14. Suitability policy in a group context

In accordance with Article 109(2) and (3) of Directive 2013/36/EU, the consolidating CRD institution should ensure that a group-wide policy for the assessment of suitability of all members of the management body and key function holders is implemented consistently and well integrated in all subsidiaries within the scope of prudential consolidation, including those not subject to Directive 2013/36/EU, even when they are established in third countries, including in offshore financial centres.

The policy should be adjusted to the specific situation of the credit institutions that are part of the group and subsidiaries within the scope of prudential consolidation that are not themselves subject to Directive 2013/36/EU. Competent bodies or functions within the consolidating CRD institution and its subsidiaries should interact and exchange information for the assessment of suitability as appropriate.

The consolidating CRD institution should ensure that the suitability assessment complies with all specific requirements in any relevant jurisdiction. Regarding institutions and entities within a group located in more than one Member State, the consolidating CRD institution should ensure that the group-wide policy takes into account differences between national company laws and other regulatory requirements.

The consolidating CRD institution should ensure that subsidiaries established in third countries that are included in the scope of prudential consolidation have consistently implemented the group policy in a way that complies with the requirements of Articles 74, 88 and 91 of Directive 2013/36/EU, as long as this is not unlawful under the laws of the third country. For this purpose, the EU parent undertakings and subsidiaries subject to Directive 2013/36/EU must ensure that the suitability standards applied by the subsidiary located in a third country at least meet the ones applied in the European Union.

The suitability requirements of Directive 2013/36/EU and these Guidelines apply to CRD institutions independently of the fact that they may be subsidiaries of a parent institution in a third country. Where an EU subsidiary of a parent institution in a third country is a consolidating CRD institution, the scope of prudential consolidation does not include the level of the parent institution located in a third country and other direct subsidiaries of that parent institution. The consolidating CRD institution should ensure that the group-wide policy of the parent institution in a third country is taken into consideration within its own policy insofar as this is not contrary to the requirements set out under relevant EU or national law, including these Guidelines.

The management body of subsidiaries that are subject to Directive 2013/36/EU should adopt and implement a suitability policy at individual level which is consistent with the policies established at the consolidated or sub-consolidated level, in a manner that complies with all specific requirements under national law.