+Guidelines on transferability (EBA/GL/2022/11)
---+1. Compliance and reporting obligations
------+Status of these guidelines
---------+1. This document contains guidelines issued pursuant to Article 16 of Regulation (EU) No 1093/2010 …
---------+2. Guidelines set the EBA view of appropriate supervisory practices within the European System of …
------+Reporting requirements
---------+3. According to Article 16(3) of Regulation (EU) No 1093/2010, competent authorities must notify …
---------+4. Notifications will be published on the EBA website, in line with Article 16(3).
---+2. Subject matter, scope and definitions
------+Subject matter
---------+1. These guidelines specify, having regard to Article 10 (5) and 11 (1) of Directive (EU) 2014/59 …
---------+2. These guidelines should be read together with Guidelines 2022/1 of 13 January 2022 on improving …
------+Scope of application
---------+3. These guidelines apply where a transfer tool is part of the preferred resolution strategy. …
---------+4. These guidelines do not apply to institutions which are subject to simplified obligations for …
---------+5. In the case of a change of resolution strategy, in particular by new inclusion of a transfer …
---------+6. Resolution authorities may decide to apply these guidelines in whole or in part to institutions …
---------+7. For institutions that are not part of a group subject to consolidated supervision pursuant to …
---------+8. For institutions that are part of a group subject to consolidated supervision pursuant to …
------+Addressees
---------+9. These guidelines are addressed to resolution authorities as defined in point (2) (v) (“res …
------+Definitions
---+3. Implementation
------+Date of application
---+4. Definition of the transfer perimeter
------+10. Resolution authorities should specify methodology for the definition of the entity or entities …
------+11. In the resolution planning phase, institutions should be able to propose a transfer perimeter …
------+12. Institutions should be able, upon request from the resolution authority: a) to identify and …
------+13. Resolution authorities, while setting the methodology for the definition of the transfer …
------+14. Institutions should flag to resolution authorities transferability impediments while applying …
------+15. While setting the methodology for the definition of the transfer perimeter and with the aim to …
------+4.1 Specific considerations for each transfer tool
---------+16. If a resolution strategy includes the SoB tool, resolution authorities should evaluate, as part …
---------+17. For share deals, institutions should analyse how the transfer perimeter attracts market …
---------+18. For asset deals, institutions should analyse the extent to which the transfer perimeter …
---------+19. In line with paragraph 11 of these guidelines, institutions should help identifying available …
---------+20. Institutions should also analyse the market capacity to absorb the transfer perimeter …
---------+21. Resolution authorities should leverage on the exercise described in paragraphs 18 and 25 of the …
---------+22. To the extent possible and in order to further enhance resolvability, institutions should …
---------+23. Resolution authorities should consider the objectives and the exit strategy of the BI, given …
---------+24. Institutions should support resolution authorities by testing the applicability (under …
---------+25. Institutions should assess the risk profile of the transfer perimeter eligible assets, rights …
---------+26. Should the BI be designed to support only one institution, the institution should support the …
---------+27. In order to further enhance resolvability, institutions should support resolution authorities …
---------+28. Resolution authorities should consider the conditions under which transfers back to the …
---------+29. Resolution authorities should consider whether it is feasible to operate a share deal under the …
---------+30. Institutions, based on the information communicated by resolution authorities, should flag to …
---------+31. Institutions, based on the guidance from resolution authorities, should identify items to be …
---------+32. Resolution authorities should set out a methodology for the institutions to structure the …
---------+33. In order to further enhance resolvability, institutions should support resolution authorities …
---------+34. Resolution authorities should consider the conditions under which transfers back to the …
------+4.2 Assessment of interconnections
---------+35. In order to support the requirement referred to in paragraphs 99 to 101 of the EBA …
---------+36. Institutions should highlight to resolution authorities potential issues in separating elements …
---------+37. In line with paragraph 100 of the resolvability guidelines, institutions should provide …
---------+38. In order to (i) avoid unnecessary financial disturbances and to ensure reliability of financial …
---------+39. In order to support resolution authorities, institutions should identify legal interconnections …
---------+40. Institutions should identify potential separability conflicts related to the aforementioned …
---------+41. Resolution authorities should assess to what extent powers under Article 64(1) of Directive …
---------+42. Additionally to mapping full-time equivalents (FTEs) to the transfer perimeter components (see …
---------+43. Institutions should identify business interconnections, such as any cross-organisational unit …
---------+44. Resolution authorities should consider the methodology for the definition of the transfer …
------+4.3 Assessment of cross border aspects
---------+45. Institutions should inform resolution authorities about the governing law and national …
---------+46. Institutions should flag items, falling in the transfer perimeter or upon request, that are …
---------+47. In order to comply with Article 67 of Directive 2014/59/EU and article 30 Commission Delegated …
---------+48. In order to support resolution authorities in their assessment under the previous paragraph …
---------+49. Institutions should bring to the authorities’ attention any case of third country law imposing …
---+5. Operational transfer
------+50. Defining the transfer perimeter is only one step of the implementation of the transfer tool. …
------+51. When AST and BI are the resolution tools foreseen in the resolution strategy, resolution …
------+5.1 Sale preparation
---------+52. Resolution authorities should lay down in the resolution plans or in any supporting …
---------+53. In order to ensure the feasibility/credibility of the SoB as a resolution tool, the resolution …
---------+54. Although the sale strategy will depend on the definition of the transfer perimeter …
---------+55. While defining a timeline in line with Article 10(7), points (d) and (j), of Directive …
---------+56. Resolution authorities should identify the approvals or consents that would not fall under the …
---------+57. For cross border groups, cross border transfer perimeter or for cross border transactions …
---------+58. Resolution authorities should ensure that their sale process is applicable under at least two …
---------+59. The resolution authority should be prepared to perform, as soon as possible and no later than …
---------+60. The sale process should provide for a smooth execution over the resolution weekend of an …
---------+61. For a Strategic SoB, resolution authorities should be able to update the list of criteria for …
---------+62. Resolution authorities should prepare for the request of external assistance (including …
---------+63. The resolvability assessment as referred to in section C in the Annex of Directive 2014/59/EU …
---------+64. When requested to demonstrate how they can segregate distressed assets, institutions should …
---------+65. When relevant, institutions should also demonstrate their capabilities to create legal entities …
------+5.2 Arrangements to ensure a smooth separation
---------+66. In line with Article 67(1), point (a), of Directive 2014/59/EU, institutions should assess …
---------+67. Institutions should assess to what extent contractual features could be amended in order to …
---------+68. Institutions should support resolution authorities in identifying any change in the article of …
---------+69. When the continuity of the transfer perimeter necessitates access to currencies or continuity …
---------+70. Institutions should support the resolution authorities to identify the role of the solidarity …
---------+71. In the case of a partial transfer either to different acquirers (such as an AMC and a BI) or to …
---------+72. [Shared Service Company] Resolution authorities should assess whether the current service …
---------+73. [FMI contingency plans] In addition to the guidance referred to in section 4.1.2 (and …
------+5.3 Execution of side processes
---------+74. The sale of the transfer perimeter will require additional actions in addition to the …
---------+75. Institutions should develop internal processes and preparatory measures in order to make the …
---------+76. [Balance sheet adjustment] The transfer will be combined with the application of write down and …
---------+77. Should institutions subject to resolution be continued, they should be able to support the …
---------+78. [Legal review] Institutions should perform a legal review of the contracts mapped to the …
---------+79. [Transfer perimeter implementation] Institutions should develop a process in order to implement …
---------+80. [Identification of tax implications] The institution should identify and estimate all the tax …
---------+81. [Service continuity] Institutions should include in their transfer playbooks transition plans …
---------+82. [Business plan] Institutions should draw up and submit business plans or the likes if required …
---------+83. Resolution authorities should define processes in order to implement the transfer smoothly in …
------+5.4 MIS capabilities
---------+84. Institutions should be able to submit timely and accurate information to resolution authorities …
---------+85. In accordance with the principle of proportionality and to support the processes referred to in …
---------+86. Institutions should support the identification of the transfer perimeter with information on …
---------+87. Resolution authorities should develop expectations in terms of data regarding the transfer and …
---------+88. In the case of the AST, institutions should develop capabilities to perform a diagnostic …
---------+89. Institutions, in line with section 4.2 of these guidelines, should also be able to identify: - …
---------+90. In transfer playbooks, institutions should explain how they can swiftly set up a virtual data …
---------+91. Institutions are to develop arrangements supporting the production of business plans, which …
---------+92. Institutions should demonstrate how the separation, supporting the operational execution of the …
---------+93. MIS should be flexible enough to allow for adjustments to the transferred perimeter post …
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Guidelines on transferability (EBA/GL/2022/11)

Guidelines on transferability (EBA/GL/2022/11)

https://www.eba.europa.eu/activities/single-rulebook/regulatory-activities/recovery-resolution-and-dgs/guidelines-0 – PDF

1. Overview

,
1. Compliance and reporting obligations

1. Compliance and reporting obligations
2. Subject matter, scope and definitions

2. Subject matter, scope and definitions
3. Implementation

3. Implementation
4. Definition of the transfer perimeter

4. Definition of the transfer perimeter
5. Operational transfer

5. Operational transfer

1.1 References

1.2 Identified Requirements

1.3 Related Standards

2. Identified Requirements

Requirements

3. Related Standards

Standards
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