Terms of the EFSI Agreement
Article 4
1. The Commission shall conclude an agreement with the EIB on the management of the EFSI and on the granting of the EU guarantee, in accordance with the requirements of this Regulation. 2. The EFSI Agreement shall contain, in particular, provisions concerning: (a) the establishment of the EFSI, including: (i) the establishment of the EFSI as a distinct, clearly identifiable and transparent facility and as a separate account managed by the EIB, the operations of which are clearly distinguished from other operations of the EIB; (ii) the amount, of no less than EUR 5 000 000 000 in guarantees or cash, and the terms of the financial contribution which is to be provided by the EIB through the EFSI; (iii) the terms of the funding or the guarantees which are to be provided by the EIB through the EFSI to the EIF; (iv) the pricing of operations under the EU guarantee which is to be in line with the EIB's general pricing policy; (b) governance arrangements concerning the EFSI, in accordance with Article 7, without prejudice to Protocol No 5 on the Statute of the European Investment Bank annexed to the TEU and to the TFEU (the EIB Statute), including: (i) the composition and number of members of the Steering Board; (ii) a provision that a representative of the Commission is to chair the Steering Board meetings; (iii) a provision that the Steering Board is to take decisions by consensus; (iv) the procedure for the appointment of the Managing Director and of the Deputy Managing Director, their remuneration and working conditions, in accordance with the Staff Regulations of the EIB, the rules and procedures on their replacement in their functions and on accountability, without prejudice to this Regulation; (v) the procedure for the appointment and dismissal of the members of the Investment Committee, their remuneration and working conditions and the voting arrangements within the Investment Committee, specifying the quorum and allocating one vote to each member; (vi) the requirement that the Steering Board and the Investment Committee adopt their respective rules of procedure; (vii) the requirement that financing and investment operations covered by this Regulation are to be ultimately approved by the EIB governing bodies in accordance with the EIB Statute; (viii) provisions on avoidance and handling of possible conflicts of interest; (c) the EU guarantee, which is to be an unconditional, irrevocable, first demand guarantee in favour of the EIB, including: (i) in accordance with Article 11, detailed rules on the provision of the EU guarantee, including its arrangements on coverage and its defined coverage of portfolios of specific types of instruments; (ii) requirements that remuneration for risk-taking be allocated among contributors to the EFSI in proportion to their respective share in the risk-taking and that remuneration to the Union and payments on the EU guarantee are to be made in a timely manner and only after remuneration and losses from operations have been netted; (iii) in accordance with Article 9, requirements for the use of the EU guarantee, including the payment conditions, such as specific time frames, the interest to be paid on due amounts and the necessary liquidity arrangements; (iv) in accordance with Article 11(5), provisions and procedures relating to the recovery of claims that is to be entrusted to the EIB; (d) in accordance with this Regulation, and in particular Articles 7(12) and 9(5) thereof, Annex II thereto, and any delegated act adopted pursuant to this Regulation, the arrangements for approval by the Investment Committee of the use of the EU guarantee for individual projects or for supporting investment platforms or funds, or national promotional banks or institutions; (e) the procedures for the submission and approval of investment proposals for the use of the EU guarantee, including: (i) the procedure for the transmission of investment proposals to the Investment Committee; (ii) provisions on the information to be provided when submitting investment proposals to the Investment Committee; (iii) the requirement that the procedure for submission and approval of investment proposals for the use of the EU guarantee be without prejudice to the EIB decision-making rules laid down in the EIB Statute, and in particular Article 19 thereof; (iv) rules further detailing the transitional provisions which comply with Article 24 of this Regulation, and in particular the manner in which operations approved by the EIB during the period referred to in that Article are to be included under the EU guarantee coverage; (f) the reporting, monitoring and accountability with regard to the EFSI, including: (i) in accordance with Article 16, the operational reporting obligations incumbent on the EIB, where appropriate in cooperation with the EIF; (ii) the financial reporting obligations with regard to the EFSI; (iii) in accordance with Articles 20 and 21, rules on auditing and fraud prevention; (iv) key performance indicators, in particular as regards the use of the EU guarantee, the fulfilment of the objectives and criteria laid down in Articles 6 and 9 and Annex II, the mobilisation of private capital, and the macro-economic impact of the EFSI, including its effect on supporting investment; (g) evaluations of the functioning of the EFSI in accordance with Article 18; (h) the communication and promotion strategy of the EFSI; (i) the procedures and conditions for the amendment of the EFSI Agreement, upon the initiative of the Commission or of the EIB, including the obligation to report to the European Parliament and the Council on such amendment; (j) any other administrative or organisational conditions necessary for the management of the EFSI in so far as they permit the proper use of the EU guarantee; (k) the arrangements concerning the contributions by Member States to the EFSI in the form of guarantees or cash, and by other third parties only in the form of cash, that are not to confer upon those Member States or other third parties any right to participate in the decision-making and voting of the Steering Board. 3. The EFSI Agreement shall also provide that: (a) EFSI activities conducted by the EIF are to be governed by the EIF governing bodies; (b) EFSI activities conducted by the EIF are to be subject to reporting requirements in accordance with Article 16; (c) remuneration attributable to the Union from financing and investment operations covered by this Regulation is to be provided following the deduction of payments due to calls on the EU guarantee and, subsequently, of costs in accordance with Article 9(6) and with the EIAH Agreement.