1986L0635 — EN — 16.11.2001 — 001.001 — 1
This document is meant purely as a documentation tool and the institutions do not assume any liability for its contents
►B COUNCILDIRECTIVE
of8December 1986
ontheannualaccountsandconsolidatedaccountsofbanksandotherfinancialinstitutions
(86/635/EEC)
(OJ L 372, 31.12.1986, p. 1)
Amended by:
Official Journal
No page date
►M1Directive 2001/65/EC of the European Parliament and of the Council of
27 September 2001L 283 28 27.10.2001
▼B
COUNCILDIRECTIVE
of8December 1986
on the annual accounts and consolidated accounts of banks and
otherfinancialinstitutions
(86/635/EEC)
THE COUNCIL OF THE EUROPEAN COMMUNITIES,
Having regard to the Treaty establishing the European Community, and
in particular Article 54 (3) (g) thereof,
Having regard to the proposal from the Commission(1),
Having regard to the opinion of the European Parliament(2),
Having regard to the opinion of the Economic and Social
Committee(3),
WhereasCouncil Directive 78/660/EEC of 25 July 1978, bas ed on
Article 54 (3) (g) of the Treaty, on the annual accountsof certain types
of companies(4), aslas t amended by Directive 84/569/EEC(5), need not
be applied to banks and other financial institutions, hereafter referred toas ‘credit institutions’, pending subsequent coordination; whereas inview of the central importance of these undertakings in the Commu-nity, such coordination is necessary;
WhereasCouncil Directive 83/349/EEC of 13 June 1983, bas ed on
Article 54 (3) (g) of the Treaty, on consolidated accounts(
6), provides
for derogationsfor credit ins titutionsonly until expiry of the deadlineimpos ed for the application of thisDirective; whereasthisDirective
must therefore also include provisions specific to credit institutions in
respect of consolidated accounts;
Whereas such coordination has also become urgent because more and
more credit institutions are operating across national borders; whereasfor creditors, debtors and members and for the general public improved
comparability of the annual accountsand cons olidated accountsof
these institutions is of crucial importance;
Whereasin virtually all the Member Statesof the Community credit
institutions within the meaning of Council Directive 77/780/EEC of
12 December 1977 on the coordination of laws, regulations and admin-
istrative provisions relating to the taking up and pursuit of the businessof credit institutions(
7), having many different legal forms, are in
competition with one another in the banking sector; whereas it there-fore seems advisable not to confine coordination in respect of thesecredit institutions to the legal forms covered by Directive 78/660/EEC
but rather to opt for a scope which includes all companies and firms as
defined in the second paragraph of Article 58 of the Treaty;
Whereasasfar asfinancial ins titutionsare concerned the s cope of this
Directive should however be confined to those financial institutions
taking one of the legal formsreferred to in Directive 78/660/EEC;
whereas financial institutions which are not subject to that Directivemust automatically come under this Directive;
Whereas a link with coordination in respect of credit institutions is
necessary because aspects of the provisions governing annual accounts
and consolidated accounts will have an impact on other areas of that
coordination, such as authorization requirements and the indicatorsused for supervisory purposes;1986L0635 — EN — 16.11.2001 — 001.001 — 2
(1) OJ No C 130, 1. 6. 1981, p. 1, OJ No C 83, 24. 3. 1984, p. 6 and OJ No C
351, 31. 12. 1985, p. 24.
(2) OJ No C 242, 12. 9. 1983, p. 33 and OJ No C 163, 10. 7. 1978, p. 60.
(3) OJ No C 112, 3. 5. 1982, p. 60.
(4) OJ No L 222, 14. 8. 1978, p. 11.
(5) OJ No L 314, 4. 12. 1984, p. 28.
(6) OJ No L 193, 18. 7. 1983, p. 1.
(7) OJ No L 322, 17. 12. 1977, p. 30.
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Whereas although, in view of the specific characteristics of credit insti-
tutions, it would appear appropriate to adopt a separate Directive on theannual accounts and consolidated accounts of such institutions, this
does not imply a new set of rules separate from those under Directives
78/660/EEC and 83/349/EEC; whereas such separate rules would beneither appropriate nor consistent with the principles underlying thecoordination of company law since, given the important role whichthey play in the Community economy, credit institutions cannot be
excluded from a framework of rulesdevis ed for undertakingsgenerally;
whereas, for this reason, only the particular characteristics of creditinstitutions have been taken into account and this Directive deals onlywith exceptionsto the rulescontained in Directives78/660/EEC and83/349/EEC;
Whereas the structure and content of the balance sheets of credit insti-
tutionsdiffer in each Member State; whereasthisDirective mus ttherefore prescribe the same layout, nomenclature and terminology for
the balance sheets of all credit institutions in the Community; whereas
derogations should be allowed if necessitated by the legal form of aninstitution or by the special nature of its business;
Whereas, if the annual accounts and consolidated accounts are to be
comparable, a number of basic questions regarding the disclosure ofvarious transactions in the balance sheet and off the balance sheetmust be settled;
Whereas, in the interests of greater comparability, it is also necessary
that the content of the various balance sheet and off-balance sheetitemsbe determined precis ely;
Whereasthe s ame appliesto the layout and definition of the itemsin
the profit and loss account;
Whereasthe comparability of figuresin the balance s heet and profit
and loss account also depends crucially on the values at which assetsand liabilitiesare entered in the balance s heet;
Whereas, in view of the particular risks associated with banking and of
the need to maintain confidence, provision should be made for thepossibility of introducing a liabilities item in the balance sheet entitled‘Fund for general banking risks’; whereas it would appear advisable for
the same reasons that the Member States be permitted, pending subse-
quent coordination, to allow credit institutions some discretion,especially in the valuation of loans and advances and of certain securi-ties; whereas, however, in this last case the Member States shouldallow these same credit institutions to create the ‘Fund for generalbanking risks’ mentioned above; whereas it would also appear appro-
priate to permit the Member States to allow credit institutions to set
of certain chargesand income in the profit and los saccount;
Whereas, in view of the special nature of credit institutions, certain
changes are also necessary with regard to the notes on the accounts;
Whereas, in the desire to place on the same footing as many credit
institutions as possible, as was the case with Directive 77/780/EEC,
the relief under Directive 78/660/EEC isnot provided for in the cas eof small and medium-sized credit institutions; whereas, nevertheless,if in the light of experience such relief were to prove necessary itwould be possible to provide for it in subsequent coordination; whereasfor the same reasons the scope allowed the Member States under Direc-
tive 83/349/EEC to exempt parent undertakingsfrom the cons olidation
requirement if the undertakingsto be cons olidated do not togetherexceed a certain size has not been extended to credit institutions;
Whereas the application of the provisions on consolidated accounts to
credit institutions requires certain adjustments to some of the rulesapplicable to all industrial and commercial companies; whereas explicitruleshave been provided for in the cas e of mixed groupsand exemp-tion from subconsolidation may be made subject to additional
conditions;
Whereas, given the scale on which banking networks extend beyond
national bordersand their cons tant development, the annual accounts1986L0635 — EN — 16.11.2001 — 001.001 — 3
▼B
and consolidated accounts of a credit institution having its head office
in one Member State should be published in all the Member States inwhich it is established;
Whereasthe examination of problemswhich aris e in connection with
the subject matter of this Directive, notably concerning its application,requiresthe cooperation of repres entativesof the Member Statesandthe Commission in a contact committee; whereas, in order to avoidthe proliferation of such committees, it is desirable that such coopera-
tion take place in the Committee provided for in Article 52 of Directive
78/660/EEC; whereas, nevertheless, when examining problemsconcerning credit institutions, the Committee will have to be appropri-ately constituted;
Whereas, in view of the complexity of the matter, the credit institutions
covered by this Directive must be allowed a longer period than usual to
implement its provisions;
Whereas provision should be made for the review of certain provisions
of thisDirective after five years ' experience of itsapplication, in thelight of the aimsof greater trans parency and harmonization,
HAS ADOPTED THIS DIRECTIVE:
SECTION 1
PRELIMINARYPROVISIONSANDSCOPE
Article 1
1. Articles2, 3, 4(1), (3) to (5), Articles6, 7, 13, 14, 15(3) and (4),
Articles 16 to 21, 29 to 35, 37 to 41, 42 first sentence, 42a to 42d,
45(1), 46(1) and (2), Articles48 to 50, 50a, 51(1), 56 to 59, 61 and61a of Directive 78/660/EEC shall apply to the institutions mentionedin Article 2 of thisDirective, except where thisDirective providesotherwise. However, Articles 35(3), 36, 37 and 39(1) to (4) of this
Directive shall not apply with respect to assets and liabilities that are
valued in accordance with Section 7a of Directive 78/660/EEC.
2. Where reference ismade in Directives78/660/EEC and 83/349/
EEC to Articles9 and 10 (balance s heet) or to Articles23 to 26 (profit
and loss account) of Directive 78/660/EEC, such references shall bedeemed to be referencesto Articles4 (balance s heet) or to Articles27and 28 (profit and loss account) of this Directive.
3. Referencesin Directives78/660/EEC and 83/349/EEC to Articles
31 to 42 of Directive 78/660/EEC shall be deemed to be references to
those Articles, taking account of Articles 35 to 39 of this Directive.
4. Where reference ismade in the aforementioned provis ionsof
Directive 78/660/EEC to balance sheet items for which this Directivemakes no equivalent provision, such references shall be deemed to be
referencesto the itemsin Article 4 of thisDirective which include the
assets and liabilities in question.
Article 2
1. The coordination measures prescribed by this Directive shall
apply to
(a) credit institutions within the meaning of the first indent of Article 1
of Directive 77/780/EEC which are companiesor firmsasdefinedin the second paragraph of Article 58 of the Treaty;
(b) financial institutions having one of the legal forms referred to in
Article 1 (1) of Directive 78/660/EEC which, on the basis of para-graph 2 of that Article, are not subject to that Directive.
For the purposes of this Directive ‘credit institutions’ shall also include
financial institutions unless the context requires otherwise.1986L0635 — EN — 16.11.2001 — 001.001 — 4
▼M1
▼B
▼B
2. The Member Statesneed not apply thisDirective to:
(a) the credit institutions listed in Article 2 (2) of Directive 77/780/
EEC;
(b) institutions of the same Member State which, as defined in Article
2 (4) (a) of Directive 77/780/EEC, are affiliated to a central body
in that Member State. In that case, without prejudice to the applica-tion of thisDirective to the central body, the whole cons tituted bythe central body and its affiliated institutions must be the subject ofconsolidated accounts including an annual report which shall be
drawn up, audited and published in accordance with this Directive;
(c) the following credit institutions:
— in Greece: ETEBA (National Investment Bank for Industrial
Development) and Τράπεζα Επενδύσεων ( Investment Bank),
— in Ireland: Industrial and Provident Societies,
— in the United Kingdom: Friendly Societiesand Indus trial and
Provident Societies.
4. Without prejudice to Article 2 (3) of Directive 78/660/EEC and
pending subsequent coordination, the Member States may:
(a) in the case of the credit institutions referred to in Article 2 (1) (a)
of thisDirective which are not companiesof any of the typeslis tedin Article 1 (1) of Directive 78/660/EEC, lay down rulesderogatingfrom this Directive where derogating rules are necessary because of
such institutions' legal form;
(b) in the case of specialized credit institutions, lay down rules dero-
gating from this Directive where derogating rules are necessary
because of the special nature of such institutions' business.
Such derogating rulesmay provide only for adaptationsto the layout,
nomenclature, terminology and content of itemsin the balance s heetand the profit and loss account; they may not have the effect of permit-
ting the institutions to which they apply to provide less information in
their annual accounts than other institutions subject to this Directive.
The Member States shall inform the Commission of those credit insti-
tutions, possibly by category, within six months of the end of the
period stipulated in Article 47 (2). They shall inform the Commission
of the derogationslaid down to that end.
These derogations shall be reviewed within 10 years of the notification
of this Directive. The Commission shall, if appropriate, submit suitableproposals. It shall also submit an interim report within five years of the
notification of thisDirective.
SECTION 2
GENERAL PROVISIONS CONCERNING THE BALANCE SHEET AND
THEPROFITANDLOSSACCOUNT
Article 3
In the case of credit institutions the possibility of combining items
pursuant to Article 4 (3) (a) or (b) of Directive 78/660/EEC shall berestricted to balance sheet and profit and loss account sub-items
preceded by lower-case letters and shall be authorized only under the
ruleslaid down by the Member Statesto that end.
SECTION 3
LAYOUTOFTHEBALANCESHEET
Article 4
The Member States shall prescribe the following layout for the balance
sheet.
Assets
1. Cash in hand, balances with central banks and post office banks1986L0635 — EN — 16.11.2001 — 001.001 — 5
▼B
2. Treas ury billsand other billseligible for refinancing with central
banks:
(a) Treasury bills and similar securities
(b) Other billseligible for refinancing with central banks(unles s
national law prescribes that such bills be shown under Assets
items3 and 4)
3. Loans and advances to credit institutions:
(a) repayable on demand
(b) other loansand advances
4. Loansand advancesto cus tomers5. Debt securities including fixed-income securities:
(a) issued by public bodies
(b) issued by other borrowers, showing separately:
— own-debt securities (unless national law requires their
deduction from liabilities).
6. Sharesand other variable-yield s ecurities
7. Participating interests, showing separately:
— participating interests in credit institutions (unless national law
requires their disclosure in the notes on the accounts)
8. Shares in affiliated undertakings, showing separately:
— shares in credit institutions (unless national law requires their
disclosure in the notes on the accounts)
9. Intangible assets as described under Assets headings B and C.I of
Article 9 of Directive 78/660/EEC, showing separately:
— formation expenses, as defined by national law and in so far as
national law permits their being shown as an asset (unless
national law requires their disclosure in the notes on the
accounts)
— goodwill, to the extent that it wasacquired for valuable cons id-
eration (unless national law requires its disclosure in the notes
on the accounts)
10. Tangible assets as described under Assets heading C.II of Article 9
of Directive 78/660/EEC, showing separately:
— land and buildingsoccupied by a credit ins titution for itsown
activities (unless national law requires their disclosure in the
noteson the accounts )
11. Subscribed capital unpaid, showing separately:
— called-up capital (unless national law provides for called-up
capital to be included under liabilities, in which case capitalcalled but not yet paid must be included either in this Assets
item or in Assets item 14)
12. Own shares (with an indication of their nominal value or, in the
absence of a nominal value, their accounting par value to theextent that national law permitstheir being s hown in the balancesheet)
13. Other assets
14. Subscribed capital called but not paid (unless national law requires
that called-up capital be shown under Assets item 11
15. Prepaymentsand accrued income16. Loss for the financial year (unless national law provides for its
inclusion under Liabilities item 14)
Total assets
Liabilities
1. Amounts owed to credit institutions:
(a) repayable on demand1986L0635 — EN — 16.11.2001 — 001.001 — 6
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(b) with agreed maturity datesor periodsof notice
2. Amounts owed to customers:
(a) savings deposits, showing separately:
— those repayable on demand and those with agreed maturity
datesor periodsof notice where national law providesfor
such a breakdown (unless national law provides for suchinformation to be given in the noteson the accounts )
(b) other debts
(ba) repayable on demand
(bb) with agreed maturity datesor periodsof notice
3. Debtsevidenced by certificates :
(a) debt securities in issue
(b) others
4. Other liabilities5. Accrualsand deferred income6. Provisions for liabilities and charges:
(a) provisions for pensions and similar obligations
(b) provisions for taxation
(c) other provisions
7. Profit for the financial year (unless national law provides for its
inclusion under Liabilities item 14)
8. Subordinated liabilities9. Subscribed capital (unless national law provides, for called-up
capital to be shown under this item. In that case, the amounts of
subscribed capital and paid-up capital must be shown separately)
10. Share premium account11. Reserves12. Revaluation reserve
13. Profit or loss brought forward
14. Profit or loss for the financial year (unless national law requires
that this item be shown under Assets item 16 or Liabilities item 7)
Total liabilities
Off-balance sheetitems
1. Contingent liabilities, showing separately:
— acceptancesand endors ements
— guarantees and assets pledged as collateral security
2. Commitments, showing separately:
— commitments arising out of sale and repurchase transactions
Article 5
The following must be shown separately as sub-items of the items in
question:
— claims, whether or not evidenced by certificates, on affiliated
undertakings and included in Assets items 2 to 5,
— claims, whether or not evidenced by certificates, on undertakings
with which a credit institution is linked by virtue of a participating
interest and included in Assets items 2 to 5,
— liabilities, whether or not evidenced by certificates, to affiliated
undertakingsand included in Liabilitiesitems1, 2, 3 and 8.
— liabilities, whether or not evidenced by certificates, to undertakings
with which a credit institution is linked by virtue of a participatinginterest and included in Liabilities items 1, 2, 3 and 8.1986L0635 — EN — 16.11.2001 — 001.001 — 7
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Article 6
1. Subordinated assets shall be shown separately as sub-items of the
itemsof the layout and the s ub-itemscreated in accordance withArticle 5.
2. Assets, whether or not evidenced by certificates, are subordinated
if, in the event of winding up or bankruptcy, they are to be repaid onlyafter the claimsof other creditorshave been met.
Article 7
The Member States may permit the disclosure of the information
referred to in Articles5 and 6, duly broken down into the variousrele-vant items, in the notes on the accounts.
Article 8
1. Assets shall be shown under the relevant balance sheet headings
even where the credit institution drawing up the balance sheet haspledged them as security for its own liabilities or for those of thirdparties or has otherwise assigned them as security to third parties.
2. A credit institution shall not include in its balance sheet assets
pledged or otherwise assigned to it as security unless such assets arein the form of cash in the hands of that credit institution.
Article 9
1. Where a loan has been granted by a syndicate consisting of a
number of credit institutions, each credit institution participating inthe syndicate shall disclose only that part of the total loan which ithasits elf funded.
2. If in the case of a syndicated loan such as described in paragraph
1 the amount of fundsguaranteed by a credit ins titution exceedsthe
amount which it hasmade available, any additional guarantee portion
shall be shown as a contingent liability (in Off-balance sheet item 1,second indent).
Article 10
1. Funds which a credit institution administers in its own name but
on behalf of third parties must be shown in the balance sheet if the
credit institution acquires legal title to the assets concerned. The totalamount of such assets and liabilities shall be shown separately or inthe notes on the accounts, broken down according to the various Assetsand Liabilitiesitems . However, the Member Statesmay permit the
disclosure of such funds off the balance sheet provided there are
special rules whereby such funds can be excluded from the assets avail-able for distribution in the event of the winding-up of a creditinstitution (or similar proceedings).
2. Assets acquired in the name of and on behalf of third parties must
not be shown in the balance sheet.
Article 11
Only those amounts which can at any time be withdrawn without
notice or for which a maturity or period of notice of 24 hoursor oneworking day hasbeen agreed s hall be regarded asrepayable ondemand.
Article 12
1. Sale and repurchase transactions shall mean transactions which
involve the transfer by a credit institution or customer (the ‘transferor’)
to another credit institution or customer (the ‘transferee’) of assets, forexample, bills, debts or transferable securities, subject to an agreementthat the same assets will subsequently be transferred back to the trans-feror at a specified price.1986L0635 — EN — 16.11.2001 — 001.001 — 8
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2. If the transferee undertakes to return the assets on a date specified
or to be specified by the transferor, the transaction in question shall bedeemed to be a genuine sale and repurchase transaction.
3. If, however, the transferee is merely entitled to return the assets at
the purchase price or for a different amount agreed in advance on a
date specified or to be specified, the transaction in question shall bedeemed to be a sale with an option to repurchase.
4. In the case of the sale and repurchase transactions referred to in
paragraph 2, the assets transferred shall continue to appear in the trans-feror's balance sheet; the purchase price received by the transferor shallbe shown as an amount owed to the transferee. In addition, the value of
the assets transferred shall be disclosed in a note in the transferor's
accounts. The transferee shall not be entitled to show the assets trans-ferred in his balance sheet; the purchase price paid by the transfereeshall be shown as an amount owed by the transferor.
5. In the case of the sale and repurchase transactions referred to in
paragraph 3, however, the transferor shall not be entitled to show in hisbalance sheet the assets transferred; those items shall be shown as
assets in the transferee's balance sheet. The transferor shall enter under
Off-balance sheet item 2 an amount equal to the price agreed in theevent of repurchase.
6. No forward exchange transactions, options, transactions involving
the issue of debt securities with a commitment to repurchase all or partof the issue before maturity of any similar transactions shall beregarded as sale and repurchase transactions within the meaning of
thisArticle.
SECTION 4
SPECIAL PROVISIONS RELATING TO CERTAIN BALANCE SHEET
ITEMS
Article 13
Assets: Item 1 — Cash in hand, balances with central banks and
postoffice banks
1. Cash in hand shall comprise legal tender including foreign notes
and coins.
2. Thisitem may include only balanceswith the central banksand
post office banks of the country or countries in which a credit institu-tion is established. Such balances must be readily available at all times.
Other claims on such bodies must be shown as loans and advances to
credit institutions (Assets item 3) or as loans and advances to custo-mers (Assets item 4).
Article 14
Assets:Item2—Treasurybillsandotherbillseligibleforrefinan-
cingwithcentral banks
1. This item shall comprise, under (a), treasury bills and similar
securities, i. e. treasury bills, treasury certificates and similar debtinstruments issued by public bodies which are eligible for refinancingwith the central banksof the country or countriesin which a creditinstitution is established. Those debt instruments issued by public
bodies which fail to meet the above condition shall be shown under
Assets sub-item 5 (a).
2. This item shall comprise, under (b), bills eligible for refinancing
with central banks, i.e. all bills held in portfolio that were purchasedfrom credit institutions or from customers to the extent that they areeligible, under national law, for refinancing with the central banksofthe country or countries in which a credit institution is established.1986L0635 — EN — 16.11.2001 — 001.001 — 9
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Article 15
Assets:Item3—Loansandadvancestocreditinstitutions1. Loans and advances to credit institutions shall comprise all loans
and advances arising out of banking transactions to domestic or foreigncredit institutions by the credit institution drawing up the balance sheet,regardless of their actual designations.
The only exception shall be loans and advances represented by debt
securities or any other security, which must be shown under Assetsitem 5.
2. For the purposes of this Article credit institutions shall comprise
all undertakings on the list published in the Official Journal of the
European Communities pursuant to Article 3 (7) of Directive 77/780/
EEC, aswell ascentral banksand official domes tic and internationalbanking organizationsand all private and public undertakingswhichare not established in the Community but which satisfy the definitionin Article 1 of Directive 77/780/EEC.
Loans and advances to undertakings which do not satisfy the above
conditions shall be shown under Assets item 4.
Article 16
Assets:Item4—Loansandadvancestocustomers
Loans and advances to customers shall comprise all types of assets in
the form of claims on domestic and foreign customers other than credit
institutions, regardless of their actual designations.
The only exception shall be loans and advances represented by debt
securities or any other security, which must be shown under Assetsitem 5.
Article 17
Assets:Item5—Debtsecurities includingfixed-income securities1. This item shall comprise negotiable debt securities including
fixed-income securities issued by credit institutions, by other undertak-ings or by public bodies; such securities issued by the latter, however,
shall be included only if they are not to be shown under Assets item 2.
2. Securitiesbearing interes t ratesthat vary in accordance with
specific factors, for example the interest rate on the inter-bank market
or on the Euromarket, shall also be regarded as debt securitiesincluding fixed-income securities.
3. Only repurchased and negotiable own-debt securities may be
included in sub-item 5 (b).
Article 18
Liabilities: Item1—Amountsowedtocreditinstitutions1. Amounts owed to credit institutions shall include all amounts
arising out of banking transactions owed to other domestic or foreigncredit institutions by the credit institution drawing up the balance sheet,
regardless of their actual designations.
The only exception shall be liabilities represented by debt securities or
by any other security, which must be shown under Liabilities item 3.
2. For the purposes of this Article credit institutions shall comprise
all undertakings on the list published in the Official Journal of the
European Communities pursuant to Article 3 (7) of Directive 77/780/
EEC, aswell ascentral banksand official domes tic and internationalbanking organizationsand all private and public undertakingswhichare not established in the Community but which satisfy the definitionin Article 1 of Directive 77/780/EEC.1986L0635 — EN — 16.11.2001 — 001.001 — 10
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Article 19
Liabilities: Item2—Amountsowedtocustomers
1. Amounts owed to customers shall include all amounts owed to
creditorsthat are not credit ins titutionswithin the meaning of Article18, regardless of their actual designations.
The only exception shall be liabilities represented by debt securities or
by any other security, which must be shown under Liabilities item 3.
2. Only deposits which satisfy the conditions laid down in national
law shall be treated as savings deposits.
3. Savings bonds shall be shown under the corresponding sub-item
only if they are not represented by negotiable certificates.
Article 20
Liabilities: Item3—Debtsevidenced bycertificates1. This item shall include both debt securities and debts for which
negotiable certificates have been issued, in particular deposit receipts,‘bons de caisse’ and liabilitiesaris ing out of own acceptancesand
promissory notes.
2. Only acceptances which a credit institution has issued for ist own
refinancing and in respect of which it is the first party liable (‘drawee’)shall be treated as own acceptances.
Article 21
Liabilities: Item8—Subordinatedliabilities
Where it hasbeen contractually agreed that, in the event of winding up
or of bankruptcy, liabilities, whether or not evidenced by certificates,are to be repaid only after the claimsof all other creditorshave been
met, the liabilities in question shall be shown under this item.
Article 22
Liabilities: Item9—SubscribedcapitalThis item shall comprise all amounts, regardless of their actual desig-
nations, which, in accordance with the legal structure of the institution
concerned, are regarded under national law as equity capital subscribed
by the shareholders or other proprietors.
Article 23
Liabilities: Item11—ReservesThis item shall comprise all the types of reserves listed in Article 9 of
Directive 78/660/EEC under Liabilitiesitem A.IV, asdefined therein.
The Member States may also prescribe other types of reserves if neces-sary for credit institutions the legal structures of which are not coveredby Directive 78/660/EEC.
The types of reserve referred to in the first paragraph shall be shown
separately, as sub-items of Liabilities item 11, in the balance sheets of
the credit institutions concerned, with the exception of the revaluationreserve which shall be shown under item 12.
Article 24
Off-balancesheet:Item1—Contingentliabilities
This item shall comprise all transactions whereby an institution has
underwritten the obligationsof a third party.
Notes on accounts shall state the nature and amount of any type of
contingent liability which ismaterial in relation to an ins titution'sactiv-ities.1986L0635 — EN — 16.11.2001 — 001.001 — 11
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Liabilities arising out of the endorsement of rediscounted bills shall be
included in thisitem only if national law doesnot require otherwis e.The same shall apply to acceptances other than own acceptances.
Sureties and assets pledged as collateral security shall include all guar-
antee obligations incurred and assets pledged as collateral security onbehalf of third parties, particularly in respect of sureties and irrevocable
lettersof credit.
Article 25
Off-balancesheet:Item2—Commitments
Thisitem s hall include every irrevocable commitment which could
give rise to a risk.
Notes on accounts shall state the nature and amount of any type of
commitment which is material in relation to an institution's activities.
Commitments arising out of sale and repurchase transactions shall
include commitmentsentered into by a credit ins titution in the context
of sale and repurchase transactions (on the basis of firm agreements tosell with options to repurchase) within the meaning of Article 12 (3).
SECTION 5
LAYOUTOFTHEPROFITANDLOSSACCOUNT
Article 26
For the presentation of the profit and loss account, the Member States
shall prescribe one or both of the layouts provided for in Articles 27
and 28. If a Member State prescribes both layouts it may allow under-takingsto choos e between them.
Article 27
Vertical layout
1. Interest receivable and similar income, showing separately that
arising from fixed-income securities
2. Interest payable and similar charges
3. Income from securities:
(a) Income from shares and other variable-yield securities
(b) Income from participating interests
(c) Income from shares in affiliated undertakings
4. Commissions receivable5. Commissions payable6. Net profit or net loss on financial operations7. Other operating income
8. General administrative expenses:
(a) Staff costs, showing separately:
— wagesand s alaries
— social security costs, with a separate indication of those
relating to pensions
(b) Other administrative expenses
9. Value adjustments in respect of Assets items 9 and 10
10. Other operating charges11. Value adjustments in respect of loans and advances and provisions
for contingent liabilitiesand for commitments
12. Value re-adjustments in respect of loans and advances and provi-
sions for contingent liabilities and for commitments1986L0635 — EN — 16.11.2001 — 001.001 — 12
▼B
13. Value adjustments in respect of transferable securities held as
financial fixed assets, participating interests and shares in affiliatedundertakings
14. Value re-adjustments in respect of transferable securities held as
financial fixed assets, participating interests and shares in affiliatedundertakings
15. Tax on profit or loss on ordinary activities
16. Profit or loss on ordinary activities after tax
17. Extraordinary income18. Extraordinary charges19. Extraordinary profit or loss
20. Tax on extraordinary profit or loss
21. Extraordinary profit or loss after tax22. Other taxesnot s hown under the preceeding items23. Profit or loss for the financial year
Article 28
Horizontal layout
A.Charges
1. Interest payable and similar charges2. Commissions payable3. Net loss on financial operations
4. General administrative expenses:
(a) Staff costs, showing separately:
— wagesand s alaries
— social security costs, with a separate indication of those
relating to pensions
(b) Other administrative expenses
5. Value adjustments in respect of Assets items 9 and 106. Other operating charges7. Value adjustments in respect of loans and advances and provi-
sions for contingent liabilities and for commitments
8. Value adjustments in respect of transferable securities held as
financial fixed assets, participating interests and shares inaffiliated undertakings
9. Tax on profit or loss on ordinary activities
10. Profit or loss on ordinary activities after tax
11. Extraordinary charges12. Tax on extraordinary profit or loss13. Extraordinary loss after tax
14. Other taxesnot s hown under the preceding items
15. Profit for the financial year
B.Income
1. Interest receivable and similar income, showing separately that
arising from fixed-income securities
2. Income from securities:
(a) Income from shares and other variable-yield securities
(b) Income from participating interests
(c) Income from shares in affiliated undertakings
3. Commissions receivable4. Net profit on financial operations1986L0635 — EN — 16.11.2001 — 001.001 — 13
▼B
5. Value re-adjustments in respect of loans and advances and
provisions for contingent liabilities and for commitments
6. Value re-adjustments in respect of transferable securities held
as financial fixed assets, participating interests and shares inaffiliated undertakings
7. Other operating income
8. Profit or loss on ordinary activities after tax9. Extraordinary income
10. Extraordinary profit after tax
11. Loss for the financial year
SECTION 6
SPECIAL PROVISIONS RELATING TO CERTAIN ITEMS IN THE
PROFITANDLOSSACCOUNT
Article 29
Article 27, items1 and 2 (vertical layout)Article 28, itemsA 1 and B 1 (horizontal layout)
Interest receivable and similar income and interest payable and
similar charges.
These items shall include all profits and losses arising out of banking
activities, including:
(1) all income from assets entered under Assets items 1 to 5 in the
balance sheet, however calculated. Such income shall also includeincome arising from the spreading on a time basis of the discounton assets acquired at an amount below, and liabilities contracted atan amount above, the sum payable at maturity;
(2) all chargesaris ing out of liabilitiesentered under Liabilitiesitems
1, 2, 3 and 8, however calculated. Such charges shall also includecharges arising from the spreading on a time basis of the premiumon assets acquired at an amount above, and liabilities contracted atan amount below, the sum payable at maturity;
(3) income and charges resulting from covered forward contracts,
spread over the actual duration of the contract and similar in natureto interest;
(4) fees and commission similar in nature to interest and calculated on
a time basis or by reference to the amount of the claim or liability.
Article 30
Article 27, item 3 (vertical layout)Article 28, item B 2 (horizontal layout)
Incomefromsharesandothervariable-yield securities,fromparti-
cipatinginterests,andfromsharesinaffiliated undertakings
This item shall comprise all dividends and other income from variable-
yield securities, from participating interests and from shares inaffiliated undertakings. Income from shares in investment companiesshall also be included under this item.
Article 31
Article 27, items4 and 5 (vertical layout)Article 28, itemsA 2 and B 3 (horizontal layout)
Commissionsreceivable andcommissionspayable
Without prejudice to Article 29, commissions receivable shall include
income in respect of all services supplied to third parties, and commis-1986L0635 — EN — 16.11.2001 — 001.001 — 14
▼B
sions payable shall include charges for services rendered by third
parties, in particular
— commissions for guarantees, loans administration on behalf of other
lenders and securities transactions on behalf of third parties,
— commissions and other charges and income in respect of payment
transactions, account administration charges and commissions for
the safe custody and administration of securities,
— commissions for foreign currency transactions and for the sale and
purchase of coin and precious metals on behalf of third parties,
— commissions charged for brokerage services in connection with
savings and insurance contracts and loans.
Article 32
Article 27, item 6 (vertical layout)
Article 28, item A 3 or item B 4 (horizontal layout)
Netprofitornetlossonfinancialoperations.
Thisitem covers :1. the net profit or loss on transactions in securities which are not held
as financial fixed assets together with value adjustments and value
re-adjustments on such securities, taking into account, where Article
36 (2) hasbeen applied, the difference res ulting from application ofthat article; however, in those Member States which exercise theoption provided for in Article 37, these net profits or losses andvalue adjustments and value re-adjustments shall be included onlyin so far as they relate to securities included in a trading portfolio;
2. the net profit or loss on exchange activities, without prejudice to
Article 29, point 3;
3. the net profits and losses on other buying and selling operations
involving financial instruments, including precious metals.
Article 33
Article 27, items11 and 12 (vertical layout)
Article 28, itemsA 7 and B 5 (horizontal layout)
Valueadjustmentsinrespect ofloansandadvancesandprovisions
forcontingentliabilities andforcommitments
Value re-adjustments in respect of loans and advances and provi-
sionsforcontingentliabilities andforcommitments.
1. These items shall include, on the one hand, charges for value
adjustments in respect of loans and advances to be shown under Assetsitems3 and 4 and provis ionsfor contingent liabilitiesand for commit-ments to be shown under Off-balance sheet items 1 and 2 and, on theother hand, creditsfrom the recovery of written-off loansand advances
and amountswritten back following earlier value adjus tmentsand
provisions.
2. In those Member States which exercise the option provided for in
Article 37, this item shall also include the net profit or loss on transac-tions in securities included in Assets items 5 and 6 which are neitherheld as financial fixed assets as defined in Article 35 (2) nor included
in a trading portfolio, together with value adjustments and value re-
adjustments on such securities taking into account, where Article 36(2) hasbeen applied, the difference res ulting from application of thatarticle. The nomenclature of thisitem s hall be adapted accordingly.
3. The Member Statesmay permit the chargesand income covered
by these items to be set off against each other, so that only a net item
(income or charge) iss hown.
4. Value adjustments in respect of loans and advances to credit insti-
tutions, to customers, to undertakings with which a credit institution islinked by virtue of participating interests and to affiliated undertakings1986L0635 — EN — 16.11.2001 — 001.001 — 15
▼B
shall be shown separately in the notes on the accounts where they are
material. Thisprovis ion need not be applied if a Member State permitssetting-off pursuant to paragraph 3.
Article 34
Article 27, items13 and 14 (vertical layout)
Article 28, itemsA 8 and B 5 (horizontal layout)
Value adjustments in respect of transferable securities held as
financialfixedassets,participatinginterestsandsharesinaffiliatedundertakings
Value re-adjustments in respect of transferable securities held as
financialfixedassets,participatinginterestsandsharesinaffiliatedundertakings.
1. These items shall include, on the one hand, charges for value
adjustments in respect of assets shown in Assets items 5 to 8 and, on
the other hand, all the amountswritten back following earlier value
adjustments, in so far as the charges and income relate to transferablesecurities held as financial fixed assets as defined in Article 35 (2),participating interests and shares in affiliated undertakings.
2. The Member Statesmay permit the chargesand income covered
by these items to be set off against each other, so that only a net item(income or charge) iss hown.
3. Value adjustments in respect of these transferable securities, parti-
cipating interests and shares in affiliated undertakings shall be shown
separately in the notes on the accounts where they are material. This
provision need not be applied if a Member State permits setting offpursuant to paragraph 2.
SECTION 7
VALUATIONRULES
Article 35
1. Assets items 9 and 10 must always be valued as fixed assets. The
assets included in other balance sheet items shall be valued as fixedassets where they are intended for use on a continuing basis in thenormal course of an undertakings's activities.
2. Where reference is made to financial fixed assets in Section 7 of
Directive 78/660/EEC, this term shall in the case of credit institutionsbe taken to mean participating interests, shares in affiliated undertak-ings and securities intended for use on a continuing basis in the
normal course of an undertaking's activities.
3. (a) Debt securities including fixed-income securities held as finan-
cial fixed assets shall be shown in the balance sheet atpurchase price. The Member States may, however, require orpermit such debt securities to be shown in the balance sheet at
the amount repayable at maturity.
(b) Where the purchase price of such debt securities exceeds the
amount repayable at maturity the amount of the difference must
be charged to the profit and loss account. The Member Statesmay, however, require or permit the amount of the differenceto be written off in instalments so that it is completely writtenoff by the time when the debt securities are repaid. The differ-
ence must be shown separately in the balance sheet or in the
noteson the accounts .
(c) Where the purchase price of such debt securities is less than the
amount repayable at maturity, the Member Statesmay require orpermit the amount of the difference to be released to income ininstalments over the period remaining until repayment. Thedifference must be shown separately in the balance sheet or inthe noteson the accounts .1986L0635 — EN — 16.11.2001 — 001.001 — 16
▼B
Article 36
1. Where transferable securities which are not held as financial fixed
assets are shown, in the balance sheet at purchase price, credit institu-
tions shall disclose in the notes on their accounts the differencebetween the purchase price and the higher market value of the balancesheet date.
2. The Member States may, however, require or permit those trans-
ferable securities to be shown in the balance sheet at the higher market
value at the balance sheet date. The difference between the purchase
price and the higher market value shall be disclosed in the notes onthe accounts.
Article 37
1. Article 39 of Directive 78/660/EEC shall apply to the valuation of
credit institutions' loans and advances, debt securities, shares and other
variable-yield securities which are not held as financial fixed assets.
2. Pending subsequent coordination, however, the Member States
may permit:
(a) loans and advances to credit institutions and customers (Assets
items 3 and 4) and debt securities, shares and other variable-yield
securities included in Assets items 5 and 6 which are neither held
as financial fixed assets as defined in Article 35 (2) nor included ina trading portfolio to be shown at a value lower than that whichwould result from the application of Article 39 (1) of Directive78/660/EEC, where that isrequired by the prudence dictated by
the particular risks associated with banking. Nevertheless, the
difference between the two valuesmus t not be more than 4 % ofthe total amount of the assets mentioned above after application ofthe aforementioned Article 39;
(b) that the lower value resulting from the application of subparagraph
(a) be maintained until the credit institution decides to adjust it;
(c) where a Member State exercises the option provided for in subpar-
agraph (a), neither Article 36 (1) of thisDirective nor Article 40(2) of Directive 78/660/EEC shall apply.
Article 38
1. Pending subsequent coordination, those Member States which
exercise the option provided for in Article 37 must permit and those
Member Stateswhich do not exercis e that option may permit the intro-
duction of a Liabilitiesitem 6A entitled ‘Fund for general bankingrisks’. That item shall include those amounts which a credit institutiondecides to put aside to cover such risks where that is required by theparticular risks associated with banking.
2. The net balance of the increases and decreases of the ‘Fund for
general banking risks’ must be shown separately in the profit and loss
account.
Article 39
1. Assets and liabilities denominated in foreign currency shall be
translated at the spot rate of exchange ruling on the balance sheetdate. The Member States my, however, require or permit assets held
as financial fixed assets and tangible and intangible assets, not covered
or not specifically covered in either the spot or forward markets, to betranslated at the rates ruling on the dates of their acquisition.
2. Uncompleted forward and spot exchange transactions shall be
translated at the spot rates of exchange ruling on the balance sheet
date.
The Member Statesmay, however, require forward trans actionsto be
translated at the forward rate ruling on the balance sheet date.
3. Without prejudice to Article 29 (3), the differencesbetween the
book values of the assets, liabilities and forward transactions and the1986L0635 — EN — 16.11.2001 — 001.001 — 17
▼B
amountsproduced by trans lation in accordance with paragraphs1 and 2
shall be shown in the profit and loss account. The Member States may,however, require or permit differencesproduced by trans lation in
accordance with paragraphs1 and 2 to be included, in whole or in
part, in reserves not available for distribution, where they arise onassets held as financial fixed assets, on tangible and intangible assetsand on any transactions undertaken to cover those assets.
4. The Member States may provide that positive translation differ-
ences arising out of forward transactions, assets or liabilities not
covered or not specifically covered by other forward transactions, or
by assets or liabilities shall not be shown in the profit and loss account.
5. If a method specified in Article 59 of Directive 78/660/EEC is
used, the Member States may provide that any translation differencesshall be transferred, in whole or in part, directly to reserves. Positiveand negative translation differences transferred to reserves shall be
shown separately in the balance sheet or in the notes on the accounts.
6. The Member Statesmay require or permit trans lation differences
arising on consolidation out of the retranslation of an affiliated under-taking's capital and reserves or the share of a participating interest'scapital and reserves at the beginning of the accounting period to beincluded, in whole or in part, in consolidated reserves, together with
the translation differences arising on the translation of any transactions
undertaken to cover that capital and those reserves.
7. The Member Statesmay require or permit the income and expen-
diture of affiliated undertakingsand participating interes tsto betranslated on consolidation at the average rates of exchange rulingduring the accounting period.
SECTION 8
CONTENTSOFTHENOTESONTHEACCOUNTS
Article 40
1. Article 43 (1) of Directive 78/660/EEC shall apply, subject to
Article 37 of this Directive and to the following provisions.
2. In addition to the information required under Article 43 (1) (5) of
Directive 78/660/EEC, credit institutions shall disclose the following
information relating to Liabilitiesitem 8 (Subordinated liabilities ):
(a) in respect of each borrowing which exceeds 10 % of the total
amount of the subordinated liabilities:
(i) the amount of the borrowing, the currency in which it is
denominated, the rate of interest and the maturity date or thefact that it is a perpetual issue;
(ii) whether there are any circumstances in which early repayment
isrequired;
(iii) the terms of the subordination, the existence of any provisions
to convert the subordinated liability into capital or some otherform of liability and the terms of any such provisions.
(b) an overall indication of the rulesgoverning other borrowings .
3. (a) In place of the information required under Article 43 (1) (6) of
Directive 78/660/EEC, credit institutions shall in the notes ontheir accounts state separately for each of the Assets items 3(b) and 4 and the Liabilitiesitems1 (b), 2 (a), 2 (b) (bb) and 3(b) the amountsof thos e loansand advancesand liabilitieson
the basis of their remaining maturity as follows:
— not more than three months,
— more than three monthsbut not more than one year,— more than one year but not more than five years,— more than five years.
For Assets item 4, loans and advances on call and at short notice
must also be shown.1986L0635 — EN — 16.11.2001 — 001.001 — 18
▼B
If loansand advancesor liabilitiesinvolve payment by ins tal-
ments, the remaining maturity shall be the period between thebalance sheet date and the date on which each instalment falls
due.
However, for five yearsafter the date referred to in Article 47
(2) the Member Statesmay require or permit the lis ting bymaturity of the assets and liabilities referred to in this Articleto be based on the originally agreed maturity or period of notice.In that event, where a credit institution has acquired an existingloan not evidenced by a certificate, the Member Statess hall
require classification of that loan to be based on the remaining
maturity asat the date on which it wasacquired. For thepurposes of this subparagraph, the originally agreed maturityfor loans shall be the period between the date of first drawingand the date of repayment; the period of notice shall be deemed
to be the period between the date on which notice isgiven and
the date on which repayment isto be made; if loansandadvances or liabilities are redeemable by instalments, the agreedmaturity shall be the period between the date on which suchloansand advancesor liabilitiesaros e and the date on whichthe last instalment falls due. Credit institutions shall also indi-
cate for the balance sheet items referred to in this subparagraph
what proportion of those assets and liabilities will become duewithin one year of the balance sheet date.
(b) Credit institutions shall, in respect of Assets item 5 (Debt secu-
rities including fixed-income securities) and Liabilities item 3(a) (Debt securities in issue), indicate what proportion of assetsand liabilitieswill become due within one year of the balance
sheet date.
(c) The Member Statesmay require the information referred to in
subparagraphs (a) and (b) to be given in the balance sheet.
(d) Credit institutions shall give particulars of the assets which they
have pledged as security for their own liabilities or for those of
third parties(including contingent liabilities ); the particularsshould be in sufficient detail to indicate for each Liabilitiesitem and for each Off-balance sheet item the total amount ofthe assets pledged as security.
4. Where credit institutions have to provide the information referred
to in Article 43 (1) (7) of Directive 78/660/EEC in Off-balance sheetitems, such information need not be repeated in the notes on theaccounts.
5. In place of the information required under Article 43 (1) (8) of
Directive 78/660/EEC, a credit institution shall indicate in the noteson itsaccountsthe proportion of itsincome relating to items1, 3, 4,6 and 7 of Article 27 or to itemsB 1, B 2, B 3, B 4 and B 7 of Article28 by geographical markets, in so far as, taking account of the manner
in which the credit institution is organized, those markets differ
substantially from one another. Article 45 (1) (b) of Directive 78/660/EEC shall apply.
6. The reference in Article 43 (1) (9) of Directive 78/660/EEC to
Article 23 (6) of that Directive shall be deemed to be a reference to
Article 27 (8) or Article 28 (A 4) of thisDirective.
7. By way of derogation from Article 43 (1) (13) of Directive 78/
660/EEC, credit institutions need disclose only the amounts of
advancesand creditsgranted to the membersof their adminis trative,
managerial and supervisory bodies, and the commitments entered intoon their behalf by way of guaranteesof any kind. That informationmust be given in the form of a total for each category.
Article 41
1. The information prescribed in Article 15 (3) of Directive 78/660/
EEC must be given in respect of assets held as fixed assets as definedin Article 35 of this Directive. The obligation to show value adjust-ments separately shall not, however, apply where a Member State has1986L0635 — EN — 16.11.2001 — 001.001 — 19
▼B
permitted set-offs between value adjustments pursuant to Article 34 (2)
of thisDirective. In that event value adjus tmentsmay be combinedwith other items.
2. The Member States shall require credit institutions to give the
following information aswell in the noteson their accounts :
(a) a breakdown of the transferable securities shown under Assets
items 5 to 8 into listed and unlisted securities;
(b) a breakdown of the transferable securities shown under Assets
items 5 and 6 into securities which, pursuant to Article 35, are or
are not held as financial fixed assets and the criterion used todistinguish between the two categories of transferable securities;
(c) the value of leasing transactions, apportioned between the relevant
balance sheet items;
(d) a breakdown of Assets item 13, Liabilities item 4, items 10 and 18
in the vertical layout or A 6 and A 11 in the horizontal layout and
items7 and 17 in the vertical layout or B 7 and B 9 in the hori-zontal layout in the profit and loss account into their maincomponent amounts, where such amounts are important for thepurpose of assessing the annual accounts, as well as explanations
of their nature and amount;
(e) the chargespaid on account of s ubordinated liabilitiesby a credit
institution in the year under review;
(f) the fact that an institution provides management and agency
services to third parties where the scale of business of that kind ismaterial in relation to the institution's activities as a whole;
(g) the aggregate amounts of assets and of liabilities denominated in
foreign currencies, translated into the currency in which the annual
accountsare drawn up;
(h) a statement of the types of unmatured forward transactions
outstanding at the balance sheet date indicating, in particular, foreach type of transaction, whether they are made to a material extentfor the purpose of hedging the effects of fluctuations in interest
rates, exchange rates and market prices, and whether they are
made to a material extent for dealing purposes. These types oftransaction shall include all those in connection with which theincome or expenditure isto be included in Article 27, item 6,Article 28, itemsA 3 or B 4 or Article 29 (3), for example, foreign
currencies, precious metals, transferable securities, certificates of
deposit and other assets.
SECTION 9
PROVISIONSRELATINGTOCONSOLIDATEDACCOUNTS
Article 42
1. Credit institutions shall draw up consolidated accounts and conso-
lidated annual reportsin accordance with Directive 83/349/EEC, in s ofar as this section does not provide otherwise.
2. Insofar as a Member State does not have recourse to Article 5 of
Directive 83/349/EEC, paragraph 1 of this Article shall also apply toparent undertakingsthe s ole object of which isto acquire holdingsin
subsidiary undertakings and to manage such holdings and turn them to
profit, where those subsidiary undertakings are either exclusively ormainly credit institutions.
Article 43
1. Directive 83/349/EEC shall apply, subject to Article 1 of this
Directive and paragraph 2 of thisArticle.
2. (a) Articles4, 6, 15 and 40 of Directive 83/349/EEC s hall not
apply.1986L0635 — EN — 16.11.2001 — 001.001 — 20
▼B
(b) The Member Statesmay make application of Article 7 of Direc-
tive 83/349/EEC subject to the following additional conditions:
— the parent undertaking must have declared that it guarantees
the commitmentsentered into by the exempted undertaking;
the existence of that declaration shall be disclosed in theaccountsof the exempted undertaking;
— the parent undertaking must be a credit institution within the
meaning of Article 2 (1) (a) of thisDirective.
(c) The information referred to in the first two indents of Article 9
(2) of Directive 83/349/EEC, namely:
— the amount of the fixed assets and
— the net turnover
shall be replaced by:— the sum of items 1, 3, 4, 6 and 7 in Article 27 or B 1, B 2, B
3, B 4 and B 7 in Article 28 of thisDirective.
(d) Where, asa res ult of applying Article 13 (3) (c) of Directive 83/
349/EEC, a subsidiary undertaking which is a credit institution
is not included in consolidated accounts but where the shares
of that undertaking are temporarily held asa res ult of a financialassistance operation with a view to the reorganization or rescueof the undertaking in question, the annual accounts of thatundertaking shall be attached to the consolidated accounts andadditional information shall be given in the notes on the
accounts concerning the nature and terms of the financial assis-
tance operation.
(e) A Member State may also apply Article 12 of Directive 83/349/
EEC to two or more credit institutions which are not connectedasdes cribed in Article 1 (1) or (2) of that Directive but aremanaged on a unified basis other than pursuant to a contract or
provisions in the memorandum or articles of association.
(f) Article 14 of Directive 83/349/EEC, with the exception of para-
graph 2, shall apply subject to the following provision.
Where a parent undertaking isa credit ins titution and where one
or more subsidiary undertakings to be consolidated do not havethat status, those subsidiary undertakings shall be included in theconsolidation if their activities are a direct extension of bankingor concern services ancillary to banking, such as leasing,
factoring, the management of unit trusts, the management of
dataprocessing services or any other similar activity.
(g) For the purposes of the layout of consolidated accounts:
— Articles3, 5 to 26 and 29 to 34 of thisDirective s hall apply;
— the reference in Article 17 of Directive 83/349/EEC to
Article 15 (3) of Directive 78/660/EEC shall apply to the
assets deemed to be fixed assets pursuant to Article 35 of
thisDirective.
(h) Article 34 of Directive 83/349/EEC shall apply in respect of the
contents of the notes on consolidated accounts, subject to Arti-cles40 and 41 of thisDirective.
SECTION 10
PUBLICATION
Article 44
1. The duly approved annual accounts of credit institutions, together
with the annual reports and the reports by the persons responsible forauditing the accounts shall be published as laid down by national lawin accordance with Article 3 of Directive 68/151/EEC(
1).1986L0635 — EN — 16.11.2001 — 001.001 — 21
(1) OJ No L 65, 14. 3. 1968, p. 8.
▼B
National law may, however, permit the annual report not to be
published as stipulated above. In that case, it shall be made availableto the public at the company'sregis tered office in the Member State
concerned. It must be possible to obtain a copy of all or part of any
such report on request. The price of such a copy must not exceed itsadministrative cost.
2. Paragraph 1 shall also apply to the duly approved consolidated
accounts, the consolidated annual reports and the reports by the personsresponsible for auditing the accounts.
3. However, where a credit institution which has drawn up annual
accounts or consolidated accounts is not established as one of the typesof company listed in Article 1 (1) of Directive 78/660/EEC and is notrequired by itsnational law to publis h the documentsreferred to in
paragraphs1 and 2 of thisArticle aspres cribed in Article 3 of Direc-
tive 68/151/EEC, it must at least make them available to the public atits registered office or, in the absence of a registered office, at its prin-cipal place of business. It must be possible to obtain copies of suchdocuments on request. The prices of such copies must not exceed their
administrative cost.
4. The annual accounts and consolidated accounts of a credit institu-
tion must be published in every Member State in which that credit
institution has branches within the meaning of the third indent of
Article 1 of Directive 77/780/EEC. Such Member Statesmay requirethat those documents be published in their official languages.
5. The Member States shall provide for appropriate sanctions for
failure to comply with the publication rulesreferred to in thisArticle.
SECTION 11
AUDITING
Article 45
A Member State need not apply Article 2 (1) (b) (iii) of Directive 84/
253/EEC(1) to public savings banks where the statutory auditing of the
documentsof thos e undertakingsreferred to in Article 1 (1) of that
Directive is reserved to an existing supervisory body for those savingsbanksat the time of the entry into force of thisDirective and where theperson responsible complies at least with the conditions laid down inArticle 3 to 9 of Directive 84/253/EEC.
SECTION 12
FINALPROVISIONS
Article 46
The Contact Committee established in accordance with Article 52 of
Directive 78/660/EEC shall, when meeting as constituted appropriately,also have the following functions:
(a) to facilitate, without prejudice to Articles169 and 170 of the
Treaty, harmonized application of thisDirective through regularmeetingsdealing in particular with practical problemsaris ing inconnection with itsapplication;
(b) to advise the Commission, if necessary, on additions or amend-
mentsto thisDirective.
Article 47
1. The Member States shall bring into force the laws, regulations
and administrative provisions necessary for them to comply with thisDirective by 31 December 1990. They shall forthwith inform theCommission thereof.1986L0635 — EN — 16.11.2001 — 001.001 — 22
(1) OJ No L 126, 12. 5. 1984, p. 20.
▼B
2. A Member State may provide that the provisions referred to in
paragraph 1 shall first apply to annual accounts and consolidatedaccountsfor financial yearsbeginning on 1 January 1993 or during
the calendar year 1993.
3. The Member States shall communicate to the Commission the
textsof the main provis ionsof national law which they adopt in thefield governed by thisDirective.
Article 48
Five yearsafter the date referred to in Article 47 (2), the Council,
acting on a proposal from the Commission, shall examine and if needbe revise all those provisions of this Directive which provide forMember State options, together with Articles 2 (1), 27, 28 and 41, in
the light of the experience acquired in applying thisDirective and in
particular of the aimsof greater trans parency and harmonization ofthe provisions referred to by this Directive.
Article 49
This Directive is addressed to the Member States.1986L0635 — EN — 16.11.2001 — 001.001 — 23