Article 3
Conditions in accordance with which the consolidation is to be carried out in the case of institutions or financial institutions managed by an undertaking included in the consolidation together with one or more undertakings not included in the consolidation
1. In the case of participations in institutions or financial institutions managed by an undertaking included in the consolidation together with one or more undertakings not included in the consolidation, the consolidating supervisor shall require proportional consolidation pursuant to Article 18(4) of Regulation (EU) No 575/2013, where all of the following conditions are met:
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(a) |
the participating undertakings jointly control a majority of the shareholders’ or members’ voting rights in the institution or financial institution concerned or have the ability to direct jointly that institution’s or financial institution’s relevant activities, pursuant to a legally enforceable contractual arrangement between them or to clauses of the institution’s or financial institution’s memoranda or articles of association; |
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(b) |
the decisions about the institution’s or financial institution’s relevant activities require the unanimous consent of all the participating undertakings; |
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(c) |
the contractual arrangement referred to in point (a) or the clauses of the institution’s or financial institution’s memoranda or articles of association stipulate that the liability of the participating undertakings is limited to the share of capital they hold in the institution or financial institution concerned. |
2. In the cases referred to in this Article, proportional consolidation shall be carried out on the basis of the share of capital held in the concerned institution or financial institution and in accordance with Article 26(2) of Directive 2013/34/EU.