EBA · 2015_2315 Final Q&A

Authorisation of the bridge institution

Regulation
Directive 2014/59/EU (BRRD)
Article
40, para. 1
Topic
Resolution tools and powers
Submitted by
Competent authority
Submitted
2015-09-22
Answered
2015-10-02
Answer provided by
ESAs (EBA, ESMA, EIOPA)

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

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?

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.

Original source: European Banking Authority, Q&A ID 2015_2315

This Q&A is published by European Banking Authority and is non-binding. It does not constitute legal advice. Updated weekly from official ESA sources.

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