Updated 04/01/2025
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IFR ToolDelegated Regulation 2024/1771
Article 2

Article 2 - Scope of prudential consolidation

Article 2

Scope of prudential consolidation

1.   Competent authorities shall include in the scope of prudential consolidation of a Union parent undertaking the following relevant entities:

(a)

a relevant entity in which the Union parent undertaking or another relevant entity that belongs to the same investment firm group has the majority of the shareholders’ or members’ voting rights;

(b)

a relevant entity in which the Union parent undertaking or another relevant entity that belongs to the same investment firm group both:

(i)

has the right to appoint or remove a majority of the members of the relevant entity’s administrative, management or supervisory body;

(ii)

is a shareholder in, or member thereof;

(c)

a relevant entity over which the Union parent undertaking or another relevant entity that belongs to the same investment firm group has the right to exercise a dominant influence pursuant to:

(i)

a contract entered into with that relevant entity:

(ii)

a provision in the relevant entity’s memorandum or articles of association, regardless of whether the Union parent undertaking or other relevant entity that belongs to the same investment firm group is a shareholder in, or a member of, that relevant entity;

(d)

a relevant entity, in which the Union parent undertaking or another relevant entity that belongs to the same investment firm group is a shareholder, or is a member of that relevant entity, provided that any of the following conditions is fulfilled:

(i)

a majority of the members of the administrative, management, or supervisory body of that relevant entity who have held office during the current financial year, during the preceding financial year and up to the time when the consolidated financial statements are drawn up, were appointed solely as a result of the exercise of the shareholders’ or members’ voting rights;

(ii)

the Union parent undertaking or another relevant entity of the investment firm group controls alone, pursuant to an agreement with other shareholders in that relevant entity or members of that relevant entity, a majority of shareholders’ or members’ voting rights in that relevant entity.

Meeting the condition set out in point (d)(i) shall not be required where an undertaking outside the investment firm group has the rights referred to in points (a), (b) or (c) with regard to that relevant entity.

2.   In addition to the relevant entities referred to in paragraph 1, competent authorities shall determine whether the following relevant entities may be included in the scope of prudential consolidation of a Union parent undertaking:

(a)

a relevant entity over which the Union parent undertaking or another relevant entity of the investment firm group has the power to exercise, or actually exercises, dominant influence or control, regardless of whether any capital ties between those relevant entities exist;

(b)

a relevant entity with which the Union parent undertaking or another relevant entity of the investment firm group are managed on a unified basis as referred to in Article 4, regardless of whether capital ties between the relevant entities exist.

3.   In addition to the relevant entities referred to in paragraphs 1 and 2, a competent authority shall determine whether the following relevant entities may be included in the scope of prudential consolidation:

(a)

a relevant entity, other than a relevant entity as referred to in paragraph 1 or paragraph 2, with which another relevant entity of the investment firm group is managed on a unified basis in accordance with either of the following:

(i)

a contract between those relevant entities;

(ii)

the memorandum or articles of association of the relevant entities concerned;

(b)

a relevant entity, other than a relevant entity as referred to in paragraph 1 or paragraph 2 or paragraph 3(a), of which the majority of the members of the administrative, management, or supervisory body of a relevant entity, is, on the basis of the its most recent financial statements, made up by the same persons that are also members of the administrative, management or supervisory body of the Union parent undertaking or of another relevant entity of the investment firm group.