otherwise known as the Financial Institutions Strategic Transfer (FIST) Act
OFFICE OF THE DEPUTY GOVERNOR 034 MEMORANDUM NO. M-2021-____ To : ALL BSP-SUPERVISED FINANCIAL INSTITUTIONS (BSFIs) Subject : Guidelines for Obtaining a Certificate of Eligibility (COE) under Republic Act (R.A.) No. 11523, otherwise known as the Financial Institutions Strategic Transfer (FIST) Act The Monetary Board, in its Resolution No. 610 dated 20 May 2021, approved the following guidelines for BSFIs that intend to obtain a COE for purposes of availing of the tax exemptions and privileges for the sale/transfer of non-performing asset/s (NPA) to a FIST corporation (FISTC)1 or to an individual2, or for transactions involving dacion en pago by the borrower or by a third party on behalf of a borrower to a BSFI pursuant to the provisions of Section 386 of the Manual of Regulations for Banks (MORB) and Sections 363-Q/307-N of the Manual of Regulations for Non-Bank Financial Institutions, which implement the provisions of the Republic Act (R.A.) No. 11523 or the FIST Act and its Implementing Rules and Regulations (IRR). 1. The COE refers to the certificate issued by the Bangko Sentral ng Pilipinas (BSP) as to the eligibility of the NPAs [i.e., non-performing loans (NPL)3 and real and other properties acquired (ROPA)4] of BSFIs for purposes of availing of the tax exemptions and privileges,5 1 All references to FISTCs in these guidelines shall also refer to Special Purpose Vehicles whose applications for reconfirmation have been approved by the Security and Exchange Commission (SEC) pursuant to the FIST Act and its IRR. 2 Under Rule 15.2 (9) of the IRR, the transaction shall be limited to either a single-family residential unit ROPA or an empty lot ROPA, or to an NPL secured by a real estate mortgage (REM) on said residential unit or an empty lot. Provided, however, that the tax exemptions and fee privileges shall apply only to one acquisition of NPA (either NPL or ROPA) by an individual and to the subsequent transfer of the same NPA. 3 Under Rule 3.1 (u) of the IRR, NPLs refer to secured or unsecured loans, receivables, and other financial assets of similar nature, including restructured loans, whose principal and/or interest have remained unpaid for at least 90 days after they have become past due or any of the events of default under the loan or restructuring agreement has occurred. The BSFI may also refer to Section 386 of the of the MORB and Sections 363-Q/307-N MORNBFI for the expanded definition of NPLs pursuant to the FIST Act and its IRR. 4 Under Rule 3.1 (v) of the IRR, ROPAs refer to real and other properties assets acquired by a financial institution (FI) in settlement of loans and receivables, including real properties, shares of stocks, and personal properties which have been acquired by way of dation in payment (dacion en pago) or judicial or extra-judicial foreclosure or execution of judgment or enforcement of security interest. 5 Under Rule 15.4 (1) of the IRR, any person, natural or juridical, claiming any of the tax exemptions under the Act, shall provide the Bureau of Internal Revenue (BIR) with the appropriate COE issued by the Appropriate Regulatory Authority (e.g., the BSP), in addition to such other documentary requirements pursuant to the revenue regulations to be issued by
pursuant to the provisions of the FIST Act and its IRR. As stated under Rule 25 of the IRR, only assets that have become non-performing on or before 31 December 2022 will be issued a COE. 2. The following transactions, which pertain to Rule 15.1 (1) to (6) of the IRR, shall be issued a COE to be entitled to tax exemptions and fee privileges:6 a. Transfer of an NPL by a BSFI to a FISTC; b. Transfer of a ROPA by a BSFI to a FISTC; c. Dation in payment (dacion en pago) of an NPL by a borrower to a BSFI; d. Dation in payment (dacion en pago) of an NPL by a third-party, on behalf of a borrower, to a BSFI; e. Transfer of an NPL by a BSFI to an individual; and f. Transfer of a ROPA by a BSFI to an individual. 3. Prior to the filing of an application for COE, the BSFI shall coordinate with the BSP, through the appropriate supervising department, its intention/plan to sell/transfer its NPAs pursuant to the FIST Act and its IRR, and to develop a reconciled and final master list of eligible NPAs. On the Submission of the Master List of Eligible NPAs (Master List)7 4. The BSFIs shall submit its Letter of Intent, Master List, NPA schedules, Corporate Secretary’s Certificate on the approval of Board of Directors (BOD) or Board of Trustees (BOT) on the plan to sell/transfer NPAs to a FISTC and/or individual; and sworn certification via email to [email protected], copy furnished the appropriate supervising department of the BSP. The sworn certification shall be signed by the President, Chief Executive Officer (CEO), General Manager (GM) or a senior officer of equivalent rank, or by the country head in the case of a foreign bank branch (FBB), and the Chief Compliance Officer (CCO). Please see Annexes A.1, A.2 and B for the Master List User Guide, Master List Data Entry Template and sworn certification, respectively, and Annex C.1 for the List of Requirements for Submission of Master List. 5. The BSP will start accepting submission of Master List with reference date as of 31 March 2021 upon effectivity of these guidelines. the Department of Finance, upon recommendation of the Commissioner of the BIR, for purposes of implementing the fiscal incentives under the Act. 6 Under Rule 15.2 of the IRR, the transaction must have occurred within a period of not more than two (2) years from the date of effectivity of the Act on February 18, 2021, i.e., from February 18, 2021 to February 18, 2023. Thereafter, the tax exemptions and fee privileges shall no longer apply. 7 A Master List refers to the pool of assets as of a quarter-ended reference date that meets the definition of NPAs under the FIST Act and its IRR, for which the BSFI intends to obtain a COE.
Thereafter, BSFIs may opt to update their Master List as of every quarter-end (e.g., 30 June 2021, 30 September 2021, and so on) up to 31 December 2022, as applicable.8 The Master List shall be submitted to BSP not earlier than 15 working days after the quarter-ended reference date to ensure that corresponding NPA schedules are available and their balances will reconcile with the BSP-Financial Reporting Package as of the said reference date. The prescribed dates for submission of Master List are as follows:9 Master List Quarter-End Prescribed Dates for Reference Dates Submission (Initial or Updates) 31 Mar 2021 31 May 2021 to 30 Jun 2021 30 Jun 2021 15 Jul 2021 to 30 Sep 2021 30 Sep 2021 15 Oct 2021 to 31 Dec 2021 31 Dec 2021 15 Jan 2022 to 31 Mar 2022 31 Mar 2022 15 Apr 2022 to 30 Jun 2022 30 Jun 2022 15 Jul 2022 to 30 Sep 2022 30 Sep 2022 15 Oct 2022 to 31 Dec 2022 31 Dec 2022 15 Jan 2023 to 31 Jan 2023 6. Once the Master List is validated and verified as acceptable, the BSP shall provide the BSFI with a copy of the Final Master List as reference for its COE application. The Final Master List shall be released/sent via email to the BSFI through its registered email address. 7. The Final Master List, initial or updated, shall include eligible NPAs on or before the quarter-ended reference date, which assets meet the definition of NPAs pursuant to the FIST Act and its IRR upon evaluation of the appropriate supervising department of the BSP. The COE applied for by the BSFI shall pertain only to NPAs in the said Final Master List. The BSFI shall not submit a COE application to the BSP unless it has received the Final Master List. Please see Item no. 3 for reference. Notwithstanding the BSP’s issuance of the Final Master List, the issuance of a COE to a BSFI shall depend on the evaluation and assessment of the eligibility of NPAs and the absence of an indication that the “true sale” requirement of the NPA sale/transfer under the FIST Act and its IRR is not met based on documents submitted/presented relative to its COE application. On COE Application 8. Upon receipt of the Final Master List, the BSFI shall file with/send to the BSP an application for issuance of COE. The soft/scanned copies 8 For master list updates, BSFIs shall submit the Updated Master List as of a quarter-ended reference date, NPA schedules and sworn certification. 9 Submission of initial master list as of 31 March 2021 is left to the discretion of BSFIs. Nonetheless, BSFIs are encouraged to develop an initial Master List before 31 December 2021.
of the application shall be sent via email to [email protected] (copy furnished the appropriate supervising department), addressed to the Director/Head of the appropriate supervising department of the BSP. Although no specific form is prescribed, the applicant BSFI shall describe in sufficient detail its proposed transaction, identifying its counterparty/ies and disclosing the terms, conditions and all material commitments related to the transaction. An application shall be filed for each transfer of NPA/s. Please see Annex C.1 for the List of Requirements for Application for COE. 9. The COE application shall include a written authority to debit the BSFI’s demand deposit account (DDA) for the applicable (non-refundable) processing fee (please refer to item no. 13 for the corresponding fees for each COE application). The BSFI’s DDA shall be automatically debited upon receipt of the application. 10. In the case of BSFIs that do not have DDA with BSP, proof of payment of (non-refundable) processing fee shall be included in the COE application. BSFIs are expected to inform/coordinate with the appropriate supervising department of their intention to pay the amount of processing fee in order to receive through email an Order of Payment Number and the details on how to pay. 11. The COE application shall also be accompanied by a sworn certification (Annex D.1 for FISTC and Annex D.2 for Individual, for the prescribed format/template) signed by the President, CEO, GM or a senior officer of equivalent rank, who is authorized by the BOD/BOT, or by the country head in the case of an FBB, and the CCO certifying, among other things, that: a. The assets to be sold/transferred are NPA/s as defined under the FIST Act and its IRR; b. The proposed sale/transfer of said NPA/s is a True Sale; c. The notification requirement to the borrowers and all persons holding prior encumbrance upon the asset mortgaged or subject to security interest has been complied with; and d. The maximum 30-day period for renegotiation and restructuring of the NPL/s has been complied with. Items c and d shall only apply to an NPL. 12. In the case of sale/transfer of NPAs, the application for COE shall be accompanied by a notarized Deed of Transfer or equivalent document with the following minimum disclosures/provisions: a. The sale is on “without recourse” basis; b. To hold free and harmless the BSP and its officers and staff; and c. Profit sharing agreement, if any.
In the case of dacion en pago by a borrower or a third party on behalf of a borrower to a BSFI, the application for COE on the NPL being settled shall be accompanied by a notarized Deed of Dacion or equivalent document executed by the borrower, the third party (as applicable), the registered owner of the property, and the BSFI. 13. Processing fees for each COE application are as follows: a. If the transfer is made to a FISTC: Type of BSFI Processing Fee Universal and Commercial Banks P 50,000 Thrift Banks 20,000 Rural and Cooperative Banks 15,000 Non-Bank Financial Institutions 10,000 b. P5,000 in case of a dacion en pago arrangement by an individual or corporate borrower; and c. P5,000 if the transfer involves a single-family residential unit ROPA or an empty lot ROPA or an NPL secured by REM on said residential unit or an empty lot to an individual. 14. The appropriate supervising department of the BSP shall issue the COE to applicant BSFIs within 20 working days from receipt of its application with complete requirements, and a duplicate copy of the COE shall likewise be furnished to the SEC and the BIR. The BSP, SEC and BIR shall coordinate to ensure the integrity of the COE. 15. The BSP will act on applications for COE issuance that are received on or before 24 February 2023, provided that the transaction must have occurred and the Deed of Transfer/Dacion or equivalent documents have been duly executed by the parties and notarized within the two-year period from the effectivity of the FIST Act, i.e., 18 February 2021 to 18 February 2023. This Memorandum shall take effect immediately. Digitally signed by Chuchi G. Fonacier Date: 2021.06.04 16:19:38 +08'00' CHUCHI G. FONACIER Deputy Governor 04 June 2021
ANNEX A.1 MASTER LIST USER GUIDE GENERAL INSTRUCTIONS a. All amounts should be in absolute value (do not round-off). At no time should the amounts be less than zero. b. All entries must be in uppercase fonts. c. At no time should the borrower/issuer/entity/accountee names be entered using acronyms or abbreviations. For non-individuals, use only SEC registered names. I. Non-Performing Loans (NPL) COLUMN NAME TYPE LENGTH VALID VALUES Type of Borrower N 1 1 - Corporate 2 – Individual Borrower Name C 60 For individuals: A B C Surname First Middle Name Name For institutions, do not use abbreviations or acronyms; use SEC registered names A Institution Name Borrower T.I.N. N 12 Dash (-) in T.I.N. should not be included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Borrower Address C 200 Promissory Note No. T 60 Original Loan Amount (in N 17 Original Loan Amount as indicated Php) in the promissory note Date Granted D 8 Date format in CCYYMMDD Maturity Date D 8 Date format in CCYYMMDD Date of Last Application of D 8 Date format in CCYYMMDD Payment Should be dated on or before the reference date Loan Type N 1 1 - PDL (Past Due Loan) 2 - ITL (Items in Litigation) 3 - RL (Restructured Loan) Date Classified as PDL D 8 Date format in CCYYMMDD Should be dated on or before the reference date Date Classified as NPL D 8 Date format in CCYYMMDD
ANNEX A.1 COLUMN NAME TYPE LENGTH VALID VALUES Should be dated at least 90 days or more from the date classified as PDL Should be dated on or before the reference date Amount Secured (in Php) N 17 Sum of AMTSEC and AMTUNSEC Amount Unsecured (in N 17 should equal the Outstanding Loan Php) Amount. At no time should any of these be less than zero. Type of Security N 1 1 - REM – Residential 2 - REM – Commercial 3 - REM – Agricultural 4 - CHM 5 - Other Collateral Outstanding Loan Amount N 17 Shall be at amortized cost before (in Php) allowance for credit losses. The amount indicated must equal the sum of amounts shown under “AmtSec” and “AmtUnsec”. *Auto Compute Booked Allowance for N 17 Credit Losses (in Php) Status N 1 1 - Outstanding 2 - New 3 - Delete Reason for Deletion from N 1 1 - Issued with COE Verified Master List 2 - Reverted to Performing Status 3 - Fully Paid 4 - Foreclosed 5 - Others Only applicable in subsequent submission of master list of NPAs. This refers to NPAs in the previously issued Final Master List that should be deleted/removed in the Final Master List as of the current reference date. If Issued with COE, please C 25 Indicate the COE no. if the Reason specify COE number for Deletion from Verified Master List is “Issued with COE” BSP-FSS Unit No.-MMDDYY- 00000-XXXXX (i.e., BSP-01-033121- 00001-ABCDE)
ANNEX A.1 II. Real and Other Properties Acquired (ROPA) COLUMN NAME TYPE LENGTH VALID VALUES Property already N 1 1 - Yes consolidated in the name 2 - No of the BSFI Date when title to property D 8 Date format in CCYYMMDD or leave was consolidated in name it blank if not consolidated in the of BSFI name of the BSFI Type of Former N 1 1 - Corporate Borrower/Owner 2 – Individual Name of Former C 60 For individuals: Borrower/Owner A B C Surname First Middle Name Name For institutions, do not use abbreviations or acronyms; use SEC registered names A Institution Name T.I.N. of Former N 12 Dash (-) in T.I.N. should not be Borrower/Owner included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Former Borrower/Owner C 200 Address Type of Property N 1 1 - Land 2 - Land with Improvement 3 - Motor Vehicle 4 - Jewelry 5 - Others TCT No. / Plate Number / T 30 For not applicable, indicate Not Chassis No. / Not Applicable Applicable Date Booked as ROPA D 8 Date format in CCYYMMDD Should be dated on or before reference date Original Book Value (In N 17 Php) Accumulated Depreciation N 17 (in Php) Net Book Value (In Php) N 17 *Auto Compute (Difference of the Original Book Value and Accumulated Depreciation before Allowance for Impairment Losses) Booked Allowance for N 17 Impairment Losses (In Php) Latest Appraisal Date D 8 Date format in CCYYMMDD
ANNEX A.1 COLUMN NAME TYPE LENGTH VALID VALUES Latest Appraised Value (In N 17 Php) Status N 1 1 - Outstanding 2 - New 3 - Delete Reason for Deletion from N 1 1 - Issued with COE the Verified Master List 2 - Sold to Non-FIST counterparties 3 - Reclassified to bank premises 4 - Others Only applicable in subsequent submission of master list of NPAs. This refers to NPAs in the previously issued Final Master List that should be deleted/removed in the Final Master List as of the current reference date. If Issued with COE, please C 25 Indicate the COE no. if the Reason specify COE number for Deletion from Verified Master List is “Issued with COE” BSP-FSS Unit No.-MMDDYY- 00000-XXXXX (i.e., BSP-01-033121- 00001-ABCDE) III. Sales Contract Receivables (SCR) COLUMN NAME TYPE LENGTH VALID VALUES Type of Borrower/ Buyer N 1 1 - Corporate 2 - Individual Name of Borrower/Buyer C 60 For individuals: A B C Surname First Middle Name Name For institutions, do not use abbreviations or acronyms; use SEC registered names A Institution Name T.I.N. of Borrower/Buyer N 12 Dash (-) in T.I.N. should not be included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Address of Borrower/Buyer C 200 Type of Property N 1 1 - Land 2 - Land with Improvement 3 - Others TCT No. T 30 Transfer Certificate of Title Number
ANNEX A.1 COLUMN NAME TYPE LENGTH VALID VALUES Date when title to property D 8 Date format in CCYYMMDD or leave was consolidated in name it blank if not consolidated in the of BSFI name of the BSFI Latest Appraisal Date D 8 Date format in CCYYMMDD Latest Appraised Value (In N 17 Php) SCR Contract No. T 30 Original Amount (In Php) N 17 Date Granted D 8 Date format in CCYYMMDD Maturity Date D 8 Date format in CCYYMMDD Date of Last Application of D 8 Date format in CCYYMMDD Payment Should be dated on or before the reference date Date Classified as PDL D 8 Date format in CCYYMMDD Should be dated on or before the reference date Date Classified as NPL D 8 Date format in CCYYMMDD Should be dated 90 days or more from the date classified as PDL Should be dated on or before the reference date Outstanding Amount N 17 Amortized Cost before allowance for credit losses Booked Allowance for N 17 Credit Losses (In Php) Status N 1 1 - Outstanding 2 - New 3 - Delete Reason for Deletion from N 1 1 - Issued with COE the Verified Master List 2 - Reverted to Performing SCR 3 - Rescinded and reverted to ROPA 4 - Fully Paid 5 - Others Only applicable in subsequent submission of master list of NPAs. This refers to NPAs in the previously issued Final Master List that should be deleted/removed in the Final Master List as of the current reference date. If Issued with COE, please C 25 Indicate the COE no. if the Reason specify COE number for Deletion from Verified Master List is “Issued with COE” BSP-FSS Unit No.-MMDDYY- 00000-XXXXX (i.e., BSP-01-033121- 00001-ABCDE)
ANNEX A.1 IV. Financial Assets Acquired in Settlement of Loans and Receivables COLUMN NAME TYPE LENGTH VALID VALUES Type of Financial Assets N 1 1 - Debt Securities Acquired 2 - Equity Securities ISIN/Stock Cert. No. T 30 Name of Issuer C 60 Do not use abbreviations or acronyms; use SEC registered names Issue Date D 8 Date format in CCYYMMDD Should be dated on or before the reference date Maturity Date D 8 Date format in CCYYMMDD Par Value (in Php) N 17 Date Booked D 8 Date format in CCYYMMDD Date of booking of financial assets acquired in settlement/payment of loans and receivables Should be dated on or before the reference date Book Value (in Php) N 17 Amortized Cost before allowance for impairment losses Allowance for Impairment N 17 Losses (in Php) Status N 1 1 - Outstanding 2 - New 3 - Delete Reason for Deletion from N 1 1 - Issued with COE the Verified Master List 2 - Sold to Non-FIST Counterparties 3 - Matured and redeemed by issuer 4 - Others Only applicable in subsequent submission of master list of NPAs. This refers to NPAs in the previously issued Final Master List that should be deleted/removed in the Final Master List as of the current reference date. If Issued with COE, please C 25 Indicate the COE no. if the Reason specify COE number for Deletion from Verified Master List is “Issued with COE” BSP-FSS Unit No.-MMDDYY- 00000-XXXXX (i.e., BSP-01-033121- 00001-ABCDE)
ANNEX A.2 Name of BSFI <BSFI Code> List of NPLs for Inclusion to Pool of NPAs for Sale/Transfer to FIST Counterparties As of _______________ For Updating of Final Master List Only Loan Reason for Type of Security Deletion from Type Outstanding Loan Booked Allowance Status the Final Master Type of Borrower Name Original Loan Date of Last Date Date Amount Amount Amount for Credit Losses List If Issued with Borrower Borrower Borrower Promissory Maturity (In Php) (In Php) Amount Date Granted Application Classified as Classified as Secured Unsecured COE, please T.I.N. Address Note No. Date 1 - Issued with (In Php) of Payment PDL NPL1/ (In Php) (In Php) specify COE 1 - REM – Residential COE number. 1 - PDL 2 - REM – Commercial 2 - Reverted to 2 - ITL 3 - REM – Agricultural Performing Status 3 - RL 4 - CHM 1 - Outstanding 3 - Fully Paid 1 - Corporate A B C 5 - Other Collateral 140150000000000000 140150019000600000 2 - New 4 - Foreclosed 2 - Individual 3 - Delete 5 - Others <numeric> <numeric> <amount> Date format Date format Date format Date format Date format <amount> <amount> <amount> <amount> <Editable if <Editable if in in in in in previous previous CCYYMMDD CCYYMMDD CCYYMMDD CCYYMMDD CCYYMMDD *Auto Compute column (Status) column (Reason (sum of Amount is Delete else for Deletion *Should be Secured disabled> from the dated at (In Php) and Verified Master least 90 days Amount Unsecured List) is Issued or more (In Php) with COE else from the disabled> date classified as PDL *Should be dated on or before the reference date <Increasing Rows> 1/ NPL as defined under the FIST Act and its IRR
ANNEX A.2 Name of BSFI <BSFI Code> List of ROPAs for Inclusion to Pool of NPAs for Sale/Transfer to FIST Counterparties As of _______________ Property Type of Property For Updating of Final Master List Only Type of already Former Booked Allowance consolidated Accumulated Reason for Deletion Borrower/ Name of Former Original Book Value for Impairment in the name Date when title Depreciation Status from the Final Master Owner Borrower/Owner T.I.N. of TCT No. /Plate (In Php) Losses of the BSFI to property Former Date (In Php) Latest Latest List Former No/Chassis Net Book Value (In Php) was Borrower/ Booked as Appraisal Appraised Value If Issued with COE, Borrower/ No./Not (In Php) consolidated in Owner Address 1 - Land ROPA Date (In Php) 1 - Issued with COE please specify COE Owner Applicable name of BSFI 2 - Land with 2- Sold to Non-FIST number Improvement counterparties 3 - tor Vehicle 1 - Outstanding 3 - Reclassified to bank 1 - Yes 1 - Corporate A B C 4 - Jewelry 150100000000000000 185100000000000000 180100000000000000 2 - New premises 2 - No 2 - Individual 5 - Other 3 - Delete 4 - Others Date format in <numeric> Date format <amount> <amount> <amount> <amount> Date format <amount> <Editable if previous <Editable if previous CCYYMMDD in in column (Status) is column (Reason for CCYYMMDD *Auto Compute CCYYMMDD Delete else disabled> Deletion from the *Automatically (difference of Verified Master List) "Not *Should be Original Book is Issued with COE Applicable" if dated on or Value else disabled> previous before (In Php) and column reference Accumulated (Property date Depreciation already (In Php) consolidated in the name of the BSFI) is "No" <Increasing Rows>
ANNEX A.2 Name of BSFI <BSFI Code> List of SCRs for Inclusion to Pool of NPAs for Sale/Transfer to FIST Counterparties As of _______________ For Updating of Final Master List Only Type of Type of Buyer/ Property Reason for Borrower Date when Outstanding Booked Allowance Name of Buyer/ title to Original Amount Status Deletion from the Latest Amount for Credit Losses Borrower T.I.N. of Address of property Latest SCR (In Php) Date of Last Date Date Final Master List Appraised Date Maturity (In Php) (In Php) Buyer/ Buyer/ TCT No. was Appraisal Contract Application Classified as Classified as If Issued with Value Granted Date 1/ Borrower Borrower consolidated Date No. of Payment PDL NPL COE, please (In Php) 1 - Issued with COE in name of specify COE 2 - Reverted to BSFI number Performing SCR 1 - Land 3 - Rescinded and 2 - Land with 1 - Outstanding reverted to ROPA A B C 1 - Corporate Improvement 2 - New 4 - Fully Paid 2 - Individual 3 - Others 145150000000000000 145153000000000000 165451500000000000 3 - Delete 5 - Others <numeric> Date format Date format <amount> <amount> Date format Date format Date format Date format Date format <amount> <amount> <Editable if <Editable if in in in in in in in previous column previous CCYYMMDD CCYYMMDD CCYYMMDD CCYYMMDD CCYYMMDD CCYYMMDD CCYYMMDD (Status) is Delete column (Reason else disabled> for Deletion *Should be from the dated 90 Verified Master days or List) is Issued more from with COE else the date disabled> classified as PDL *Should be dated on or before the reference date <Increasing Rows> 1/ NPL as defined under the FIST Act and its IRR
ANNEX A.2 Name of BSFI <BSFI Code> List of Financial Assets Acquired in Settlement of Loans and Receivables for Inclusion to Pool of NPAs for Sale/Transfer to FIST Counterparties As of _______________ Type of For Updating of Final Master List Only Financial Assets Reason for Deletion from the Acquired Status Final Master List Par Value Book Value Allowance for Impairment ISIN/ Stock Cert No. Name of Issuer Issue Date Maturity Date Date Booked (In Php) (In Php) Losses (In Php) If Issued with COE, please 1 - Debt 1 - Outstanding 1 - Issued with COE specify COE number Securities 2 - Sold to Non-FIST Counterparties 2 - New 2 - Equity 3 - Matured and redeemed by issuer 3 - Delete Securities 4 - Others Date format in Date format in <amount> Date format in <amount> <amount> <Editable if previous column <Editable if previous CCYYMMDD CCYYMMDD CCYYMMDD (Status) is Delete else disabled> column (Reason for Deletion from the Verified *Should be Master List) is Issued with dated on or COE else disabled> before the reference date <Increasing Rows>
ANNEX B Sworn Certification Template – Upon Submission of Master List of NPAs Name of the BSP-Supervised Financial Institution (BSFI) Pursuant to BSP Memorandum No. M-2021-___, we certify that the Master List of Non-Performing Assets (NPAs) as of quarter-ended ___________, attached as Annex ___, is a true and accurate list of NPAs based on [name of BSFI]’s books and records and that they meet the definition of NPAs under Republic Act No. 11523, or the “Financial Institutions Strategic Transfer (FIST) Act,” and its Implementing Rules and Regulations (IRR). I/We understand that should the BSP subsequently determine that this Certification or any part thereof is false, [name of BSFI] and the undersigned may be subject to applicable penalties and administrative sanctions, including revocation of issued Certificate of Eligibility upon finding of violation, under the FIST Act and its IRR, BSP rules and regulations, as well as other relevant laws, rules and regulations. ______________________ _______________________ Name and Signature Name and Signature President/CEO or Officer of Equivalent Rank Chief Compliance Officer Date: _______________ Date: __________________ SUBSCRIBED AND SWORN to before me this _____________ day of 20__ at __________, with affiants exhibiting to me their [type of valid identification document/s]: Name Name of Identification Place Issued and No. President/CEO of Officer of Equivalent Rank Chief Compliance Officer _____________________ NOTARY PUBLIC Not. Reg. No. __________ Doc. No. ______________ Page No. _____________ Series of _____________
Annex C.1 List of Requirements for Submission of Master List of Eligible Non-Performing Assets (NPA) and Application for Certificate of Eligibility (COE)1 I. General Instructions A. Management shall provide certification if the requirement is not applicable or there is none on file. B. The BSFIs shall use the prescribed Master List Data Entry Template (DET) and NPA List for COE application DETs which can be downloaded from http://www.bsp.gov.ph/SES/reporting templates beginning 31 May 2021 and 30 June 2021, respectively. Please see Annex C.2 for NPA List for COE User Guide, Annex C.3 for NPA List COE Sale DET and Annex C.4 for NPA List COE Dacion DET. C. Pursuant to BSP Memorandum No. M-2017-028 dated 11 September 2017 and BSP Memoranda Nos. 2017-014 and 2017-015 both dated 31 March 2017, BSFIs shall use only e-mail addresses officially registered with the Department of Supervisory Analytics (DSA) in electronically submitting reports. The same registered e-mail addresses shall be used by the BSP in acknowledging the submitted reports. D. Additional schedules/requirements may be requested for reproduction/submission during the course of the master list review/verification and evaluation of COE application. II. Master List of Eligible NPAs A. The electronic submissions shall be transmitted to [email protected], copy furnished the appropriate supervising department of the BSP, using the following prescribed format as subject: FIST Masterlist <BSFI Name>, <Reference Period in DD Month CCYY> For Example, To : [email protected] Subject : FIST Masterlist Bank ABC, 31 March 2021 The following are the primary requirements using the prescribed file names and file format: 1 These requirements are only for the purpose of COE issuance by the BSP. Under Rule 5.1 (j), the FITSC/Individual, for its purpose, may require from the BSFI a different set of Data Package. Also, Rule 13.3 of the IRR provides that, in the transfer of NPAs, the parties shall exercise the requisite due diligence, and any fraud, collusion and irregularity shall be subject to penalties under Section 24 of the FIST Act, as well as other pertinent laws, rules and regulations.
Annex C.1 Requirements File name File Reference period Format (MMDDYY) 1. Master List of NPAs ML_Reference Period xls (download the DET) 2. Letter of Intent LOI_Reference Period pdf 3. Corporate Secretary’s Sec Cert_Reference pdf Certificate on the approval Period of Board of Directors or Board of Trustees on the plan to sell/transfer NPAs to a FIST Corporation and/or individual 4. Sworn certification Sworn Cert ML_Reference pdf Period 5. NPA Schedules (shall tie up with Financial Reporting Package (FRP) balances as of the same reference period and should contain primary master list information, at a minimum): a. Non-Performing Loans (NPL), reconcile with Schedule 11A of the FRP With the following details, at a minimum: • Name of Borrower • Promissory Note (PN) No. • Date Granted • Maturity Date • Original Amount • Outstanding Amount • Date of Last Application of Payment • Date Booked as Past Due • Allowance for Credit Losses 1) Loans and Loans_Reference Period pdf Receivables [Classified as i. Past Due or Non- Performing excluding Items in Litigation (ITL); and ii. ITL] 2) Restructured Loans RL_Reference Period pdf (Classified as i. Past Due or Non- Performing excluding ITL; and ii. ITL), reconcile with Schedule 11B of the FRP b. Sales Contract SCR_Reference Period pdf Receivables [SCR] (indicate nature and description of property, Transfer Certificate of Title (TCT) No., tax declaration, etc., as applicable)
Annex C.1 Requirements File name File Reference period Format (MMDDYY) c. Real and Other ROPA_Reference Period pdf Properties Acquired [ROPA] (indicate nature and description of property, TCT No., Chassis No., etc., as applicable) III. COE A. The electronic submissions shall be transmitted to [email protected], copy furnished the appropriate supervising department of the BSP, using the following prescribed format as subject: FIST COE <BSFI Name>, <Reference Period in DD Month CCYY> The Reference Period shall always refer to the reference period of the Final Master List. For Example, To : [email protected] Subject : FIST COE Bank ABC, 31 March 2021 B. The following are the primary requirements using the prescribed file names and file format: Requirements File name File Reference period Format (MMDDYY) 1. NPA List for COE NPA List COE xls application, based on the Sale_Reference Period Final Master List as of a quarter-ended reference NPA List COE xls date Dacion_Reference Period (download the DET) 2. Letter of Application for COE_Reference Period pdf COE 3. Sworn Certification: a. FIST Corporation (FISTC) Sworn Cert COE pdf FISTC_Reference Period b. Individual Sworn Cert COE pdf Ind_Reference Period 4. Notarized Deed of Deed Sale_Reference pdf Transfer/Sale or equivalent Period document with the following minimum disclosures/ provisions: a. The sale is on “without recourse” basis;
Annex C.1 Requirements File name File Reference period Format (MMDDYY) b. To hold free and harmless the BSP and its officers and staff; and c. Profit sharing agreement, if any. or Notarized Deed of Dacion Deed Dacion_Reference pdf or equivalent document Period 5. Board/Committee BR_Reference Period pdf Resolution authorizing/approving the sale/transfer of NPAs to FITSC/individual C. Supporting Documents (File Name: Supporting Documents.zip) All supporting documents should be submitted in one (1) zip file below are the expected folders and documents inside the zip file: Requirements Folder Name 1. For NPL NPL_<Promissory Note No.> i. Promissory Note/Pawn Ticket; ii. Restructuring Agreement, if restructured loan; iii. Ledger balance as certified by the Accounting Officer or billing statement (for consumer/retail loans); iv. Last collection notice sent to the borrower; v. Proof of booking/classification as past due (e.g., accounting ticket/journal entry) vi. Proof of delivery or borrower’s receipt of prior notice to the borrowers of the NPLs and all persons known to the selling BSFI to be holding prior encumbrances upon the assets mortgaged or subject to security interest on the planned transfer of said assets to FISTC/individuals in accordance with Sec. 12 of the Act and Rule 12.1 of the IRR; and For Secured NPL vii. Mortgage contracts and those involving easements and other encumbrances, and their corresponding annotations on the respective TCT or tax declaration if the property is untitled, as applicable. 2. For SCR SCR_ Name of Buyer/ Borrower i. Notarized Sales Contract, or equivalent document; ii. Proof of property’s ownership, e.g., TCT or tax declaration for unregistered land; and iii. Ledger balance as certified by the Accounting Officer or billing statement. 3. For ROPA ROPA_ Name of Buyer/ Borrower i. Certificate of Sale (COS) for Extra-judicial foreclosure/Notarized Deed of Dacion in case of dation in payment/judgment in case of judicial foreclosure for real estate ROPAs with unconsolidated land title; ii. Proof of property’s ownership, e.g., TCT, tax declaration for unregistered land, Certificate of Stocks or other certificate/proof of
Annex C.1 Requirements Folder Name participation in securities, Official Receipt/Certificate of Registration for motor vehicle; and iii. Latest Real Estate Tax Receipt, as applicable.
ANNEX C.2 NPA LIST FOR COE USER GUIDE GENERAL INSTRUCTIONS a. All amounts should be in absolute value (do not round-off). At no time should the amounts be less than zero. b. All entries must be in uppercase fonts. c. At no time should the borrower/issuer/entity/accountee names be entered using acronyms or abbreviations. For non-individuals, use only SEC registered names. I. Non-Performing Loans (NPL) COLUMN NAME TYPE LENGTH VALID VALUES Type of Borrower N 1 1 - Corporate 2 - Individual Borrower Name T 60 For individuals: A B C Surname First Middle Name Name For institutions, do not use abbreviations or acronyms; use SEC registered names A Institution Name Borrower T.I.N. N 12 Dash (-) in T.I.N. should not be included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Borrower Address C 200 Promissory Note No. T 30 Original Loan Amount (in N 17 Original Loan Amount as indicated Php) in the promissory note Date Granted D 8 Date format in CCYYMMDD Date Classified as NPL D 8 Date format in CCYYMMDD Should be dated on or before the reference date Amount Secured (in Php) N 17 Sum of AMTSEC and AMTUNSEC Amount Unsecured (in N 17 should equal the Outstanding Loan Php) Amount. At no time should any of these be less than zero. Description of Collateral Type of Security N 1 1 - REM – Residential 2 - REM – Commercial 3 - REM – Agricultural 4 - CHM 5 - Other Collateral
ANNEX C.2 COLUMN NAME TYPE LENGTH VALID VALUES TCT No. T 30 Transfer Certificate of Title Number Tax Dec. No. T 30 Tax Declaration Number Registered Owner C 60 T.I.N. of Registered N 12 Dash (-) in T.I.N. should not be Owner included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Location of Property T 200 (St., Brgy., Mun / City, Province) Area (in sqm) N 17 Outstanding Loan Amount N 17 Shall be at amortized cost before (in Php) allowance for credit losses. The amount indicated must equal the sum of amounts shown under “AmtSec” and “AmtUnsec”. *Auto Compute Booked Allowance for N 17 Credit Losses (in Php) Description of the Dacion T 200 Property (include TCT No., registered owner, T.I.N. of registered owner, land area in sqm, as applicable) II. Real and Other Properties Acquired (ROPA) COLUMN NAME TYPE LENGTH VALID VALUES Property already N 1 1 - Yes consolidated in the name 2 - No of the BSFI Date when title to property D 8 Date format in CCYYMMDD or leave was consolidated in name if blank if not consolidated in the of BSFI name of the BSFI Type of Former N 1 1 - Corporate Borrower/Owner 2 - Individual Name of Former C 60 For individuals: Borrower/Owner A B C Surname First Middle Name Name For institutions, do not use abbreviations or acronyms; use SEC registered names A Institution Name T.I.N. of Former N 12 Dash (-) in T.I.N. should not be Borrower/Owner included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000
ANNEX C.2 COLUMN NAME TYPE LENGTH VALID VALUES Former Borrower/Owner C 200 Address Type of Property N 1 1 - Land 2 - Land with Improvement 3 - Motor Vehicle 4 - Jewelry 5 - Others TCT No. / Plate Number / T 30 For not applicable, indicate Not Chassis No. / Not Applicable Applicable Description of Real Property Type of Real Property N 1 1 - Residential 2 - Commercial 3 - Agricultural Tax Dec. No. T 30 Tax Declaration Number Registered Owner C 60 T.I.N. of Registered N 12 Dash (-) in T.I.N. should not be Owner included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Location of Property C 200 (St., Brgy., Mun/ City, Province) Area (in sqm) N 17 Date Booked as ROPA D 8 Date format in CCYYMMDD Should be dated on or before reference date Net Book Value (In Php) N 17 Should be the difference of the Original Book Value and Accumulated Depreciation before Allowance for Impairment Losses *Auto Compute Booked Allowance for N 17 Impairment Losses (In Php) Latest Appraisal Date D 8 Date format in CCYYMMDD Latest Appraised Value (In N 17 Php) III. Sales Contract Receivables (SCR) COLUMN NAME TYPE LENGTH VALID VALUES Type of Borrower/ Buyer N 1 1 - Corporate 2 - Individual Name of Borrower/Buyer C 60 For individuals: A B C Surname First Middle Name Name For institutions, do not use abbreviations or acronyms; use SEC registered names
ANNEX C.2 COLUMN NAME TYPE LENGTH VALID VALUES A Institution Name T.I.N. of Borrower/Buyer N 12 Dash (-) in T.I.N. should not be included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Address of Borrower/Buyer C 200 Type of Property N 1 1 - Land 2 - Land with Improvement 3 - Others TCT No. T 30 Transfer Certificate of Title Number Description of Real Property Type of Real Property N 1 1 - Residential 2 - Commercial 3 - Agricultural Tax Dec. No. T 30 Tax Declaration Number Registered Owner C 60 T.I.N. of Registered N 12 Dash (-) in T.I.N. should not be Owner included Ex. T.I.N. 135-958-913-000 should be encoded as 135954913000 Location of Property C 200 (St., Brgy., Mun/City, Province) Area (in sqm) N 17 Date when title to property D 8 Date format in CCYYMMDD was consolidated in name of BSFI Latest Appraisal Date D 8 Date format in CCYYMMDD Latest Appraised Value (In N 17 Php) SCR Contract No. T 30 Original Amount (In Php) N 17 Date Granted D 8 Date format in CCYYMMDD Date Classified as NPL D 8 Date format in CCYYMMDD Should be dated 90 days or more from the date classified as PDL Should be dated on or before the reference date Outstanding Amount N 17 Amortized Cost before allowance for credit losses Booked Allowance for N 17 Credit Losses (In Php)
ANNEX C.2 IV. Financial Assets Acquired in Settlement of Loans and Receivables COLUMN NAME TYPE LENGTH VALID VALUES Type of Financial Assets N 1 1 - Debt Securities Acquired 2 - Equity Securities ISIN/Stock Cert. No. T 30 Name of Issuer C 60 Do not use abbreviations or acronyms; use SEC registered names Date Booked D 8 Date format in CCYYMMDD Date of booking of financial assets acquired in settlement/payment of loans and receivables Should be dated on or before the reference date Book Value (in Php) N 17 Amortized Cost before allowance for impairment losses Allowance for Impairment N 17 Losses (in Php)
ANNEX C.3 Name of BSFI <BSFI Code> List of Non-Performing Loans As of _______________ Description of Collateral Type of Borrower Date Amount Amount Outstanding Loan Booked Allowance Type of Security Borrower Name Classified as Secured Unsecured Amount for Credit Losses Original NPL1/ (In Php) (In Php) (In Php) (In Php) Borrower Borrower Promisory Loan Date Location of 1 - REM – T.I.N. Address Note No. Amount Granted T.I.N. of Property Residential TCT Tax Dec. Registered Area (In Php) Registered (St., Brgy., 2 - REM – No. No. Owner (in sqm) 1 - Corporate Commercial Owner Mun/City, 2 - Individual 3 - REM – Province) Agricultural A B C 4 - CHM 140150000000000000 140150019000600000 5 - Other Collateral <numeric> <numeric> <amount> Date format Date format <amount> <amount> <numeric> <numeric> <amount> <amount> in in CCYYMMDD CCYYMMDD *Auto Compute (sum of Amount *Should be Secured dated on or (In Php) and before the Amount Unsecured reference (In Php) date <Increasing Rows> 1/ NPL as defined under the FIST Act and its IRR
ANNEX C.3 Name of BSFI <BSFI Code> List of Real and Other Properties Acquired As of _______________ Property Description of Real Property Type of already Former Type of consolidated Booked Allowance Borrower/ Property in the name Name of Former for Impairment Owner TCT No./ Type of Real of the BSFI Date when title Borrower/Owner T.I.N. of Former Losses Latest Plate No/ Property Date Net Book Latest to property was Former Borrower/ Location of (In Php) Appraised 1 - Land Chassis T.I.N. of Booked as Value Appraisal consolidated in Borrower/ Owner Tax Dec. Registered Property (St., Area Value 2 - Land with No./ Not Registered ROPA (In Php) Date name of BSFI Owner Address No. Owner Brgy., Mun/ (in sqm) (In Php) 1 - Yes 1 - Corporate Improvement Applicable Owner 3 - Motor City, Province) 2 - No 2 - Individual 1 - Residential Vehicle 2 - Commercial A B C 4 - Jewelry 180100000000000000 3 - Agricultural 5 - Other Date format in <numeric> Date format <amount> <amount> Date format <amount> CCYYMMDD in in CCYYMMDD CCYYMMDD *Automatically "Not *Should be Applicable" if dated on or previous before column reference (Property date already consolidated in the name of the BSFI) is "No" <Increasing Rows>
ANNEX C.3 Name of BSFI <BSFI Code> List of Sales Contract Receivables As of _______________ Type of Description of Real Property Type of Outstanding Booked Allowance Buyer/ Name of Buyer/ Date when Original Amount Property Type of Real Amount for Credit Losses Borrower Borrower title to Latest (In Php) T.I.N. of Address of Property Latest SCR Date (In Php) (In Php) Location property was Appraised Date Buyer/ Buyer/ TCT No. of Appraisal Contract Classified as Tax T.I.N. of consolidated Value Granted 1/ Borrower Borrower Registered Property Area Date No. NPL 1 - Land Dec. Registered in name of (In Php) 1 - Corporate 2 - Land with 1 - Residential Owner (St., Brgy., (in sqm) BSFI 2 - Commercial No. Owner 2 - Individual A B C Improvement Mun/City, 3 - Agricultural Province) 3 - Others 145150000000000000 145153000000000000 165451500000000000 Date format Date format <amount> <amount> Date format Date format <amount> <amount> in in in in CCYYMMDD CCYYMMDD CCYYMMDD CCYYMMDD *Should be dated on or before the reference date <Increasing Rows> 1/ NPL as defined under the FIST Act and its IRR
ANNEX C.3 Name of BSFI <BSFI Code> List of Financial Assets Acquired in Settlement of Loans and Receivables As of _______________ Type of Financial Assets Acquired Allowance for Impairment ISIN/ Stock Cert No. Name of Issuer Date Booked Book Value (In Php) 1 - Debt Securities Losses (In Php) 2 - Equity Securities Date format in <amount> <amount> CCYYMMDD *Should be dated on or before the reference date <Increasing Rows>
ANNEX C.4 Name of BSFI <BSFI Code> List of Non-Performing Loans As of _______________ Description of Collateral Type of Borrower Outstanding Loan Booked Allowance Type of Description of the Borrower Name Amount for Credit Losses Dacion Property Security (In Php) (In Php) (include TCT No., Original Date Amount Amount 1 - REM – registered owner, Borrower Borrower Promisory Loan Date Location of Classified as Secured Unsecured Residential T.I.N. of registered T.I.N. Address Note No. Amount Granted Tax T.I.N. of Property NPL1/ (In Php) (In Php) 2 - REM – TCT Registere Area owner, land area (In Php) Dec. Registered (St., Brgy., Commercial No. d Owner (in sqm) in 3 - REM – No. Owner Mun/ City, sqm, as Agricultural Province) applicable) A B C 4 - CHM 140150000000000000 140150019000600000 5 - Other 1 - Corporate Collateral 2- Individual <numeric> <numeric> <amount> Date format Date format in <amount> <amount> <numeric> <numeric> <amount> <amount> in CCYYMMDD CCYYMMDD *Auto Compute *Should be (sum of Amount dated on or Secured before the (In Php) and reference Amount Unsecured date (In Php) <Increasing Rows> 1/ NPL as defined under the FIST Act and its IRR
ANNEX D-1 Sworn Certification Template – Upon application of COE (FISTC) Name of the BSP-Supervised Financial Institution (BSFI) Relative to [name of BSFI]’s application/request for issuance of Certificate of Eligibility (COE) pursuant to Republic Act No. 11523, otherwise known as the “Financial Institutions Strategic Transfer (FIST) Act,” and its Implementing Rules and Regulations (IRR), the undersigned certify that: 1. The assets to be sold/transferred, as identified in the attached [Annex/List/Document], are non-performing assets (NPAs), as defined under Section 3 (h) to (j) of the FIST Act and items Rule 3.1 (t) to (v) of its IRR, and have become non-performing on or before 31 December 2022; 2. [Name of BSFI] has neither legal or beneficial ownership of more than 10 percent nor direct or indirect control over [name of transferee FISTC] in accordance with Section 3 (k) of the FIST Act and Rule 3.1 (x) of its IRR; 3. The borrowers of the non-performing loans (NPLs) and all persons holding prior encumbrances upon the assets mortgaged or subject to security interest, if any, have been notified of the proposed sale/transfer and were given 30 days from receipt of notice within which to restructure or renegotiate the terms of the loan pursuant to Section 12(a) of the FIST Act and Rule 12.1 of its IRR; 4. Despite the 30-day period given to the borrower(s), there was no successful renegotiation or restructuring of the subject NPLs between [name of BSFI] and the borrower(s); and 5. The proposed sale/transfer of said NPAs is in the nature of a true sale, in accordance with Section 13 of the FIST Act and Rule 13 of its IRR. We further certify that the assets to be sold/transferred to [name of the transferee FISTC] are included in the Final Master List of NPAs, as verified by the BSP, as of quarter ended ____________, and that [name of BSFI] has performed the appropriate Know- Your-Customer or anti-money laundering-related procedures on [name of the transferee FISTC]. I/We understand that should the BSP subsequently determine that this Certification or any part thereof is false, [name of BSFI] and the undersigned may be subject to applicable penalties and administrative sanctions, including revocation of issued COE upon finding of violation, under the FIST Act and its IRR, BSP rules and regulations, as well as other relevant laws, rules and regulations. ______________________ _______________________ Name and Signature Name and Signature President/CEO or Officer of Equivalent Rank Chief Compliance Officer [Country Head (in the case of foreign bank branch)] Date: __________________ Date: ________________ SUBSCRIBED AND SWORN to before me this _____________ day of 20__ at __________, with affiants exhibiting to me their [type of valid identification document/s]: Name Name of Identification and Place Issued No. President/CEO of Officer of Equivalent Rank Chief Compliance Officer _____________________ NOTARY PUBLIC Not. Reg. No. __________ Doc. No. ______________ Page No. _____________ Series of ___________
ANNEX D.2 Sworn Certification Template – Upon application of COE - Individual Name of the BSP-Supervised Financial Institution (BSFI) Relative to [name of BSFI]’s application/request for issuance of Certificate of Eligibility (COE) pursuant to Republic Act No. 11523, otherwise known as the “Financial Institutions Strategic Transfer (FIST) Act,” and its Implementing Rules and Regulations (IRR), the undersigned certify that: 1. The asset to be sold/transferred, as identified in the attached [Annex/Document], is a non-performing asset (NPA), as defined under Section 3 (h) to (j) of the FIST Act and Rule 3 (u) to (v) of its IRR, [To add the phrase “and has become non-performing on or before 31 December 2022” if the sworn statement is executed after 31 December 2022]; 2. The subject NPA is a [state exactly whether it is a single-family residential unit or an empty lot, or a non-performing loan (NPL) secured by a real estate mortgage on a residential unit or an empty lot]; 3. The proposed sale/transfer to the [name of the transferee individual] is a single transaction covering [state exactly whether one residential unit or empty lot only], and [name of BSFI] has had no other application for issuance of COE with the BSP covering the transfer of any NPA to [name of transferee individual]; 4. [To include if the proposed sale/transfer involves NPL secured by a real estate mortgage on a residential unit or an empty lot] The borrowers of the NPLs and all persons holding prior encumbrances upon the assets mortgaged or subject to security interest, if any, have been notified of the proposed sale/transfer and were given 30 days from receipt of notice within which to restructure or renegotiate the terms of the loan pursuant to Section 12(a) of the FIST Act and Rule 12.1 of its IRR; 5. [To include if the proposed sale/transfer involves NPL secured by a real estate mortgage on a residential unit or an empty lot] Despite the 30-day period given to the borrower(s), there was no successful renegotiation or restructuring of the subject NPLs between [name of BSFI] and the borrower(s); and 6. The proposed sale/transfer of said NPA is in the nature of a true sale, in accordance with Section 13 of the FIST Act and Rule 13 of its IRR. We further certify that the asset to be sold/transferred to [name of the transferee individual] is included in the Final Master List of NPAs, as verified by the BSP, as of quarter ended ____________, and that [name of BSFI] has performed the appropriate Know-Your-Customer or anti-money laundering-related procedures on [name of the transferee individual]. I/We understand that should the BSP subsequently determine that this Certification or any part thereof is false, [name of BSFI] and the undersigned may be subject to applicable penalties and administrative sanctions, including revocation of issued COE upon finding of violation, under the FIST Act and its IRR, BSP rules and regulations, as well as other relevant laws, rules and regulations. ______________________ _______________________ Name and Signature Name and Signature President/CEO or Officer of Equivalent Rank Chief Compliance Officer [Country Head (in the case of foreign bank branch)] Date: __________________ Date: ________________ SUBSCRIBED AND SWORN to before me this _____________ day of 20__ at __________, with affiants exhibiting to me their [type of valid identification document/s]: Name Name of Place Issued Identification and No. President/CEO of Officer of Equivalent Rank Chief Compliance Officer _____________________ NOTARY PUBLIC Not. Reg. No. __________ Doc. No. ______________ Page No. _____________ Series of ___________
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