Empty Link Skip to Content

Darren Maher "thinks outside the box".

European Legal 500

Expertise

Darren Maher is a partner and Head of the Financial Institutions Group at Matheson. He has advised a wide range of leading domestic and international financial institutions on all aspects of financial services law and regulation including establishment and authorisation, development and distribution of products, compliance, corporate governance and re-organisations including cross-border mergers, schemes of arrangement, portfolio transfers and mergers and acquisitions.

Darren is a member of the firm’s Brexit Advisory Group and is advising a significant number of the world’s leading financial services firms on their plans to establish a regulated subsidiary in Ireland in order to maintain access to the EU single market following the United Kingdom’s exit from the EU.

Darren frequently publishes articles in financial services publications and is co-author of the Irish chapter of PLC's Cross-border Insurance and Reinsurance Handbook, Law Business Research’s Insurance and Reinsurance Law Review, and co-contributor to ICLG’s Guide to Insurance and Reinsurance.

Darren lectures at the Law Society of Ireland and the Insurance Institute of Ireland.

Experience Highlights

Darren’s recent experience includes advising:

  • The Minister for Finance on the €1.3 billion sale of Irish Life Assurance plc to Great-West Lifeco.
  • Allied Irish Banks plc on the sale of Ark Life Assurance plc to Guardian Financial Services.
  • BNY Mellon on a cross-border merger of the Bank of New York Mellon (Ireland) Limited with the Bank of New York Mellon SA/NV, a Belgian registered bank, as part of an internal reorganisation within the BNY Mellon group.
  • Aviva Group on the restructure of the non-life insurance business of Aviva Ireland. This is one of the largest restructurings of an Irish insurance business carried out in recent years and involved in excess of 1 million policyholders of the Aviva Group.
  • QBE Group on the merger of its Irish, UK and Belgian reinsurance companies by way of a cross-border merger.
  • Swiss Life Assurance et Patrimoine S.A., a French authorised insurer, on its acquisition of a portfolio of life insurance policies issued to French resident policyholders from UBS International Life Limited.
  • Handelsbanken Life & Pension on the transfer of its life insurance business to Handelsbanken Liv in Sweden.
  • Allied Irish Banks plc on its life insurance distribution agreement with Irish Life Assurance plc.
Accolades

Clients enthuse that Darren Maher's "knowledge of the law and the sector is second-to-none." Another source lauds him as "an absolute expert in his field," adding: "He doesn't just know the regulations, but really gets how to implement them from a business perspective."
Insurance: Chambers Europe 2020

Darren Maher is recommended.
European Legal 500 2020

Darren Maher is named a leading individual.
European Legal 500 2020

Darren Maher is "dedicated" and "excellent to work with",
European Legal 500 2019

Darren Maher is named a leading individual.
European Legal 500 2019

Darren Maher is "very knowledgeable and customer-focused” and has “a wealth of experience, is a good communicator and is very quick".
Insurance: Chambers Europe 2019

"Darren is well dialled into the Irish market, obviously cross-border, very experienced in thinking through the issues. He has a good line to the Central Bank of Ireland."
Chambers Europe 2019

Darren Maher and Eugene Reavey are "highly experienced, responsive, and professional and command a very thorough understanding of our business model and the regulatory landscape in Ireland".
Chambers Europe 2019

Darren Maher is "first class, personable, knowledgeable, and his articulacy combined with incisive views and insight make him a top asset for the firm".
Chambers Europe 2019

"Darren Maher is strong at organising high level industry get-togethers on topical matters, like Brexit."
Chambers Europe 2018

Darren Maher "combines an excellent level of expertise with a pragmatic, business-driven approach,"
Chambers Europe 2018

Darren Maher is named a leading individual.
European Legal 500 2017

Darren Maher is described by clients as "very approachable and extremely knowledgeable on any given topic."
Chambers Europe 2017

Darren Maher is also recognised as a leading individual by European Legal 500.

Education

University College Dublin and DePaul College of Law, US (BCL International)

How should regulated firms manage Pre-Approval Controlled Functions (PCFs) vacancies at this time?

Sep 9, 2020, 21:22 PM
As Regulated Financial Service Providers (“RFSPs”) navigate their way through the unchartered waters of this Covid-19 pandemic they are relying on supervisory authorities at national and European levels to provide direction and in some cases, regulatory forbearance, on certain regulatory obligations.
Title : How should regulated firms manage Pre-Approval Controlled Functions (PCFs) vacancies at this time?
Filter services i ds :
Engagement Time : 4
Insight Type : Article
Insight Date : May 6, 2020, 12:10 PM

As Regulated Financial Service Providers (“RFSPs”) navigate their way through the unchartered waters of this Covid-19 pandemic they are relying on supervisory authorities at national and European levels to provide direction and in some cases, regulatory forbearance, on certain regulatory obligations. 

On a daily basis we are seeing statements from these authorities which are helping to map a path through the challenges being created by Covid-19. One of the most recent statements which RFSPs should be aware of is that from the Central Bank of Ireland (“Central Bank”) in respect of Preapproved Control Functions (“PCFs”).

“How should regulated firms manage PCFs vacancies at this time?”

The Central Bank in its Covid-19 Regulated Firms FAQ, which forms part of the Central Bank’s Covid-19 Hub, has added an additional question and answer to the existing FAQ list - “how should regulated firms manage Pre-Approval Controlled Functions (PCFs) vacancies at this time?”

The response provided by the Central Bank to the question is comprehensive.

It provides for two potential situations:

  1. if a PCF role holder is unable to perform their role due to illness; or
  2. if a RFSP cannot fill a permanent PCF role vacancy due to COVID-19.

Where either occur, the RFSP can seek to have another suitable individual perform that role for a limited period (the suggestion is that such period would be no more than three months).

However, in line with Regulation 11 of the Central Bank Reform Act, 2010 (Sections 20 and 22) Regulations, 2011, the RFSP must seek the prior agreement of the Central Bank.

Steps to be followed

The following are the steps which must be followed where a RFSP is seeking to rely on this exemption:

  • the RFSP should refer to its succession and contingency plan in the first instance and identify a suitable individual to perform the PCF role;
  • following this, the RFSP should contact the Central Bank to state that they wish to make a temporary appointment.  When communicating with the Central Bank, the RFSP should:
    • outline the specifics of the circumstances that have given rise to the need for the temporary appointment;
    • provide confirmation that the RFSP is satisfied on reasonable grounds that the person complies with the Fitness and Probity (“F&P”) Standards.  When doing so the RFSP must have regard, as it would with any PCF appointment, to the existing time commitments and other roles that the proposed temporary officer may already be performing;
    • provide confirmation that the person has agreed to abide by the F&P Standards and will continue to do so whilst performing the PCF role; and
    • outline the period of time for which the appointment is requested (as mentioned above, three months seems to be the outer limit the Central Bank will consider here).
  • notably, no Individual Questionnaire is required to be submitted in respect of an application for the appointment of a temporary officer.

Central Bank’s role

Once in receipt of the above, the Central Bank will then consider the request, and if in light of the exceptional circumstances, it is in agreement, a letter will issue to the RFSP regarding the appointment.

Post the issuing of the letter, the Central Bank advises RFSPs to keep the situation under review and inform the Central Bank of any changes in respect of the appointment.

Other PCF vacancies

The Central Bank stresses that these appointments are temporary in their nature and that a RFSP “must not appoint a person to perform a PCF role on an ongoing basis unless the Central Bank has approved the appointment of the person to perform the function in accordance with its pre-approval process”.  Consequently, should a RFSP decide that the temporary officer should become the permanent officer, the usual PCF approval process should be undertaken to give effect to that.

As part of the Central Bank’s PCF approval toolkit, it will sometimes call candidates to interview.  In the FAQ document, the Central Bank explains that, as a result of Covid-19, they are utilising various interview formats such as video conferencing and phone interviews in place of face to face interviews.  We have already seen examples of this occurring.

F&P Standards

Interestingly, the Central Bank uses this FAQ on PCFs as an opportunity to reiterate that RFSPs must continue to comply with their F&P statutory obligations and ensure that individuals performing Controlled Functions, including PCF, roles comply with the F&P Standards.  This builds on the continued emphasis being placed on F&P by the Central Bank in recent times.

Commentary

Given the number of queries which we are seeing from RFSPs in this space, this step by step guidance is very welcome and will ensure that there is consistency in approach across all supervisory teams.  In addition, not requiring temporary appointees to complete the IQ, greatly reduces the administrative burden on RFSPs at a time where they are already stretched.  It is important for RFSPs to recognise that this is a very limited exception to the normal rules and not in any sense a relaxation of the general approach to PCF approvals.

Having said that, the approach set out by the Central Bank is practical and reasonable, given the circumstances.  We would advise firms to now look to their succession and continuity plans to ensure that they are appropriate in light of the Central Bank identifying that they are the first point of reference in this process.

Should you require any assistance in respect of the above, please do not hesitate to contact your usual Matheson contact.

Co Authors
Services :
Related Insights