EN ECB-PUBLIC  
 
 
 OPINION OF THE EUROPEAN CENTRAL BANK 
of 9 September 2011  
on authorisation to act on th e supervisory boards of banks 
(CON/2011/70) 
 
Introduction and legal basis  
On 22 August 2011, the European Central Bank (ECB) re ceived a request from the Slovenian Ministry of 
Finance for an opinion on a draft law amending the Law on banking (hereinafter the ‘draft law’). 
The ECB’s competence to deliver an opinion is based on Articles 127(4) and 282(5) of the Treaty on the 
Functioning of the European Union and the third and sixth indents of Article 2(1) of Council Decision 
98/415/EC of 29 June 1998 on the consultation of the European Central Bank by national authorities 
regarding draft legislative provisions1, as the draft law relates to Banka  Slovenije and contains rules 
applicable to financial institutions insofar as they materially influence the stability of financial institutions 
and markets. In accordance with the first sentence of  Article 17.5 of the Rules of Procedure of the 
European Central Bank, the Governing Council has adopted this opinion. 
 1.  Purpose of the draft law 
1.1 The Ministry requested the ECB’s opinion on the provisions of the draft law introducing in the Law 
on banking (hereinafter the ‘Law’)  the need to obtain authorisation to act as member of a bank’s 
supervisory board (hereinafter the ‘authorisation’)
2. Banka Slovenije grants the authorisation if the 
candidate has been duly appointed by the bank’s general assembly and meets the conditions under 
the Law, namely: (i) appropriate professional qualif ications and the characteristics and experience 
necessary to supervise the management of the bank’s operations (i.e. at least five years of experience in managing or supervising the opera tions of a company of comparable size and 
activities), and (ii) not having been convicted, by a final judgment, of certain criminal offences. If 
the candidate does not meet the conditions menti oned above or the available information shows 
that the bank’s operations could be  jeopardised, pursuant to risk management rules, due to activities 
and operations carried out by the candidate or due  to past actions, Banka Slovenije rejects the 
                                                     
 
1  OJ L 189, 3.7.1998, p. 42.  
2  The provisions relating to the authorisation are the following : Article 5 amending Article 72(3) of the Law, Article 6 
inserting a new Article 72.a in the Law, Article 37 amending Article 396(2) of the Law and Article 38 in the transitional 
and final provisions chapter of the draft law. 
ECB-PUBLIC 
2 application. The authorisation is bound to the s upervisory board member’s function at a particular 
bank and ceases to be valid following expiry of the term of office to which it relates. The 
supervisory board member must inform Banka Slove nije within five business days that their term 
of office has expired and Banka Slovenije issues a decision declaring that the authorisation ceased 
to be valid on that basis. According to the tran sitional provisions of the draft law, members of a 
bank’s supervisory board carrying out their function on the basis of decisions valid before the entry 
into force of the draft law must obtain authorisation within 24 months from the entry into force of the draft law. 
1.2 Most of the draft law provisions are intended to transpose Directive 2010/76/EU
3 and 
Directive 2010/78/EU4 into Slovenian law. In accordance with Article 1(2) of Decision 98/415/EC, 
the ECB does not provide its opinion on draft legislative provisions the exclusive purpose of which is the transposition of Union directives into the law of Member States. 
1.3 Finally, the draft law makes mainly editorial changes to the provisions of the Law governing the 
Slovenian deposit guarantee scheme. 
 2. The competence of Banka Slovenije 2.1 The ECB welcomes the provisions of the draft law introducing an authorisation to act as member of 
a bank’s supervisory board. It could contribute to efficient supervision of banks’ operational 
management. Within its role as Slovenian banking  supervisor, Banka Slovenije is well placed to 
grant the authorisation, as it already does in the ca se of the authorisation to act as member of a 
bank’s management board.  
2.2 The ECB expects that any legislative provisions  giving new competences to Banka Slovenije are 
agreed by Banka Slovenije. 
 3. Central bank independence 3.1 As granting the authorisation would be a new t ask entrusted to Banka Slovenije, it would have to 
commit additional human and financial resources to carry  out this task. In this  context, the ECB has 
emphasised that ‘Member States may not put their [national central banks] in a position where they 
have insufficient financial resources to carry out  their ESCB or Eurosystem related tasks, as 
applicable’
5. The ECB has consistently expressed its con cern that, when allocating additional tasks 
                                                      
3  Directive 2010/76/EU of the European Parliament and of  the Council of 24 November 2010 amending Directives 
2006/48/EC and 2006/49/EC as regards capital requirements fo r the trading book and for re-securitisations, and the 
supervisory review of remuneration pol icies (OJ L 329, 14.12.2010, p. 3).  
4  Directive 2010/78/EU of the European Parliament and of  the Council of 24 November 2010 amending Directives 
98/26/EC, 2002/87/EC, 2003/6/EC, 2003/41/EC, 2003/71/ EC, 2004/39/EC, 2004/109/EC, 2005/60/EC, 2006/48/EC, 
2006/49/EC and 2009/65/EC in respect of the powers of th e European Supervisory Authority (European Banking 
Authority), the European Supervisory Authority (European Insurance and Occ upational Pensions Authority) and the 
European Supervisory Authority (Eur opean Securities and Markets Authority) (OJ L 331, 15.12.2010, p. 120).  
5  See e.g. the ECB’s Convergence Report May 2010, p. 21 , available on the ECB’s we bsite at www.ecb.europa.eu. 
ECB-PUBLIC 
3 to national central banks, it must be ensured th at they have sufficient human and financial 
resources, both in terms of quantity and quality, for all of their tasks,  and in particular that their 
capacity to fulfil their ESCB or Eurosystem-related tasks is not affected6. 
3.2 Such considerations are of particular importan ce from the perspective of the initial additional work 
stemming from the requirement for members alread y appointed to banks’ supervisory boards to 
obtain authorisation within 24 months from entry in to force of the draft law. Consequently, Banka 
Slovenije would have to process these applications  at the same time as applications by members 
appointed to banks’ supervisory boards follo wing entry into force of the draft law. 
 This opinion will be published on the ECB’s website.   Done at Frankfurt am Main, 9 September 2011. 
 
[signed] 
 
The President of the ECB 
Jean-Claude TRICHET 
                                                     
 
6  In the context of consultations by Slovenian author ities, see e.g. paragraph 2.3 of Opinion CON/2007/38 and 
paragraph 3.5 of Opinion CON/2011/25.