14. Competent authorities should not be prevented from deeming an investment firm group not meeting …

Competent authorities should not be prevented from deeming an investment firm group not meeting all the conditions set out in Section 4.2 to be sufficiently simple for the purposes of Article 8(1) of Regulation (EU) 2019/2033 if all the following conditions are met:

• (a) the number of undertakings in the group as referred to in Article 8(3) of Regulation (EU) 2019/2033, including the Union parent investment firm, the Union parent investment holding company or the Union parent mixed financial holding company, is equal to or lower than six;
• (b) by way of derogation from paragraph 14(a), competent authorities may consider an investment firm group which includes more than six undertakings as sufficiently simple if they conclude that the group structure is consistent with the business model and with the activities of the investment firm group, and the group meets the conditions referred to in paragraph 15(e);
• (c) the investment firm group includes no more than one parent undertaking between the Union parent investment firm, the Union parent investment holding company or the Union parent mixed financial holding company, and a subsidiary;
• (d) by way of derogation from paragraph 14(c), competent authorities may consider an investment firm group which includes more than one parent undertaking between the Union parent investment firm, the Union parent investment holding company or the Union parent mixed financial holding company and a subsidiary as sufficiently simple if the majority of the voting rights of all undertakings of the group is owned by other undertakings of that group, and the group structure is consistent with the business model and with the activities of the investment firm group, in a way that risks can be contained, including risks arising from undertakings of the group dealing on own account or from group structures imposed by national laws;
• (e) no activities related to ASA and CMH have been outsourced to another group undertaking;
• (f) activities related to AUM are outsourced within undertakings of the group at a percentage not exceeding 150% of the threshold set out in Article 12(1)(a) of Regulation (EU) 2019/2033 for groups with no more than two undertakings with positive AUM; this percentage is increased by 50% for each additional group undertaking with positive AUM. For the purposes of this point, the values for the calculation should refer to the preceding financial year, and the transfer back of the activity should be disregarded;
• (g) if contracts or arrangements to transfer trading positions among undertakings of the group are in place, the value of the transferred trading positions should be lower than twice the threshold set out in Article 94(1)(b) of Regulation (EU) 575/2013 for positions subject to K-NPR or K-CMG, on the basis of the figures of the preceding financial year. All assets and positions with negative fair value should be taken at absolute value for the purposes of this point, and netting should not be allowed. For the purposes of this point, the transfer back to the undertakings of the group should not count towards this threshold;
• (h) if the transfer of activities subject to K-AUM, K-ASA, K-CMH, K-NPR and K-CMG occurs as a consequence of a restructuring of the group, including mergers and acquisitions, the value of transferred activities should not count towards the limits set out in paragraphs 14(e), (f) and (g) for the financial year in which the restructuring of the group occurred;
• (i) the capital ties, the ownership structure and the contractual agreements between the Union parent investment firm, the Union parent investment holding company or the Union parent mixed financial holding company and the undertakings of the group, as well as those among the undertakings of the group, are made available to the competent authority upon request;
• (j) the capital ties, the ownership structure and the contractual agreements referred to in point (i) do not represent an impediment to the exercise of control by the Union parent investment firm, the Union parent investment holding company or the Union parent mixed financial holding company over the undertakings of the group;
• (k) the capital ties, the ownership structure and the contractual agreements referred to in point (i) have no implications as to the governance of the group as a whole such as to require supervision on a consolidated basis.

1. Overview

1.1 References

• Article 8 1.
• Article 8 3.

1.2 Identified Requirements

1.3 Related Standards

2. Identified Requirements

3. Related Standards

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