The European Banking Authority has opened a public consultation on draft regulatory technical standards (RTS) and implementing technical standards (ITS) under the revised Capital Requirements Directive (CRD VI) that seek to govern “prudentially material” transactions , acquisitions, transfers of assets or liabilities, mergers and divisions , involving credit institutions and (mixed) financial holding companies, according to the EBA's announcement and coverage by legal commentators. The consultation frames the standards as a tool to clarify supervisory expectations and to provide a common EU-wide approach to notifications and prudential assessments. [1][2]
The draft RTS set out minimum information requirements for notifications, a common assessment methodology and the processes competent authorities should follow when assessing material transactions, while the ITS establish harmonised procedures, forms and templates for cooperation between authorities. According to the EBA consultation paper, the texts aim to build common terminology and to supplement Level 1 provisions by clarifying complex aspects of the CRD VI rules. [1][3]
To embed proportionality, the drafts propose a number of practical measures: exempting information already held by competent authorities; accepting documents prepared under the Company Law Directive for mergers or divisions; coordinating with related procedures such as authorisation where a merger requires a new licence; and allowing flexibility for divisions given their relative rarity. In the absence of a materiality threshold in CRD VI, the RTS also introduce proportionality criteria for notifications and assessments, particularly to streamline mergers involving small, non-complex or intra-group entities. Legal briefings note these measures are intended to reduce burdens without weakening prudential scrutiny. [1][5]
The consultation runs until 5 March 2026, with a virtual public hearing scheduled for 4 February 2026; the EBA expects to submit final draft RTS to the European Commission by July 2026 and the ITS by January 2027. These dates were highlighted both in the EBA materials and in practice notes circulated by law firms and advisory firms. Stakeholders are therefore being invited to review relatively detailed draft texts within a constrained comment period. [1][2][4]
The stated policy objective is to support banking consolidation and deepen integration of the EU market by reducing regulatory uncertainty and ensuring consistent prudential assessment across member states, a point emphasised in the EBA press release and repeated in professional advisories. Industry briefings from major professional services firms underline that clearer common rules could lower transaction frictions and speed supervisory decision-making, while also signalling increased supervisory convergence across jurisdictions. [2][6][7]
Market participants and advisers will be watching how national competent authorities apply the proportionality criteria in practice, and whether the harmonised templates and processes actually shorten timelines for complex transactions. Commentaries by international law firms and accountancy groups stress that, while the drafts aim to streamline procedures, the ultimate effect will depend on supervisory implementation and on the interaction with company law and licensing processes in each member state. [5][7][6]
With a consultation window now open, banks, advisers and national authorities have an opportunity to influence the final shape of the RTS and ITS before the EBA sends its drafts to the Commission. The proposals reflect an attempt to balance robust prudential oversight with practical steps to reduce duplication of information and avoid unnecessary delays for lower-risk, intra-group or small-scale transactions. [1][3]
📌 Reference Map:
##Reference Map:
- [1] (JD Supra summarising the EBA consultation) - Paragraph 1, Paragraph 2, Paragraph 3, Paragraph 4, Paragraph 7
- [2] (EBA press release) - Paragraph 1, Paragraph 4, Paragraph 5
- [3] (EBA consultation paper) - Paragraph 2, Paragraph 7
- [4] (EBA events notice) - Paragraph 4
- [5] (Clifford Chance briefing) - Paragraph 3, Paragraph 6
- [6] (PwC Plus) - Paragraph 5, Paragraph 6
- [7] (KPMG Regulatory Insights) - Paragraph 5, Paragraph 6
Source: Noah Wire Services