The International Capital Market Association (ICMA) has published a digital assets annex for its Global Master Repurchase (repo) Agreement (GMRA). The Annex follows work by ICMA and ISLA in the Digital Assets Legal Working Group, with Clifford Chance appointed as counsel.
Repo involves the sale of collateral, usually securities, with an agreement to buy them back at a future date for a slightly higher amount representing interest.
There are already two significant intraday repo solutions with a third in progress. JP Morgan has an intraday solution for its clients, and technology firm Broadridge has its Distributed Ledger Repo (DLR) solution that processes $1.5 trillion in transactions monthly.
In Europe, HQLAᵡ has been running a DLT based solution for collateral mobility for a few years. It recently conducted end-to-end repo tests with Fnality, the institutional settlement system where the settlement tokens are backed by cash held in a central bank account. The goal is to support intraday repo for trades on the Eurex Repo F7 system. Fnality is awaiting regulatory approval for its participation and hopes to launch later this year.
By including the ICMA digital assets annex, transactions can include digital cash and/or digital securities.
The digital assets Annex
The GMRA Annex specifies various terms, such as an “Asset-backed Digital Asset” that includes a tokenized traditional security or contractual claim on an underlying asset. Digital cash could be central bank digital currency, tokenized deposits, electronic money tokens or other cryptographically secured representations of a single fiat currency.
If we’re not mistaken, the agreement might also account for HQLAᵡ, where custodians effectively lock conventional assets and DLT is used to transfer ownership. We guessed this from the reference to a “Platform Transferred Security” which is a conventional security that’s capable of being transferred cryptographically.
Support for intraday transactions
Until recently, conventional repo transactions have been constrained by the settlement delays for securities transactions. One of the key innovations of combining DLT with repo is the ability to settle instantly, which enables intraday repo where the repurchase happens at a precise time.
The existing agreement did not account for settlement at specific times, hence the Annex includes wording to support this. Additionally, there are adjustments to interest calculations given they need to account for hours rather than days.
“We hope the Digital Assets Annex will assist the further growth of the market by presenting a common approach that firms can leverage for transactions referencing the relevant categories of digital asset,” said Michael Brown, partner at Clifford Chance.
