Question ID:
2015_2315
Legal Act:
Directive 2014/59/EU (BRRD)
Topic:
Resolution tools and powers
Article:
40
Paragraph:
1
Subparagraph:
a
COM Delegated or Implementing Acts/RTS/ITS/GLs/Recommendations:
Not applicable
Article/Paragraph:
n.a.
Disclose name of institution / entity:
No
Type of submitter:
Competent authority
Subject Matter:
Authorisation of the bridge institution
Question:

Could the bridge institution also be a simple holding company instead of an authorised institution (authorised in accordance with Directive 2013/36/EU or Directive 2014/65/EU, as applicable)?

Background on the question:

Article 40 (1) (a) of Directive 2014/59/EU (BRRD) states that Member States shall ensure that resolution authorities may transfer the shares of an institution under resolution to the bridge bank. Further Article 40 (2) (b) of Directive 2014/59/EU (BRRD) states that a bridge institution is created, inter alia, for the purpose of receiving and holding some or all of the shares issued by the institution under resolution. From both articles it follows that a bridge institution may become owner of the shares of the institution under resolution. Article 41 (1) (e) nevertheless requires that the bridge institution has to be an authorised institution in accordance with Directive 2013/36/EU (CRD IV) or Directive 2014/65/EU, as applicable. Could be a simple holding company?

Date of submission:
22/09/2015
Published as Final Q&A:
02/10/2015
Final Answer:

The possibility to transfer shares to a bridge institution pursuant to Article 40 (1) (a) of Directive 2014/59/EU (BRRD) has been provided in order to allow for setting up a bridge holding company. The requirement to have authorisation under Directive 2013/36/EU (CRD IV) pursuant to Article 41 (1) is understood as requirement that applies only when the bridge institution is an institution that is subject to authorisation and does not apply to a holding company.

Disclaimer:

This question goes beyond matters of consistent and effective application of the regulatory framework. A Directorate General of the Commission (Directorate General Financial Stability, Financial Services and Capital Markets Union) has prepared the answer, albeit that only the Court of Justice of the European Union can provide definitive interpretations of EU legislation. This is an unofficial opinion of that Directorate General, which the European Banking Authority publishes on its behalf. The answers are not binding on the European Commission as an institution. You should be aware that the European Commission could adopt a position different from the one expressed in such Q&As, for instance in infringement proceedings or after a detailed examination of a specific case or on the basis of any new legal or factual elements that may have been brought to its attention.

Status:
Final Q&A
Answer prepared by:
Answer prepared by the European Commission because it is a matter of interpretation of Union law.
Note to Q&A:

Update 26.03.2021: This Q&A has been reviewed in the light of the changes introduced to Directive 2014/59/EU (BRRD) and continues to be relevant.

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