ANNA Guidelines for ISO 6166

Version 5 - December 1998

 
Introduction
The standard ISO 6166 describes the structure of the ISIN codes and which organizations are allowed to allocate ISIN codes to which securities.

The aim of the guidelines is to obtain a uniform process among the various National Numbering Agencies for the allocation of ISIN codes.

This document is a live document which shall be reviewed periodically.

Definition of fungibility
Set of good which are equivalent, substituable, interchangeable and which are not individualized.

Since securities can be individualized by numbers or through a registered form, we will use the following definition.

Definition of fungibility in the securities industry
Fungible means that a security ranks pari passu in all respects with a different version of the same security and can be exchanged into the other form and visa versa at any time.

The fungible securities will be identified by one ISIN.

Rights potentially attached to fungible securities

Special cases relating to fungibility

Specific cases Should the securities be considered as fungible in this case?
Different market places YES, if the security is tradeable in different market places.
Rights difference between different market places in case of corporate action, payment interest/dividends YES, if it is only a technical difference.

Technical differences are already managed by depositories and clearing organization for their deliveries.

NO, if the securities are lodged in different codes to distinguish the different rights between holders of the various market places.

Subsequent tranches YES, if the securities have identical terms and may be used to settle trades in either tranches, forms or markets without any delay because of possible actions.

NO, in other cases until the assimilation.

Securities issued in bearer and registered form fully exchangeable YES
Securities issued in bearer or registered form not fully exchangeable NO
Change of issue from bearer to registered form or from registered to bearer form at the initiative of the issuer NO, if the holder does not have the same rights until the exchange.
Representative certificates YES, in France SICOVAM is allowed to rematerialize French securities to be delivered in some foreign countries. SICOVAM SA is acting in substitution to the issuer and in fact replace the dematerialized securieties by a materialized form. Holders of representative certificates have the same rights than the previous one.

Where share certificates are issued, two general rules will apply:

NO, if dematerialized (i.e. German, Swiss, Dutch certificates) or materialized (i.e. IDR, ADR) secondary paper is ussued.

YES, if no secondary paper is issued. An NNA may assign a “Dummy” (i.e. ‘Orange of SINs) SIN for use within their local market.

Corporate actions YES, if the securities confer to the new holders the same rights as to the previous ones (e.g. subscription of shares withe same rights as the old shares).

NO, if the new shares are not fully exchangeable or if an exchange or a future assimilation is required. Another code permits a distinction between the old and the new securities and the rights attached to those.

Partly paid/fulli paid/nil paid NO, until the full payment if an additional payment is required.

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Assignment rules/special cases

1.1 Allocation of ISIN's in terms of debt instruments, issued with warrant(s) (i.e. cum or technical cum)

Debt instruments cum and ex warrant(s) must be registered separately by the depository bank.
Accordingly. the financial instruments should get at least 3 ISINs:
- 1 for the Debt instrument cum warrant(s)
- 1 for the Debt instrument ex warrant(s)
- 1 for the warrant(s)

It several kinds of warrants are attached, the number of ISIN assigned increases accordingly. Moreover. all the above ISINs have the same prefix as the one used for the related debt instruments as stipulated in ISO 6166

1.2 Issues composed of both a domestic and an international tranch

The assignment rules for international issues have been integrated in the fifth-edition of the ISO 6166. If domestic and international tranches are not fungible, then two ISINs should be assigned.

Criteria of non-fungibility: Transfer restrictions
Domestic means: Depot in one country upon issuance

1.3 Partial reimbursement of capital when repayment equally to all holders at the same time

There is no need to allocate new ISINs, even if the payment effects a change of denomination amount.

1.4 Issues with different Denominations

Shares
If different categories of shares were issued, then each value should receive its own ISIN.
If certificates consist of multiple of shares, only one ISIN should be assigned.

Bonds
Only one ISIN for different denominations if fungible.

1.5 Taxable/Non-Taxable Securities

Tax considerations may not affect the allocation rules of ISINs, if the securities are fungible.
Special case:
Different tranches of Italian bond issues with different taxation are not fungible, due to a different tax levied on the difference between redemption price and issue price. Such tranches must bear different ISINs.

1.6 ISINs for Rights

ISINs should be allocated for rights (according to ISO 6166)

1.7 Depository receipts representing a debt security

The rules for debt securities have to be applied

1.8 Issues with two or more tranches

Tranches with different issue prices get different ISINs upon issuance, but have to be assimilated after the first coupon payment.

1.9 Warrants issued by foreign branches of banks

When such branches have no separate legal entity, the ISIN-prefix will be the one of the Headquarters-Country. If the branch is a separate legal entity, the country of the branch should be considered for the allocation and the prefix accordingly

1.10 Issues of the European Union

Debt securities issued by the European Union or its institutions belong to the jurisdiction of Wertpapiermitteilungen GmbH

ISIN allocation rules for financial instruments not mentioned in ISO 6166

2.1 Currencies: The ISIN should bear the prefix of the issuer country in case of a single currency. In case of cross rates, the prefix should correspond to the issuer country of the fixed currency of the ratio:
  Example: Spanish peseta ES0T00000017
       
2.2 Indexes: Referential indexes used in the financial sector and calculated by financial institutions (Stock Exchanges and others).
The allocation of ISINs should occur with the prefix of the originator's country.
  Examples: FT-SE 100 Index GB0009950329
    IBEX 35 ES0S10000005
       
2.3 Interest rates: Referential interest rates as defined by term and currency, used in the financial sector and calculated by financial institutions. The ISIN should bear the prefix of the originator's country.
  Examples: 1-Year MIBOR ES0500000018
    PIBOR FR0003981133
    3-Month LIBOR GB0009950436
       
2.4 Commodities: One ISIN per good and exchange, even if several exchanges exist in the same country. The different quality degrees within the same good should not be taken into account.
The description should include the name of the concerned stock exchange (by means of MIC-code).
  Examples: Aluminium Alloy GB0009950659
    Five tons of "Navel-Navelina", 2-5 calibre, first category, washed, unwaxed and packed. ES0SM0032018
       
2.5 Traded Options and Financial Futures Each contract defined by expiration month and striking price will get an ISIN. An ISIN gets the prefix of the country of the exchange issuing the specific derivative instrument.
  Example: All contracts traded at the LIFFE should bear the prefix "GB"
       

Amendments and deletions of ISINs as a consequence of corporate actions

Corporate Action or other events

Definition

Consequence

3.1 Change of country domicile Domicile of company Headquarters changes to another country A new ISIN only if the old security was exchanged for a new one
3.2 Merger Merger by absorption
One of the company incorporates the second one which legally disappear

Merger by amalgamation
The two companies merge to form a new legal entity after a certain period

ISINs of shares of the former Co's must become inactive after a certain period

A new ISIN has to be allocated for the stock of the new company and the former ISINs must become inactive

N.B. In both cases, for bonds. a new ISIN is created only if the old certificates are exchanged for new ones.

3.3 Assimilation Event, which makes the use of a separate ISIN superfluous. For example: full dividend rights for new shares, call of outstanding amount on partly paid shares The ISIN of the new stock has to become inactive when old and new shares become fungible unless a re-use is planned
3.4 Redemption Repayment of capital debt securities or redeemable shares (fully redeemed)

Convertible Bonds
At the end of the conversion period, when last conversion day is after the maturity

The ISIN has to become inactive after redemption date, unless the bonds are in default
3.5 Bankruptcy Forced liquidation of a company

a) Full or partial compensation or shareholders/creditors

b) Discontinuation of the legal proceedings because of lack of assets

The ISIN has to become inactive after deletion of the company in the register of commerce
3.6 Change of share capital Change of issued capital (issued stock) of a company

a) Increase by issue of additional stock


b) Increase by change of the nominal value


c) Decrease by change of the nominal value


A new ISIN only has to be allocated for stock with different rights

A new SIN is required in case of exchange of the old stocks

A new ISIN is required in case of exchange of the old stocks

3.7 Liquidation Voluntary dissolvement of a company The ISIN has to become inactive after the deletion of the company in the register of commerce.
3.8 Change of name Renaming of a company
1) For shares:
A new ISIN is allocated for shares in case of exchange of the old certificates
2) For debt securities:
If the bonds have to be exchanged for new certificates, the ISIN must be amended
3.9 Stock split a) Exchange of old certificate

b) Stamping of old certificate

c) Stamping of old certificate and issue of additional new shares

A new ISIN must be allocated

The same ISIN must be retained

The same ISIN must be retained

3.10 Reverse split Consolidation A new ISIN is required in case of exchange of the old stock
3.11 Renewal of coupon Only the coupon sheet is physically exchanges against a new one No new ISIN will be allocated provided the certificate is not exchanged
3.12 Official Stripping In case of Official Stripping (separate trading of registered interest and principal of securities) the issue as eligible for stripping and appoints srtip dealers The ISIN should bear the same prefix as the underlying instrument
3.13 Unofficial Stripping
Unofficial stripping are generally issued by a Trust ot SPV (special purpose vehicle) which repackage the underlying issue without the authorisation of the issuer.
In this case, evidence of ownership is in the form of a certificate issued by the Trust or the SPV. The certificates are not the primary obligation of the issuer if the underlying security and the event of default of the Trust or the SPV no claim can be made by certicate holders against assets of the issuer of the underlying bond in order to recoup their principal and interest.
The ISIN should bear the prefix of the country in which the stripper is legally domiciled

4. Re-use of ISIN Codes

- Long term/medium term securities: 10 years at least after maturity
- Short term securities: 5 years at least after maturity
- Derivatives: 1year after maturity

5. Numbering Agencies not in line with the guidelines

Numbering Agencies are encouraged to follow the guidelines in order to provide the users with compehensive and standardized ISIN-procedures the NNA's should adopt a pragmatic approach to the guidelines and wherever possible follow them.
Should this not be possible for certain events the long term goal should be to come in line with the guidelines as soon as practical.