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Vol. 1983/0012 
  
 
Disclaimer  
Conformém ent au règlement (CEE, Euratom) n° 354/83 du Conseil du 1er février 1983 
concernant l'ouverture au public des archives historiques de la Communauté économique 
européenne et de la Communauté européenne de l'énergie atomique (JO L 43 du 15.2.1983, 
p. 1), tel que modifié par le règlement (CE, Euratom) n° 1700/2003 du 22 septembre 2003 
(JO L 243 du 27.9.2003, p. 1), ce dossier est ouvert au public. Le cas échéant, les documents 
classifiés présents dans ce dossier ont été déclassifiés conformément à l'article 5 dudit 
règlem ent. 
In accordance with Council Regulation (EEC, Euratom) No 354/83 of 1 February 1983 
concerning the opening to the public of the historical archives of the European Economic 
Community and the European Atomic Energy Communit y (OJ L 43, 15.2.1983, p. 1), as 
amended by Regulation (EC, Euratom) No 1700/2003 of 22 September 2003 (OJ L 243, 
27.9.2003, p. 1), this file is open to the public. Where necessary, classified documents in this 
file have been declassified in conformity with Article 5 of the aforementioned regulation. 
In Übereinstimmung mit der Verordnung (EWG, Euratom) Nr. 354/83 des Rates vom  1. 
Februar 1983 über die Freigabe der historischen Archive der Europäischen 
Wirtschaftsgemeinschaft und der Europäischen Atomgem einschaft (ABI. L 43 vom  15.2.1983, 
S. 1), geändert durch die Verordnung (EG, Euratom) Nr. 1700/2003 vom 22. Septem ber 2003 
(ABI. L 243 vom 27.9.2003, S. 1), ist diese Datei der Öffentlichkeit zugänglich. Soweit 
erforderlich, wurden die Verschlusssachen in dieser Datei in Übereinstimmung mit Artikel 5 
der genannten Verordnung freigegeben. 
COMMISSION OF THE EUROPEAN COMMUNITIES
C0MC83) 25 final  
Brussels, 27 January 1983
Amended proposal for a  
COUNCIL DIRECTIVE
on the supervision of credit institutions on a consolidated basis
(submitted to the Council by the Commission  
pursuant to the second paragraph of Article  
149 of the EEC Treaty)
C0M(83) 25 final

Original Proposal
THE COUNCIL OF THE EUROPEAN  
COMMUNITIES,C@M t§
New Version
unchanged
Having regard to the Treaty establis- unchanged  
hing the European Economic Community  
and in particular Article 57 thereof,
Having regard to the proposal from  
the Commission,unchanged
Having regard to the opinion of the  
European Parliament,unchanged
Having regard to the opinion of the  
Economic and Social Committee,unchanged
Whereas the First Council Directive unchanged  
77/780/EEC of 12 December 1977 on  
the coordination of laws, regulations  
and administrative provisions rela­
ting to the taking up and pursuit  
of the business of credit institu­
tions^ states that, in order to  
make it easier to take up and pursue  
the business of credit institutions,  
it is necessary to eliminate the  
most obstructive differences between  
the laws of the Member States as  
regards the rules to which these  
institutions are subject;
(1) O.J. N° L 322, 17.12.1977, p 30

Whereas the eventual aim is to pro- unchanged  
vide for overall supervision of a  
credit institution operating in  
several Member States by the compe­
tent authorities in the Member State  
where it has its head office, in  
consultation as appropriate with the  
competent authorities of the other  
Member States concerned, in such a  
way that distortions of competition  
are avoided between such credit  
institutions and the domestic credit  
institutions of their host countries;  
whereas to that end controls and  
supervisory practices applied to  
credit institutions operating within  
the Community must be broadly  
similar from one Member State to  
another ;
Whereas this objective can only be unchanged  
attained by stages; whereas the  
establishment of the principle of  
supervision on a consolidated basis  
is one such stage;
Whereas supervision on a consolida- unchanged  
ted basis should enable the super­
visory authority of a parent credit  
institution to make a more considered  
judgment about the financial situa­
tion of that credit institution;
Whereas this Directive is concerned unchanged  
solely with ownership, partial or  
complete, of one credit or financial  
institution by another credit  
institution;

Whereas the principle of supervision unchanged  
on a consolidated basis is broadly  
accepted, whereas Member States will  
therefore seek to conclude bilateral  
agreements with non-meiriber countries  
designed to ensure that credit  
institutions in such countries with  
holdings in the Community are subject  
to equivalent supervision and that  
credit institutions from the Commu­
nity with holdings outside the  
Community are able to apply the  
principles laid down in this Direc­
tive without the flow of information  
being hindered;
Whereas,pending coordination of  
consolidated accounts and prudential  
returns it is not possible to imple­
ment consolidated supervision on a  
consistent basis in all Member States;  
whereas this Directive represents  
an interim measure designed to  
establish the principle of super­
vision on a consolidated basis and  
to eliminate the obstacles which  
have hitherto prevented Member  
States from implementing the prin­
ciple on a unilateral basis;
Whereas, pending further coordina­
tion the process of consolidation  
is to be undertaken by Member States  
according to their national  
procedures ;Whereas, pending coordination of  
consolidated accounts and prudential  
returns it is not possible to imple­
ment consolidated supervision on a  
consistent basis in all Member States;  
whereas this Directive represents  
an interim measure designed to  
establish the principle of super­
vision on a consolidated basis and  
to eliminate the obstacles which  
have hitherto prevented Member  
States from implementing the prin­
ciple on a unilateral basis for  
transactions throughout the Community;
unchanged

Whereas the provisions of this unchanged
Directive do not preclude supervision  
of individual credit institutions  
by the competent authorities of the  
host Member State;
Whereas although financial institu- unchanged
tions as defined hereinafter are not
subject to either Directive
77/780/EEC or this Directive their
inclusion in the consolidation
procedure is necessary in order to
ensure complete consolidation of all
the appropriate activities within a
group;
Whereas this Directive does not  
contain any provisions concerning  
the rights of the supervisory autho­
rities of a parent company to inspect  
credit institutions in which the  
parent company has a participation,  
which are situated in another Member  
State; the Member States will pre­
sume that they can obtain such  
rights by way of bilateral agree­
ments; whereas as a transitional  
measure supervisory authorities will  
be able to appoint auditors to  
verify information received from  
credit institutions in another  
Member State,Whereas this Directive does not  
contain any provisions concerning  
the rights of the supervisory autho­
rities of a parent company to inspect  
credit institutions in which the  
parent company has a participation,  
which are situated in another Member  
State; the Member States will pre­
sume that they can obtain such  
rights by way of bilateral agree­
ments; whereas as a transitional  
measure supervisory authorities will  
be able to appoint an auditor or  
expert to verify information  
received from credit institutions  
in another Member State;

HAS ADOPTED THIS DIRECTIVE
Article 1
Definitions
For the purposes of this Directive :
- "credit institution" means, in  
accordance with the first indent  
of Article 1 of Directive  
77/780/EEC, an undertaking whose  
business is to receive deposits  
or other repayable funds from the  
public and to grant credits for  
its own account;
- "financial institution" means an  
undertaking, not being a credit  
institution, whose principal acti­
vity is to grant credit facilities  
(including guarantees), to acquire  
participations or to make  
investments ;
- "participation" means the owner­
ship by a credit institution,  
whether directly or indirectly,  
of 2 0  % o r more of the capital of  
another credit or financial insti­
tution;
- "supervision" pending subsequent  
coordination, means the techniques,  
in whatever form and however imple­
mented ,  employed by the competent  
authorities in each Member State
in order to monitor prudential  
aspects of a credit institution's  
business ;unchanged
unchanged
- "participation" means the owner­
ship by a credit institution,  
whether directly or indirectly,  
of 25 % or more of the capital of  
another credit or financial insti­
tution;
unchanged

- "competent authorities" means the
national authorities which are  
empowered by law or regulation to  
supervise credit institutions.
Article 2  
Scope
1. Subject to Article 3 (1), this unchanged  
Directive shall apply to all credit  
institutions.
2. The institutions exempted from unchanged  
the provisions of Directive
77/780/EEC and listed in Article 2  
thereof shall be exempted from the  
provisions of this Directive.
3. Member States may defer the unchanged
application of this Directive to
certain institutions. Such defer­
ment shall be on the terms set out  
in Article 2 (5) and (6) of  
Directive 77/780/EEC.
Article 3  
General principles
1. Any credit institution which unchanged
holds a participation in another  
credit or financial institution shall  
be subject, to the extent and in the  
manner required by Article 4, to

supervision on the basis of the  
consolidation of its financial situa­
tion with that of the institution  
in which it holds such participation,  
unless :
- the activities of the credit  
institution holding the partici­
pation are at least 80 % consoli­
dated with another credit institu­
tion which is subject to super­
vision on a consolidated basis by  
the competent authorities of one
of the Member States and the credit  
institution in which the partici­
pation is held is, without preju­
dice to the following indents,  
included in this supervision on a  
consolidated basis; or
- the credit or financial institu­
tion in which the participation is  
held is situated in a non-member  
country where there are legal impe­
diments to the transfer of the  
necessary information; or
- the participation represents less  
than 2 % of the capital and  
reserves of the credit institution  
which holds the participation or  
less than 500 000 ECU whichever is  
the lesser amount; or
- the nature of the business of the  
credit or financial institution
in which the participation is held- the activities of the credit  
institution holding the partici­
pation are at least 75 % consoli­
dated with another credit institu­
tion which is subject to super­
vision on a consolidated basis by  
the competent authorities of one  
of the Member States and the credit  
institution in which the partici­
pation is held is, without preju­
dice to the following indents,  
included in this supervision on a  
consolidated basis; or
unchanged
- the participation represents less  
than 2 % of the capital and  
reserves of the credit institution  
which holds the participation or  
less than 1 million ECU whichever  
is the lesser amount; or
- the nature of the business of the  
credit or financial institution
in which the participation is held

is such that, in the opinion of  
the competent authorities for the  
credit institution which holds the  
participation, consolidation would  
be inappropriate or misleading.is such that, in the opinion of  
the competent authorities for the  
credit institution which holds the  
participation, after consultation  
with the said credit institution,  
consolidation would be inappropri­
ate or misleading.
2. Pending subsequent coordination, unchanged  
and except as otherwise provided in
this Directive the process of conso­
lidation shall be undertaken accor­
ding to the national procedures  
applicable to the credit institution  
which holds the participation.
3. Supervision on a consolidated unchanged
basis shall be exercised by the
competent authorities of the country  
in which the credit institution  
which holds the participation has its  
head office.
4. Such supervision shall take unchanged
place at least once a year and shall  
be without prejudice to supervision  
on an unconsolidated basis and  
without prejudice to supervision  
carried out by the competent autho­
rities in other Member States.
Article 4
Form and extent of consolidation
1. Where a credit institution holds unchanged  
a participation of more than 50 %

in another credit or financial insti­
tution, the conpetent authorities  
for that credit institution shall  
require either full or pro rata  
consolidation of the institutions  
concerned.
2. Where a credit institution holds unchanged  
a participation of 50 % or less in
another credit or financial institu­
tion and, in the opinion of the  
competent authorities for that  
credit institution, a situation of  
effective constrol exists, it shall  
be a matter for the discretion of  
those conpetent authorities how con­
solidation should be effected.
Pending further coordination, however,  
the conpetent authorities in the  
Member State in which the credit  
institution has its head office and  
the conpetent authorities for the  
credit or financial institution in  
which the participation is held may  
agree that consolidation of such a  
holding is not required in given  
cases.
3. Where a credit institution holds unchanged  
a participation of 50 % or less in
i another credit or financial institu­
tion and a situation of effective  
control does not exist, it shall be  
a matter for the discretion of the  
competent authorities for that  
credit institution whether and how  
consolidation is to be effected.

Article 5
Facilitating measures
1. Member States shall ensure that unchanged  
there are no legal impediments such
as to prevent any credit or finan­
cial institution supplying to a  
credit institution which has a parti­
cipation therein information which  
is necessary for supervision on a  
consolidated basis to be effected  
in accordance with this Directive.
2. Member States shall permit the unchanged  
exchange between their competent  
authorities of the information
necessary for supervision on a con­
solidated basis to be effected in  
accordance with this Directive, it  
being understood that, in the case  
of financial institutions, the  
collection of information shall in no  
way imply a supervisory function  
over such financial institutions by  
those competent authorities.
3. Any exchange of information unchanged
between competent authorities pro­
vided for in this Directive shall
be subject to the obligation of  
professional secrecy as set out in  
Article 12 of Directive 77/780/EEC  
and any such information shall be  
used exclusively for the purposes  
of supervision on a consolidated  
basis as required by this Directive.

4. If, in applying the provisions  
of this Directive to a credit insti­
tution, the competent authorities  
in one Member State wish to verify  
the information received from a  
credit or financial institution in  
another Member State they may  
appoint an auditor, approved for  
this purpose by the competent autho­
rities of the other Member State  
concerned, to undertake such  
verification.4. If in applying the provisions  
of this Directive to a credit insti­
tution, the coupetent authorities  
in one Member State wish to verify  
the information received from a  
credit or financial institution in  
another Member State they may  
appoint an auditor, or an expert,  
approved for this purpose by the  
conpetent authorities of the other  
Member State concerned, to undertake  
such verification.
Article 6
Non-member countries
1. The application of the princi- unchanged  
pie of supervision on a consolidated  
basis to Community credit institu­
tions, the parent institutions of  
which have their head offices in  
non-member countries, and to credit  
institutions situated outside the  
Community whose parent institutions  
are situated within the Community  
shall be a matter for bilateral  
arrangements, on the basis of reci­
procity, between the competent  
authorities of the Member States and  
the non-member countries concerned.
Such arrangements shall seek to  
ensure that Member States' competent  
authorities are able to obtain the  
necessary information to enable a

credit institution within the Com­
munity, with participations in  
credit or financial institutions  
outside the Community, to be super­
vised on a consolidated basis, and  
that supervisory authorities in  
non-member countries are able to  
obtain the information necessary  
to supervise parent institutions  
having head offices within their  
territory which have participations  
in credit institutions in one or  
more Member States.
2. Hie Commission and the Advisory unchanged
Committee set up under Article 11
of Directive 77/780/EEC shall be
kept informed of such steps as may
be taken in this context and the
Commission shall undertake the
coordination of the arrangements
referred to in paragraph 1.
Final provisions  
Article 7
1. Member States shall bring into unchanged  
force the measures necessary to  
comply with this Directive not later
than....and shall forthwith
in
form the Commission thereof.
2. The Member States shall commu­
nicate to the Commission the texts  
of the main laws, regulations andunchanged

t
administrative provisions which they  
adopt in the field covered by  
this Directive.
Article 8
This Directive is addressed to the unchanged  
Member States.