Advisory Board
1. The Commission and the Steering Board established pursuant to Article 21 shall be advised by an advisory board (the ‘Advisory Board’).
2. The Advisory Board shall strive to ensure gender balance and shall comprise:
(a)
one representative of each implementing partner;
(b)
one representative of each Member State;
(c)
one expert appointed by the European Economic and Social Committee;
(d)
one expert appointed by the Committee of the Regions.
3. The Advisory Board shall be chaired by a representative of the Commission. The representative of the EIB Group shall be the vice-chair.
The Advisory Board shall meet regularly, at least twice a year, at the request of the Chairperson.
4. The Advisory Board shall:
(a)
provide advice to the Commission and the Steering Board on the design of financial products to be deployed under this Regulation;
(b)
provide advice to the Commission and the Steering Board about market developments, market conditions, market failures and suboptimal investment situations;
(c)
exchange views on market developments and share best practices.
5. The Commission shall nominate the first Advisory Board members representing the implementing partners other than the EIB Group after consultation of potential implementing partners. Their term is limited to one year.
6. Meetings of representatives of the Member States in a separate format shall also be organised at least twice a year and chaired by the Commission.
7. The Advisory Board and the meetings of the representatives of the Member States referred to in paragraph 6 may issue recommendations to the Steering Board for its consideration regarding the implementation and operation of the InvestEU Programme.
8. Detailed minutes of the meetings of the Advisory Board shall be made public as soon as possible after they have been approved by the Advisory Board.
The Commission shall establish the operating rules and procedures for the Advisory Board and shall manage the secretariat of the Advisory Board. All relevant documentation and information shall be made available to the Advisory Board to enable it to exercise its tasks.
9. The national promotional banks and institutions represented on the Advisory Board shall select from among themselves the representatives of the implementing partners other than the EIB Group in the Steering Board established pursuant to Article 21. The national promotional banks and institutions shall aim to achieve a balanced representation in the Steering Board in terms of size and geographical location. The representatives selected shall represent the agreed common position of all implementing partners other than the EIB Group.
Steering Board
1. A steering board for the InvestEU Programme (the ‘Steering Board’) shall be established. It shall be composed of four representatives of the Commission, three representatives of the EIB Group and two representatives of the implementing partners other than the EIB Group and one expert appointed as a non-voting member by the European Parliament. The expert appointed as a non-voting member by the European Parliament shall not seek or take instructions from Union institutions, bodies, offices or agencies, from any Member State government or from any other public or private body and shall act with full independence. That expert shall perform his or her duties impartially and in the interest of the InvestEU Programme.
Members of the Steering Board shall be appointed for a term of four years, renewable once, with the exception of the representatives of the implementing partners other than the EIB Group, who shall be appointed for a term of two years.
2. The Steering Board shall select a Chairperson from among the Commission representatives for a term of four years, renewable once. The Chairperson shall report biannually to the representatives of the Member States on the Advisory Board on the implementation and operation of the InvestEU Programme.
Detailed minutes of Steering Board meetings shall be published as soon as they have been approved by the Steering Board.
3. The Steering Board shall:
(a)
provide strategic and operational guidance for the implementing partners, including guidance on the design of financial products and on other operating policies and procedures necessary for the operation of the InvestEU Fund;
(b)
adopt the risk methodological framework developed by the Commission in cooperation with the EIB Group and the other implementing partners;
(c)
oversee the implementation of the InvestEU Programme;
(d)
be consulted, reflecting the views of all its member, on the shortlist of candidates for the Investment Committee before their selection in accordance with Article 24(2);
(e)
adopt the rules of procedure of the secretariat to the Investment Committee referred to in Article 24(4).
(f)
adopt the rules applicable to the operations with investment platforms.
4. The Steering Board shall use a consensual approach in its discussions, therefore taking the utmost possible account of the positions of all members. If the members cannot converge in their positions, decisions of the Steering Board are taken by qualified majority of its voting members, consisting of at least seven votes.
Scoreboard
1. A scoreboard of indicators (the ‘Scoreboard’) shall be established to ensure that the Investment Committee is able to carry out an independent, transparent and harmonised assessment of requests for the use of the EU guarantee for financing and investment operations proposed by implementing partners.
2. Implementing partners shall fill out the Scoreboard for their proposals for financing and investment operations.
3. The Scoreboard shall cover the following elements:
(a)
a description of the proposed financing or investment operation;
(b)
how the proposed financing or investment operation contributes to EU policy objectives;
(c)
a description of additionality;
(d)
a description of the market failure or suboptimal investment situation;
(e)
the financial and technical contribution by the implementing partner;
(f)
the impact of the investment;
(g)
the financial profile of the financing or investment operation;
(h)
complementary indicators.
4. The Commission is empowered to adopt delegated acts in accordance with Article 34 in order to supplement this Regulation by establishing additional elements of the Scoreboard, including detailed rules for the Scoreboard to be used by the implementing partners.
Policy check
1. The Commission shall conduct a check to confirm that the financing and investment operations proposed by the implementing partners other than the EIB comply with Union law and policies.
2. EIB financing and investment operations that fall within the scope of this Regulation shall not be covered by the EU guarantee where the Commission delivers an unfavourable opinion within the framework of the procedure provided for in Article 19 of the EIB Statute.
Investment Committee
1. A fully independent investment committee shall be established for the InvestEU Fund (the ‘Investment Committee’). The Investment Committee shall:
(a)
examine the proposals for financing and investment operations submitted by implementing partners for coverage under the EU guarantee that have passed the policy check referred to in Article 23(1) of this Regulation or that have received a favourable opinion within the framework of the procedure provided for in Article 19 of the EIB Statute;
(b)
verify the compliance of the proposals referred to in point (a) with this Regulation and the relevant investment guidelines; and
(c)
check whether the financing and investment operations that would benefit from the support under the EU guarantee comply with all relevant requirements.
When performing the tasks referred to in the first subparagraph of this paragraph, the Investment Committee shall give particular attention to the additionality requirements set out in point (b) of Article 209(2) of the Financial Regulation and in Annex V to this Regulation and to the requirement to crowd in private investment set out in point (d) of Article 209(2) of the Financial Regulation.
2. The Investment Committee shall meet in four different configurations, corresponding to the four policy windows referred to in Article 8(1).
Each configuration of the Investment Committee shall be composed of six remunerated external experts. The experts shall be selected and shall be appointed by the Commission, at the recommendation of the Steering Board. The experts shall be appointed for a term of up to four years, renewable once. They shall be remunerated by the Union. The Commission, at the recommendation of the Steering Board, may decide to renew the term of office of an incumbent member of the Investment Committee without following the procedure laid down in this paragraph.
The experts shall have a high level of relevant market experience in project structuring and financing or financing of SMEs or corporates.
The composition of the Investment Committee shall ensure that it has a wide knowledge of the sectors covered by the policy windows referred to in Article 8(1) and a wide knowledge of the geographic markets in the Union, and shall ensure that the Investment Committee as a whole is gender-balanced.
Four members of the Investment Committee shall be permanent members of each of the four configurations of the Investment Committee. At least one of the permanent members shall have expertise in sustainable investment. In addition, each of the four configurations shall have two experts with experience in investment in sectors covered by the corresponding policy window. The Steering Board shall assign the Investment Committee members to the appropriate configuration or configurations. The Investment Committee shall elect a chairperson from among its permanent members.
3. When participating in the activities of the Investment Committee, its members shall perform their duties impartially and in the sole interest of the InvestEU Fund. They shall not seek or take instructions from the implementing partners, the institutions of the Union, the Member States, or any other public or private body.
The curricula vitae and declarations of interest of each member of the Investment Committee shall be made public and kept up to date. Each member of the Investment Committee shall without delay communicate to the Commission and the Steering Board all information needed to confirm the absence of any conflict of interest on an ongoing basis.
The Steering Board may recommend to the Commission that it remove a member from his or her functions if that member does not comply with the requirements laid down in this paragraph or for other duly justified reasons.
4. When acting in accordance with this Article, the Investment Committee shall be assisted by a secretariat. The secretariat shall be independent and answerable to the chairperson of the Investment Committee. The secretariat shall be administratively located in the Commission. The rules of procedure of the secretariat shall ensure the confidentiality of exchanges of information and documents between implementing partners and the respective governing bodies. The EIB Group may submit its proposals for financing and investment operations directly to the Investment Committee and shall notify them to the secretariat.
The documentation to be provided by the implementing partners shall comprise a standardised request form, the Scoreboard referred to in Article 22 and any other document the Investment Committee considers relevant, in particular a description of the character of the market failure or suboptimal investment situation and how it will be alleviated by the financing or investment operation, as well as a reliable assessment of the operation that demonstrates the additionality of the financing or investment operation. The secretariat shall check the completeness of the documentation provided by implementing partners other than the EIB Group. The Investment Committee may seek clarifications from the implementing partner concerned in relation to a proposal for an investment or financing operation, including by requesting the direct presence of a representative of the implementing partner concerned during the discussion of the aforementioned operation. Any project assessment conducted by an implementing partner shall not be binding on the Investment Committee for the purposes of granting a financing or investment operation coverage by the EU guarantee.
The Investment Committee shall use the Scoreboard referred to in Article 22 in its assessment and verification of the proposed financial and investment operations.
5. Conclusions of the Investment Committee shall be adopted by simple majority of all members, provided that such simple majority includes at least one of the non-permanent members of the configuration relating to the policy window under which the proposal is made. In the event of a draw, the chair of the Investment Committee shall have the casting vote.
Conclusions of the Investment Committee approving the coverage of the EU guarantee for a financing or investment operation shall be publicly accessible and shall include the rationale for the approval and information on the operation, in particular its description, the identity of the promoters or financial intermediaries, and the objectives of the operation. The conclusions shall also refer to the global assessment stemming from the Scoreboard.
The relevant Scoreboard shall be made publicly accessible after the signature of the financing or investment operation or sub-project, if applicable.
Information to be made publicly accessible under the second and third subparagraphs shall not contain commercially sensitive information or personal data that are not to be disclosed under the Union data protection rules. Commercially sensitive parts of the conclusions of the Investment Committee shall be forwarded by the Commission to the European Parliament and to the Council upon request subject to strict confidentiality requirements.
Twice a year, the Investment Committee shall submit to the European Parliament and to the Council a list of all conclusions of the Investment Committee in the preceding six months, as well as the published Scoreboards relating thereto. That submission shall include any decisions rejecting the use of the EU guarantee. Those decisions shall be subject to strict confidentiality requirements.
Conclusions of the Investment Committee shall be made available in a timely manner to the implementing partner concerned by the secretariat of the Investment Committee.
The secretariat of the Investment Committee shall record all information related to proposals for financing and investment operations provided to the Investment Committee and the conclusions of the Investment Committee on those proposals in a central repository.
6. Where the Investment Committee is requested to approve the use of the EU guarantee for a financing or investment operation that is a facility, programme or structure which has underlying sub-projects, that approval shall comprise those underlying sub-projects unless the Investment Committee decides to retain the right to approve them separately. The Investment Committee shall not have the right to separately approve sub-projects of a size below EUR 3 000 000.
7. Where it deems it necessary, the Investment Committee may bring to the Commission any operational issue relating to the application or interpretation of the investment guidelines.
