EBA launches public consultation on draft standards for material transactions under CRD

The European Banking Authority (EBA) has initiated a public consultation on draft Regulatory Technical Standards (RTS) and Implementing Technical Standards (ITS) concerning material acquisitions, transfers of assets or liabilities, and mergers and divisions involving credit institutions or (mixed) financial holding companies under the Capital Requirements Directive (CRD).

The standards aim to support banking consolidation, enhance EU market integration, clarify supervisory expectations, reduce regulatory uncertainty, and ensure consistent prudential assessments across the EU. The consultation period runs until 5 March 2026.

The draft RTS specify the required notification elements, assessment methodology, and processes for material transactions. The draft ITS establish procedures for cooperation among authorities supervising involved entities.

These standards incorporate proportionality by exempting information already held by authorities, utilizing documents prepared for mergers or divisions under the Company Law Directive, and facilitating coordination with other procedures such as licensing requirements. They also provide regulatory flexibility for divisions, which are less frequent operations.

In the absence of a materiality threshold in the CRD, the draft RTS introduce proportionality criteria for notifications, especially for small, non-complex institutions or intra-group mergers, to streamline implementation.

The draft RTS build on common information requirements and terminology, clarifying complex aspects and aligning with Level 1 provisions.

Comments can be submitted via the EBA consultation page using the “send your comments” button. The deadline is 5 March 2026.

An online public hearing will be held on 4 February 2026, from 10:00 to 12:00 CET. Stakeholders can register by 30 January 2026, 16:00 CET. Dial-in details will be provided upon registration.

All comments received will be published after the consultation, unless confidentiality is requested.

The draft RTS are developed under Article 27b of Directive 2013/36/EU, as amended by Directive (EU) 2024/1619, which mandates the EBA to specify minimum information, assessment methodology, and notification processes for material transactions. The standards also incorporate cooperation procedures under Articles 27c and 27k of the CRD, merged into a single ITS for simplicity. The development considers Directive (EU) 2017/1132 (Company Law Directive) regarding mergers and divisions.