PARAGRAPH I. - LEGISLATION AND COMPETENT AUTHORITIES
1. The relevant Japanese Law for the purposes of this EOL is the Banking Act, the Insurance Business Act and other relevant laws. The provisions relating to professional secrecy are provided in Article 100 of the National Public Service Act.
2. The relevant French Law for the purposes of this EOL is the Monetary and Financial Code, in particular Article L.632-13. The provisions relating to professional secrecy are provided in Article L.612-17 of the Monetary and Financial Code.
3. The FSA has the task of supervising banks, insurance companies and other financial organizations conducting financial services located within the jurisdiction of Japan.
4. The ACPR has the task of supervising of institutions mentioned in article L.612-2 in the banking, payment, investments firms (except portfolio management firms) sectors, as well as the insurance sector, which are composed of companies located within the jurisdiction of the French Republic (hereafter “France”), including French overseas territories.
PARAGRAPH II. - DEFINITIONS
The following definitions apply to this EOL :
1. “Authority” means the FSA or the ACPR.
2. “Branch” means an organisational unit of a Supervised Institution's head office incorporated in one of the two states and that has received a licence or an authorization for performing its cross-border activities.
3. “Cross-border Institution” means an establishment of a branch or a subsidiary of a Supervised Institution incorporated in a country which has been granted an authorization in the other country.
4. “Home Authority” means the Authority located in Japan or in France, responsible for the supervision on a consolidated basis of a Supervised Institution.
5. “Host Authority” means the Authority located in one country, in which the Supervised Institution incorporated in the other country has a Branch or a Subsidiary.
6. “Qualifying holding” means a direct or indirect holding in an institution which represents 10 % or more of the capital or of the voting rights or which makes it possible to exercise a significant influence over the management of that institution.
7. “Subsidiary” means a separate legal entity incorporated in one country which is controlled by a Supervised Institution incorporated in the other country.
8. “Supervised Institution” means an institution under the supervision of the FSA in accordance with the Banking Act, the Insurance Business Act and other relevant laws and an institution subject to the supervision of the ACPR in accordance with Monetary and Financial Code in the banking sector and with the Insurance Code, the Mutuality Code and the Social Security Code in the insurance sector.
PARAGRAPH III. - INFORMATION SHARING FOR THE PRUDENTIAL CONTROL
1. The Authorities hereby recognise that closer co-operation during the authorisation process of a prospective Cross-border Institution, as well as sharing of information on the supervision of the current cross-border activities afterwards, would be mutually advantageous for the Authorities for effective consolidated supervision of Supervised Institutions.
2. Requests for information pursuant to this Paragraph will be made in writing (mail, e-mail, fax) or in case of emergency, may be made by phone and confirmed in writing in the next ten days.
3. A request will specify the following :
(a) the information sought by the requesting Authority;
(b) a detailed description of the subject of the request and the purpose for which the information is sought; and
(c) the desired time period for reply and, where appropriate, the urgency thereof.
4. The Authority receiving a request will immediately acknowledge receipt, by mail, fax or e-mail and, if need be, indicate the time period to provide a written response.
Sharing of information during the process of a Cross-border authorisation
5. During the process of authorisation of a Cross-border Institution, the Authorities will proceed in the following way:
(a) The Host Authority will inform the Home Authority upon receipt of all applications for authorisation in its jurisdiction and obtain the Home Authority's prior opinion before the authorisation is granted;
(b) The Home Authority will specify to the Host Authority whether the Supervised Institution that made the application, must also obtain its approval in order to perform the activity for which it is seeking authorisation;
(c) At the request of the Host Authority, the Home Authority will supply the Host Authority with any relevant information about the Supervised Institution regarding its compliance with laws to which the institution is subject including its compliance with national legislation and any information relating to the degree of the fitness and properness, reputation and experience of prospective senior managers of a Cross-border Institution.
Sharing of information during the process of an acquisition of Qualifying holdings
6. On the Host Authority's request, the Home Authority will supply any appropriate information on a natural person or legal entity that requires an authorisation or approval to acquire a Qualifying holding in a Supervised Institution located in the host country, if the information is available.
Sharing of information for the purpose of consolidated supervision
7. Upon request and in order to meet the effective consolidated supervision requirements of a supervised Cross-border Institution, the Authorities intend to:
(a) share any relevant information to assist each other in the performance of their respective functions;
(b) inform each other of administrative penalties imposed or any other formal enforcement action taken on a Cross-border Institution or its employees in their jurisdiction, if the Authority judges the information as possibly important to the other Authority;
(c) respond to requests for information on any aspect of their respective national banking and control system, and inform each other about any major changes on the subject; and
(d) endeavor to inform each other, in a timely manner and to the extent reasonable, about any event which has the potential to endanger the stability of Cross-border Institutions headquartered in Japan and/or in the French Republic.
On-site Visit to Supervised Institutions
8. The Authorities will notify each other of plans to visit the Supervised Institutions in each other's jurisdiction, and will discuss, as necessary, issues that emerge from such visits.
Unsolicited Information
9. The Authorities will do their best efforts to exchange any information or make the information transmitted when they consider it useful for the other Authority's mission.
Prevention of money laundering and struggle against terrorism financing
10. Each Authority will do its best, within the framework of its legislation, to co-operate in the prevention of money laundering and struggle against terrorist financing, including where one Authority suspects that illegal banking and insurance activities is being carried on.
PARAGRAPH IV. - TERMS OF USE AND CONFIDENTIALITY OF THE INFORMATION SHARED BETWEEN THE AUTHORITIES AND PROFESSIONAL SECRECY
1. Confidential information obtained by an Authority under this EOL will be used solely for lawful supervisory purposes, in accordance with the purpose (s) identified in the request for information and any applicable laws.
2. The Authorities decide that any information obtained under this EOL will remain confidential in accordance with their respective professional secrecy. In this regard it is recognised that members and employees of the Authorities will hold confidential the information obtained in the course of their duties. No provision of this EOL shall give rise to the right on the part of any person, entity or governmental authority other than the Authorities, directly or indirectly, to obtain any information or to challenge the execution of a request for information under this EOL.
3. The Authority having received confidential information could only disclose it in accordance with applicable law. In accordance with 4 of this Paragraph, if this Authority expects to transmit the information to a third person, it shall obtain the prior approval of the Authority that provided the information.
4. When an Authority is legally compelled to disclose confidential information received, it shall fully co-operate with the other Authority in order to keep the information confidential, to the extent permitted by the laws of the Authority that requested the information. It shall consult with the Authority that provided the information before transmitting it to the requesting entity and where that Authority does not consent itself with passing on the information, the Authority forced to disclose confidential information will:
(a) assert the appropriate legal exemptions or privileges with respect to the information as may be available
(b) advise the requesting entity that a forced disclosure could adversely affect the future transmission of confidential information by foreign supervisory authorities and shall request that the information be kept confidential by the requesting body.
5. In the event of a breach of the conditions set out above, the Authority that provided the information may suspend the execution of co-operation under this EOL with immediate effect. Such suspension will not affect the confidentiality concerning the information already exchanged.
6. Each Authority shall keep confidential requests made within the framework of this EOL, the content of such requests, and any other matters arising during the operation of this EOL, including consultation between the Authorities.
PARAGRAPH V. - GENERAL TERMS
1. Nothing in this EOL will:
a. affect the competence of the Authorities under their respective national laws, or, if the case arises, the European laws, the control methods, or
b. show preference over, alter, create any arrangement of information exchange between any one of the Authorities and other entities.
2. This EOL does not modify nor replace legal provisions in Japan or France applicable to the FSA or the ACPR. This EOL is a declaration of intent and does not establish any enforceable right.
Mutual notice of laws and regulations
3. The Authorities have exchanged documents intended to inform each other of the laws (including, where applicable, regulations and procedures) governing the Supervised Institutions and banking and insurance organizations in their respective jurisdictions.
4. The Authorities represent that they have informed each other of all the laws, regulations and procedures governing the confidentiality of information to be shared pursuant to this EOL.
5. The Authorities acknowledge that this EOL has been executed in accordance with the applicable laws and regulations in Japan and in France and is based on the representations made and supporting materials exchanged by the Authorities.
Restrictions providing information and assistance
6. The Authorities share the view that information may be shared pursuant to this EOL to the extent such sharing is reasonable particularly in terms of its materiality and relevance to the financial system of the requesting authority's jurisdiction.
7. The Authorities acknowledge that they may only provide information under this EOL if permitted or not prevented under applicable laws, regulations and requirements.
8. The Authorities recognize that the provision of information or assistance to an Authority must be refused by the other Authority where carrying out the request is likely to prejudice the sovereignty, security, essential economic interests or public policy, or when a criminal proceeding has been instituted against the same facts and the same persons, or when a final decision to impose a sanction has been given against the same facts. Nothing in this EOL shall affect this obligation. In case where confidential information is needed in criminal proceedings, a request must be made in accordance with procedures prescribed in the relevant laws for international mutual assistance in investigations 
Implementation of the EOL
9. This EOL will commence on the day of its letter exchange by the Authorities. If letters are sent on different dates, it will commence on the last one.
10. The terms of this EOL may be amended by written consent.
11. The Vice Commissioner for international affairs of the FSA regarding banking or the Deputy Commissioner for international affairs of the FSA regarding insurance and the Secrétaire Général of the ACPR may issue practical arrangements regarding the method of co-operation between the Authorities.
12. The Authorities will consult each other in the event of any changes in their respective laws or in the event of any other difficulty which might make it necessary to amend or interpret this EOL.
13. In the event of difficulty of implementing this EOL, the Authorities will seek a common interpretation.
14. This EOL will remain in effect for an indefinite period from the date it commenced. Should an Authority wish to terminate the EOL, it must give written notice to the other Authority as soon as possible. In any case, confidentiality referred to in Paragraph IV under this EOL will continue in effect with respect to any information disclosed.
Successor
15. The Authorities agree that any entity becoming successor, or assuming the functions, powers and duties of an Authority shall become part of this EOL.
This EOL has been written in Japanese, French and English. In case of doubt regarding the interpretation of this EOL due to the differences between the versions, the Authorities will deal with the issue as efficiently as possible and in accordance with the basic principles of this EOL.
The FSA believes that enhanced co-operation in accordance with the scope set out in this letter will lead to a mutually beneficial relationship between the FSA and the ACPR.