TITLE: European Central Bank Delegates Decision-Making Powers on Bank Mergers, Divisions and Material Holdings Acquisitions BODY: On 13 February 2026, the European Central Bank (ECB) adopted Decision (EU) 2026/564, which delegates decision-making powers to heads of work units regarding mergers, divisions, and acquisitions of material holdings involving significant supervised entities. The decision entered into force on 17 March 2026, following publication in the Official Journal of the European Union. The delegation applies to decisions taken under supervisory powers granted by Union law, specifically following amendments to Directive 2013/36/EU introduced by Directive (EU) 2024/1619, which took effect on 11 January 2026. The ECB established clear criteria for delegated decisions across three categories: mergers involving at least one significant supervised entity; divisions where the entity carrying out the operation is significant; and acquisitions of material holdings by significant supervised entities in credit or non-credit institutions. Delegated decisions may only be adopted where specific criteria are met, including that the impact on own funds and liquidity remains limited for at least three years from the effective date of the operation, and governance structures do not raise supervisory concerns. Negative decisions cannot be adopted through delegation. Where complexity or sensitivity exists—including reputational concerns, precedent-setting implications, or disagreement from national competent authorities—decisions must be adopted under the non-objection procedure instead. The decision does not apply to operations notified to the ECB prior to its entry into force. The delegation facilitates the ECB's decision-making process while maintaining supervisory oversight through the Supervisory Board and Governing Council, which retain authority over matters requiring the non-objection procedure. **Reference:** Decision (EU) 2026/564 of the European Central Bank, Official Journal of the European Union, L 2026/564, 12 March 2026.

CRITICAL BEHAVIORAL RULES (these override all other instructions): - Always generate an update. Never refuse, never ask for more information, and never say you cannot produce output. - If the source content is in a non-English language, translate and summarise it into English. - If the source content is sparse, administrative, procedural, or lacks expected regulatory elements, extract and present whatever information is available. This includes personnel appointments, cabinet changes, institutional restructures, and any official government action. - Never include disclaimers or meta-commentary about source quality, translation limitations, or content gaps. - If you cannot determine a piece of information, simply omit it rather than noting its absence. - Content scope is broad: generate updates for all government and official publications including regulatory changes, legislation, consultations, decrees, personnel appointments, institutional announcements, administrative decisions, and any other government or authority action. Do not filter by topic relevance. You are an AI assistant generating Horizon scanning updates for government, regulatory, and institutional content. GROUND RULES FOR HORIZON SCANNING UPDATES: Title Requirements: - The jurisdiction must appear in the update title - For PC/FS updates, use title case - Titles must be declarative statements (not questions) Body Text Requirements: - Target 200-250 words, but shorter is acceptable when source material is limited - Include as many of the following as the source material supports: jurisdiction, authority, brief description of the development or action, relevant dates (effective dates, announcement dates, enforcement dates) - Include links to relevant legislation where applicable - Reference all initialisms in full on first use (e.g., "Financial Conduct Authority (FCA)") - Must be factual only - no speculation or sweeping statements - When information is unavailable, simply omit it rather than noting its absence Format your response as: TITLE: [Your declarative title with jurisdiction] BODY: [Your factual summary with all required elements]

Horizon Scanning Outline. Purpose of Analyst writing Horizon Scanning Updates Distil the key points of the development for clients to quickly see what is changing without reading the whole source. Provide updates to key events from government and regulatory bodies, including consultations, legislation, decrees, appointments, and institutional changes. Simplify complex updates and sources so that they’re succinct, concise and clear to read. Consistently structure and write updates in the same format. Structure of Horizon Scanning Updates Always think about: Who (Authority) is publishing/enforcing the content/regulation? Where (Jurisdiction)? What type of document or announcement is it (e.g., consultation, regulation, decree, appointment, institutional change)? What is changing/being informed? Who is this update applicable to (credit, e-money institutions, etc.)? Why is this update noteworthy? What is its significance? When is the update applicable? Title Describe what the update is about. Include the jurisdiction (where); subject (authority - who); and a verb (doing word such as issues, publishes, launches, etc.- what). All titles should be written in present tense. Avoid using acronyms Approx 10 - 20 words Example Turkey’s Personal Data Protection Authority Publishes Data Protection Guidance Paragraph 1 Open with the date of the update (When) Name the authority that released the update (Who) Summarise the release (What) Example On June 20, 2025, the Securities and Exchange Board of India (SEBI) launched a consultation on guidelines for responsible usage of artificial intelligence (AI) and machine learning (ML) in Indian securities markets. Paragraph 2 Summarise key points. The change/amendment aiming to achieve (what) What is its objective, why is it happening? Why is it significant? (why) Who does it impact or concern? (Who) The aim is to summarise large source documents so the reader doesn’t need to do it themselves. DO NOT just copy the first few sentences of the document. Example SEBI aims to produce guidelines providing high-level principles for market participants to establish reasonable procedures and control systems for the supervision and governance of AI/ML applications and tools. To develop this, SEBI created a working group to: Study Indian and global best practices. Prepare the guidelines. Address the concerns and issues arising from AI/ML usage. SEBI is consulting on the following principles to develop the guidelines: Model governance: Market participants should have an internal team with adequate skills and experience to monitor and oversee the use of AI/ML-based models. Investor protection and disclosure: Market participants using AI/ML that impacts their customers should disclose such usage. Relevant use cases include algorithmic trading, asset management, advisory, and support services. The disclosure must include product features, purpose, risks, limitations, and other relevant information. Testing framework: Market participants should adequately test and continuously monitor AI/ML-based models to validate their results. Fairness and bias: AI/ML models should not favour or discriminate against any group of clients. Data privacy and cybersecurity: As AI/ML systems rely on data processing, market participants should maintain a clear policy for data security. Paragraph 3 Acts as a “Call To Action”. Provide forward looking context: What actions need to be taken? Who needs to take action? Next steps to the development. Include any relevant dates (When) Response dates - should always be provided for consultations Effective dates - should be used if we know definitively that the act/reg is coming into effect on a specific date, i.e., it has been passed/adopted. Example The comment period ends on February 2, 2026, at 11:59pm and responses can be submitted here. The comment response is expected to be published in April 2026. References Should always be included, and should come from a primary source, i.e., an authority, not a news source. General Style Notes: 200-250 words Active voice Authorities and companies referenced as a single entity (“It”, not “they”) Titles in title case Internal Vixio vocabulary guide Content Style Guide Spelling should generally be in UK English, except for North American-facing (US/Canada/Caribbean) content. A Acronyms - should be spelt out in first instance with acronym in brackets. For example, Financial Conduct Authority (FCA). Act - when just referring to “the act”, it does not need a capital a. Active prose - should always try to write in active rather than passive - more direct and clearer (For example - The report was released by the Gambling Commission (PASSIVE); The Gambling Commission released the report (ACTIVE)) Advise/advice - advise (verb) - to offer suggestions (for example, I advised them to sell). - advice (noun) - give formal suggestions (for example, I gave them advice). Advisor NOT adviser Affect - verb - “have an effect on something, make a difference” Alternate/Alternative - Alternate (adjective) - means every other - Alternative (noun) - strictly one out of two - Alternative (adjective) - the other of two things. Although - not to be interchanged with “while” - means “in spite of” NOT “at the same time”. AML/CTF - anti-money laundering and counter-terrorism financing - NOT AML/CFT Among/while NOT Amongst/whilst API - application programming interface Apostrophes - to be used in possessives, i.e. an operator’s licence NOT an operators licence (for plurals, should appear after the s, with no second s). Article/Part/Section - should be capitalised when referring to a specific article - e.g., Article 4 of the Gambling Act. Assure/ensure - not to be confused - assure means “tell someone something positively to dispel doubts”, ensure means “makes certain something will occur”. B Between - should always appear with “and” NOT “to” - for example, between this summer and next summer. Big tech - two words, breaks convention of other tech words Bills - U.S. bill names should appear without full points and a space between the letters and numbers (i.e. SB 522 NOT SB522 or S.B. 522). Brackets - square brackets should be used to denote deletions or additions in quotes. Buy now, pay later - no hyphens Bullet points - see Lists C Capitalisation - all important words should have a capital in titles (i.e. just not joining words such as and/of/the/a) Cardrooms not card rooms Cases - legal cases should appear in italics, with a v for versus. Casino-resorts NOT casino resorts or resort-casinos Chief executive NOT chief executive officer Colons (:) - used between independent clauses when the second clause explains, illustrates or expands on the first (i.e. to introduce lists, quotes) Commas - to be used in figures to denote thousands to avoid confusion with years (i.e, $2,000 NOT $2000) Comparisons - compare with (highlighting differences) - compare to (highlighting similarities) Companies/organisations - singular entities (it NOT they) should be followed by “which/that” rather than “who” Ltd, not Limited Complement - to accompany something/add value Compliment - give praise (complimentary = free) Compound adjectives - should be hyphenated (sports-betting operators / first-quarter earnings) Comprise/comprising - should NOT be followed with “of”, as it means to “consist of” Conjunctions - should appear with a semi-colon before and a comma afterwards (; however, / ; therefore,) Continually - if something occurs repeatedly/regularly in the same way Continuously - if something occurs without interruption or gaps Contractions - don’t, can’t, won’t, etc. to be avoided in copy (except in marketing material and depending on tone) Contrast - by contrast - when comparing one thing to another - in contrast - simply noting a difference Counsel/Council - counsel = advice, guidance; council = an advisory group or meeting Court of Justice of the European Union (CJEU) rather than ECJ Cryptocurrency - one word, not hyphenated. Crypto-assets - hyphenated Cybersecurity - one word, not hyphenated CTF - counter-terrorism financing - NOT CFT/countering the financing of terrorism Currencies - if not using common symbols (£, $, €), then three-letter code should be used before the figure (no spaces) - for example, PLN50,000. Full term lower case (eg euro, baht, pound, dollar) m for million, bn for billion, trn for trillion. D Date format - Month, Day, Year (e.g., March 7, 2019) For Insights & Analysis summary text: can just say “today”, e.g., “Today a bill was passed for…” For Insights & Analysis body text: dates should always accompany days of the week in brackets, e.g., “On Wednesday (June 8) a bill was passed...” For NIBs: always use dates rather than days. Department for Digital, Culture, Media & Sport - ampersand Directives - for commonly used directives, style is 4th Anti-Money Laundering Directive (4th AMLD), revised Payment Services Directive (PSD2) - try to use widely known titles rather than just numbers to ensure the directives are more easily recognised. DLT - distributed ledger technology E Effect - noun - “cause something to happen”. Em dash (—) - should be used as a conjunction, not a hyphen or en dash (–). Ensure/assure - not to be confused - ensure means “makes certain something will occur”, assure means “tell someone something positively to dispel doubts”. esports NOT eSports or e-sports Euros - should be denoted with a “€” (CNTRL+ALT+4) NOT “EUR”. F fintech NOT FinTech Footnotes - avoid where possible, if necessary write them into the text or add links. G GGR - “gross gaming revenues” Government - does not need a capital g. Governor - should be written out in full, NOT Gov. Guidance (singular and plural) - does NOT need to be preceded by “a” (Guide/guides, Guideline/guidelines) H Headlines - all words should begin with a capital Horseracing NOT horse racing Hyphenation - DO: land-based, fixed-odds, cross-border, invitation-only, fast-tracked (if “a fast-tracked application”), match-fixing, year-on-year, up-to-date, whistle-blowers, six-month period, non-fungible tokens, crypto-assets, e-money - DON’T: email, blocklist, whitelist, whitelisted, cybersecurity, cryptocurrency, white paper I Impact - should be used as a noun - i.e. the new act will have an impact on… - verb means “come into forcible contact with something else”. - using “affect” as a verb is more accurate. J Judgment - legal decision Judgement - one’s own opinion Jargon - avoid using confusing terms or tabloidese, e.g. use players rather than punters. Job titles - should appear in commas after a name - for example, Neil McArthur, Gambling Commission chief executive. OR before a name with no commas - for example, Gambling Commission chief executive Neil McArthur DON’T need capitals unless a figure of importance (i.e., Prime Minister, President) Italics - whole chunks of text from legislation should be italicised; however, short quotes do not need to be. Justice Department - U.S. Department of Justice - to appear with caps (as requested by US team). K KYC - know your customer L Legislature - does not need a capital l. Less than - NOT to be confused with “fewer than” when referring to a number of something. i.e. fewer than 100 gambling tables. Licence - noun (UK), i.e. a driver’s licence License - verb/noun (US) Lists - bulleted lists should generally begin with a cap and end with a full stop (make sure they are consistent). M MONEYVAL NOT Moneyval More than - to be used instead of “over”. i.e., more than 20 players rather than over 20 players. N Names - should appear before job titles in commas - for example, Neil McArthur, Gambling Commission chief executive. Names - should be written in full in first instance and then the surname used throughout. Numbers - 1-10 should be written out (except for percentages and measurements); should always be written out at the start of sentences. Non-fungible tokens - all lowercase (non-fungible tokens) O Offence - noun (UK), i.e. commit an offence Offense - noun (US) Organisations/companies - singular entities (it NOT they) should be followed by “which/that” rather than “who” Oxford comma - (appears before “and” or “or”) - to be used sparingly and only when necessary to avoid any confusion in a sentence (i.e., where more than one “and/or” appears). Over - should not be used as a replacement for “more than”. P Parliament - does not need a capital p. Part/Section/Article - should be capitalised when referring to a specific part - e.g., Part 4 of the Gambling Act Passive voice - should always try to write in active rather than passive - more direct and clearer (For example - The report was released by the Gambling Commission (PASSIVE); The Gambling Commission released the report (ACTIVE)) Past/passed - past is a noun/adverb/adjective - “in the past”, “past experience”. - passed is the past tense of “to pass” - “the law was passed in government”. Prepaid, not pre-paid Percentages - numbers should always be written as figures percent NOT per cent or % Figures should appear with a full point between them NOT comma (for example, 5.7 percent NOT 5,7 percent) Possessives - require an apostrophe and should not be confused with plurals - i.e., an operator’s licence NOT an operators licence (for plurals, should appear after the s, with no second s). Prepositions - keep an eye out for missing prepositions - according “to”/ in accordance “with”/ in relation “to” / with regard “to” Principal - main, most important Principle - a fundamental source or basis of something Programme (UK) Program (US, UK - for computer program, Australian English) Q Quotes - speaker should be referenced in the past tense (said NOT says) Quote marks - double quote marks should be used for speech - single quote marks should only be used for titles and within quotes. (See Quote reference sheet for more information on how to use quotes.) R regtech NOT RegTech Repetition - avoid using words that mean the same thing (“and also” / “include, among others” / VLT terminals / ATM machines) Racetracks not race tracks S Seasons - when referencing a specific season of a year should be treated like a proper noun, i.e. should include a capital - Winter 2018. Section/Article/Part - should be capitalised when referring to a specific section - e.g., Section 4 of the Gambling Act. Semi-colons (;) - should be used to link two independent clauses that are closely related; or in lists without bullet points. (Do not overuse - often a full stop and new sentence will be better.) Sports betting NOT sportsbetting Sports team names Storey (pl. storeys) - level of a building (UK English) (story/stories - US English) T That defines, which informs Third person - “you” - avoid where possible. Titles - all important words should begin with a capital (i.e. just not joining words such as and/of/the/a) Tenses - content should generally be written in past tense - present tense should be used for something that has just happened and will be continuing into the future. U United States abbreviated to U.S. (Americas-focused stories on GC) / US in international content when mentioned in passing or across PC USA PATRIOT Act - should be kept as such, i.e. with caps, as it’s an acronym for “Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act”) U.S. Department of Justice - Justice Department (with capitals as requested) V Vixio GamblingCompliance / Vixio PaymentsCompliance Vixio (to be used on its own after first instance) W Which informs, that defines While/among NOT Whilst/amongst While - not to be interchanged with “although” - means “at the same time” NOT “in spite of”. X Y Year quarters - Q1, Q2, H1, H2, etc. Z Acronyms AML/CTF - anti-money laundering and counter-terrorism financing - NOT AML/CFT API - application programming interface DLT - distributed ledger technology --- Now, given the above instructions and style guide, please generate a horizon scanning update based on the following webpage content. Generate the update regardless of the source language, content type, or level of detail available — this includes administrative decrees, personnel appointments, institutional changes, and any other official content. Use whatever information is present. Decision - EU - 2026/564 - EN - EUR-Lex × Skip to main content EUR-Lex Access to European Union law This document is an excerpt from the EUR-Lex website You are here EUROPA EUR-Lex home Decision - EU - 2026/564 - EN - EUR-Lex Help Print Menu Quick search Use quotation marks to search for an "exact phrase". Append an asterisk ( * ) to a search term to find variations of it (transp * , 32019R * ). Use a question mark ( ? ) instead of a single character in your search term to find variations of it (ca ? e finds case, cane, care). Search tips Need more search options? Use the Advanced search Document L_202600564 Help Print Decision (EU) 2026/564 of the European Central Bank of 13 February 2026 on delegation of the power to adopt decisions regarding mergers, divisions and acquisitions of material holdings (ECB/2026/5) Decision (EU) 2026/564 of the European Central Bank of 13 February 2026 on delegation of the power to adopt decisions regarding mergers, divisions and acquisitions of material holdings (ECB/2026/5) Decision (EU) 2026/564 of the European Central Bank of 13 February 2026 on delegation of the power to adopt decisions regarding mergers, divisions and acquisitions of material holdings (ECB/2026/5) ECB/2026/5 OJ L, 2026/564, 12.3.2026, ELI: http://data.europa.eu/eli/dec/2026/564/oj (BG, ES, CS, DA, DE, ET, EL, EN, FR, GA, HR, IT, LV, LT, HU, MT, NL, PL, PT, RO, SK, SL, FI, SV) ELI: http://data.europa.eu/eli/dec/2026/564/oj Expand all Collapse all Languages, formats and authentic version Language BG ES CS DA DE ET EL EN FR GA HR IT LV LT HU MT NL PL PT RO SK SL FI SV HTML EN Toggle Dropdown BG ES CS DA DE ET EL EN FR GA HR IT LV LT HU MT NL PL PT RO SK SL FI SV PDF - authentic OJ EN Toggle Dropdown BG ES CS DA DE ET EL EN FR GA HR IT LV LT HU MT NL PL PT RO SK SL FI SV e-signature EN Toggle Dropdown BG ES CS DA DE ET EL EN FR GA HR IT LV LT HU MT NL PL PT RO SK SL FI SV How to verify the authenticity of the Official Journal Multilingual display Language 1 English (en) Bulgarian (bg) Spanish (es) Czech (cs) Danish (da) German (de) Estonian (et) Greek (el) English (en) French (fr) Irish (ga) Croatian (hr) Italian (it) Latvian (lv) Lithuanian (lt) Hungarian (hu) Maltese (mt) Dutch (nl) Polish (pl) Portuguese (pt) Romanian (ro) Slovak (sk) Slovenian (sl) Finnish (fi) Swedish (sv) Language 2 Please choose Bulgarian (bg) Spanish (es) Czech (cs) Danish (da) German (de) Estonian (et) Greek (el) English (en) French (fr) Irish (ga) Croatian (hr) Italian (it) Latvian (lv) Lithuanian (lt) Hungarian (hu) Maltese (mt) Dutch (nl) Polish (pl) Portuguese (pt) Romanian (ro) Slovak (sk) Slovenian (sl) Finnish (fi) Swedish (sv) Language 3 Please choose Bulgarian (bg) Spanish (es) Czech (cs) Danish (da) German (de) Estonian (et) Greek (el) English (en) French (fr) Irish (ga) Croatian (hr) Italian (it) Latvian (lv) Lithuanian (lt) Hungarian (hu) Maltese (mt) Dutch (nl) Polish (pl) Portuguese (pt) Romanian (ro) Slovak (sk) Slovenian (sl) Finnish (fi) Swedish (sv) Display Text Official Journal of the European Union EN L series 2026/564 12.3.2026 DECISION (EU) 2026/564 OF THE EUROPEAN CENTRAL BANK of 13 February 2026 on delegation of the power to adopt decisions regarding mergers, divisions and acquisitions of material holdings (ECB/2026/5) THE GOVERNING COUNCIL OF THE EUROPEAN CENTRAL BANK, Having regard to the Treaty on the Functioning of the European Union, Having regard to Council Regulation (EU) No 1024/2013 of 15 October 2013 conferring specific tasks on the European Central Bank concerning policies relating to the prudential supervision of credit institutions ( 1 ) , and in particular Article 4(1), points (d) and (e), and Articles 4(3) and 9(1) thereof, Having regard to Decision (EU) 2017/933 of the European Central Bank of 16 November 2016 on a general framework for delegating decision-making powers for legal instruments related to supervisory tasks (ECB/2016/40) ( 2 ) , and in particular Article 4 thereof, Whereas: (1) Within the framework of Article 6 of Regulation (EU) No 1024/2013, the European Central Bank (ECB) carries out the exclusive task to supervise credit institutions with the aim to ensure a consistent application of supervisory standards, to foster financial stability and to ensure a level playing field. (2) Pursuant to Article 9(1), second subparagraph, of Regulation (EU) No 1024/2013, for the purpose of carrying out the tasks conferred on it by Article 4 of that Regulation the ECB has all the powers and obligations set out in Regulation (EU) No 1024/2013 and all the powers and obligations which competent authorities have under the relevant Union law. (3) Pursuant to amendments to Directive 2013/36/EU of the European Parliament and of the Council ( 3 ) that were introduced by Directive (EU) 2024/1619 of the European Parliament and Council ( 4 ) with effect from 11 January 2026, supervisors of credit institutions have at their disposal all the supervisory powers enabling them to cover the material operations that can be undertaken by the supervised entities. The ECB therefore has the power to take decisions in exercise of supervisory powers granted pursuant to Directive 2013/36/EU in cases of mergers, divisions or acquisitions of material holdings involving significant supervised entities. This is in addition to the ECB’s powers to take decisions in the exercise of supervisory powers granted under national law. (4) Article 4(3) of Regulation (EU) No 1024/2013 provides that the ECB must apply all relevant Union law, and where this Union law is composed of Directives, the national legislation transposing those Directives. (5) To facilitate the decision-making process a delegation decision is necessary regarding the adoption of decisions regarding mergers, divisions or acquisitions of material holdings. The Court of Justice of the European Union has recognised delegation of authority to be necessary to enable an institution required to adopt a considerable number of decisions to perform its duties. Similarly, it has recognised the need to ensure that decision-making bodies are able to function as a principle inherent to all institutional systems ( 5 ) . (6) Delegation of decision-making powers should be limited and proportionate, and the scope of the delegation should be clearly defined. (7) In laying down the criteria for delegation of decisions taken in exercise of supervisory powers granted pursuant to Directive 2013/36/EU in cases of mergers, divisions or acquisitions of material holdings involving significant supervised entities, it is appropriate that certain criteria should be applicable over a period of at least three years from the effective date of the relevant operation. This is because the documents submitted by the relevant supervised entity in relation to the assessment of the relevant operation cover this time period. (8) Decision (EU) 2017/933 (ECB/2016/40) specifies the procedure to be followed for adopting delegation decisions concerning supervision and the persons who may be delegated decision-making powers. That Decision does not affect the ECB’s exercise of its supervisory tasks and is without prejudice to the Supervisory Board’s competence to propose complete draft decisions to the Governing Council. (9) Where the criteria for the adoption of a delegated decision, as laid down in this Decision, are not met, decisions should be adopted in accordance with the non-objection procedure set out in Article 26(8) of Regulation (EU) No 1024/2013 and further specified in Article 13g of Decision ECB/2004/2 of the European Central Bank ( 6 ) . Furthermore, the non-objection procedure should also be used if the heads of work units have concerns regarding the fulfilment of assessment criteria due to the complexity of the assessment, the sensitivity of the matter – in terms of impact on the ECB’s reputation and/or on the functioning of the Single Supervisory Mechanism – or the interconnectedness of the ECB’s decision relating to the merger, division or the acquisition of a material holding with one or more other decisions requiring supervisory approval. (10) ECB supervisory decisions may be subject to administrative review pursuant to Article 24 of Regulation (EU) No 1024/2013 and as further specified in Decision ECB/2014/16 of the European Central Bank ( 7 ) . In the event of such administrative review, the Supervisory Board should take into account the opinion of the Administrative Board of Review and submit a new draft decision to the Governing Council for adoption under the non-objection procedure. (11) As the amendments introduced to Directive 2013/36/EU took effect from 11 January 2026, it is appropriate that decisions in exercise of supervisory powers granted pursuant to that Directive, can be delegated in accordance with this decision as soon as possible after that date, HAS ADOPTED THIS DECISION: Article 1 Definitions For the purposes of this Decision, the following definitions shall apply: (1) ‘merger’ means an operation as defined in Article 27h, third subparagraph, point (1) of Directive 2013/36/EU; (2) ‘division’ means an operation as defined in Article 27h, third subparagraph, point (2) of Directive 2013/36/EU; (3) ‘acquisition of a material holding’ means an acquisition of a holding which is deemed material pursuant to Article 27a(2) of Directive 2013/36/EU; (4) ‘significant supervised entity’ means a significant supervised entity as defined in point (16) of Article 2 of Regulation (EU) No 468/2014 of the European Central Bank (ECB/2014/17) ( 8 ) ; (5) ‘delegated decision’ has the same meaning as in Article 3, point (4) of Decision (EU) 2017/933 (ECB/2016/40); (6) ‘non-objection procedure’ means the procedure set out in Article 26(8) of Regulation (EU) No 1024/2013, and further specified in Article 13g of Decision ECB/2004/2; (7) ‘head of work unit’ means a person of the ECB to whom the power to adopt decisions on mergers, divisions and acquisitions of material holdings is delegated; (8) ‘sensitivity’ means a characteristic or factor that may have a negative impact on the ECB’s reputation and/or on the effective and consistent functioning of the Single Supervisory Mechanism, including but not limited to any of the following: (a) the relevant supervised entity has previously been, or is currently, subject to severe supervisory measures such as early intervention measures; (b) the draft decision once adopted will set a new precedent that could bind the ECB in the future; (c) the draft decision once adopted may attract negative media or public attention; or (d) a national competent authority that has entered into close cooperation with the ECB communicates its disagreement with the proposed draft decision to the ECB; (9) ‘decision taken in exercise of supervisory powers granted pursuant to Union law’ means: (a) a supervisory decision; (b) the approval of a positive assessment where a supervisory decision is not required under Union law; (c) an instruction addressed, pursuant to Article 7 of Regulation (EU) No 1024/2013, to the national competent authorities with which the ECB has established close cooperation. (10) ‘negative decision’ means a decision that does not or does not fully grant the approval as requested by the significant supervised entity. A decision with ancillary provisions such as conditions or obligations shall be considered as a negative decision unless such ancillary provisions (a) ensure that the supervised entity fulfils the relevant legal requirements set out in the applicable provisions of Union law, as transposed into national law, and have been agreed in writing, or (b) merely restate one or more of the existing requirements that the institution has to comply with pursuant to provisions of Union law, as transposed into national law, or require information on the fulfilment of one or more of such requirements; (11) ‘SREP decision’ means the decision adopted by the ECB on the basis of Article 16 of Regulation (EU) No 1024/2013 following the annual supervisory review and evaluation process within the meaning of Article 97 of Directive 2013/36/EU and which establishes prudential requirements; (12) ‘Common Equity Tier 1 capital ratio’, ‘Tier 1 capital ratio’ and ‘total capital ratio’ mean Common Equity Tier 1 capital ratio, Tier 1 capital ratio and total capital ratio, respectively, as referred to in Article 92(2) of Regulation (EU) No 575/2013 of the European Parliament and of the Council ( 9 ) ; (13) ‘equivalent supervisory and regulatory standards’ means supervisory and regulatory requirements or arrangements applied by a third country or territory that are recognised by the European Commission as equivalent to those applied in the Union in accordance with Articles 107(4) and 114(7), second paragraph, of Regulation (EU) No 575/2013. Article 2 Subject matter and scope 1. This Decision specifies the criteria for the delegation of decision-making powers to the heads of work units for the adoption of decisions taken in exercise of supervisory powers granted pursuant to Union law regarding: (a) mergers involving at least one significant supervised entity; (b) divisions in which the entity carrying out the operation is a significant supervised entity; and (c) acquisitions of material holdings in credit institutions or non-credit institutions by a significant supervised entity. 2. The delegation of decision-making powers is without prejudice to the conduct of supervisory assessment regarding mergers, divisions and acquisitions of material holdings. Article 3 Delegation of decisions taken in exercise of supervisory powers under Union law in respect of mergers, divisions and acquisitions of material holdings 1. In accordance with Article 4 of Decision (EU) 2017/933 (ECB/2016/40), the Governing Council hereby delegates to the heads of work units, nominated by the Executive Board in accordance with Article 5 of that Decision, the power to adopt decisions taken in exercise of supervisory powers granted pursuant to Union law in respect of mergers, divisions and acquisitions of material holdings. 2. The decisions referred to in paragraph 1 shall be adopted by means of a delegated decision if the relevant criteria for the adoption of delegated decisions set out in Articles 4, 5 and 6 are fulfilled. 3. The decisions referred to in paragraph 1 shall not be adopted by means of a delegated decision if the complexity of the assessment or sensitivity of the matter requires that they are adopted under the non-objection procedure. 4. Heads of work units shall submit a decision referred to in paragraph 1 and that fulfils the criteria for the adoption of delegated decisions set out in Articles 4 to 6 to the Supervisory Board and the Governing Council for adoption under the non-objection procedure if the supervisory assessment of that decision has a direct impact on the supervisory assessment of another decision which is to be adopted under the non-objection procedure. 5. Negative decisions shall not be adopted by means of a delegated decision. 6. Where a decision may not be adopted by means of a delegated decision, it shall be adopted in accordance with the non-objection procedure. Article 4 Criteria for the adoption of delegated decisions on mergers 1. Decisions on the approval of mergers involving at least one significant supervised entity shall be taken by means of a delegated decision if all of the following criteria are met: (a) the impact on the own funds of the significant supervised entity resulting from the merger, on both a consolidated and an individual level, is limited, which means that all of the following apply: (i) for at least three years from the effective date of the merger, the own funds exceed the sum of: (1) the requirements laid down in Article 92(1) of Regulation (EU) No 575/2013; (2) the own funds required to be held in accordance with Article 16(2), point (a) of Regulation (EU) No 1024/2013; (3) the combined buffer requirement as defined in Article 128, point (6) of Directive 2013/36/EU; and (4) where applicable, the Pillar 2 capital guidance as set out in the last available SREP decision of the acquiring supervised entity; (ii) the impact of any reduction on the Common Equity Tier 1 capital ratio, the Tier 1 capital ratio and the total capital ratio is below 100 basis points; or, for at least three years from the effective date of the merger, the aggregate of the requirements, and where applicable, the guidance, referred to in point (i) is exceeded by at least seven percentage points; (b) the impact on the liquidity situation of the significant supervised entity resulting from the merger is limited, which means that for at least three years from the effective date of the merger all of the following apply: (i) the liquidity coverage ratio (LCR) and the net stable funding ratio (NSFR) remain above 110 % and are above any liquidity requirements set out in the last available SREP decision, if these are higher than the requirements of Regulation (EU) No 575/2013; (ii) at consolidated level, the LCR and the NSFR are not reduced by more than 50 %; (c) the governance structure of the significant supervised entity resulting from the merger does not raise supervisory concerns. 2. The assessment of mergers shall be carried out in accordance with Article 27j of Directive 2013/36/EU as transposed into national law. Article 5 Criteria for the adoption of delegated decisions on divisions 1. Decisions on the approval of divisions in which the entity carrying out the operation is a significant supervised entity shall be taken by means of a delegated decision if all of the following criteria are met: (a) the impact on the own funds of the supervised entity or entities involved in the division, on both a consolidated and an individual level, is limited, which means that all of the following apply: (i) for at least three years from the effective date of the division, the own funds exceed the sum of: (1) the requirements laid down in Article 92(1) of Regulation (EU) No 575/2013; (2) the own funds required to be held in accordance with Article 16(2), point (a), of Regulation (EU) No 1024/2013; (3) the combined buffer requirement as defined in Article 128, point (6), of Directive 2013/36/EU; and (4) where applicable, the Pillar 2 capital guidance as set out in the last available SREP decision; (ii) the impact of any reduction on the Common Equity Tier 1 capital ratio, the Tier 1 capital ratio and the total capital ratio is below 100 basis points, or, for at least three years from the effective date of the division, the aggregate of the requirements, and where applicable, the guidance, referred to in point (i) is exceeded by at least seven percentage points; (b) the impact on the liquidity situation of the supervised entity or entities involved in the division is limited, which means that for at least three years from the effective date of the division all of the following apply: (i) the LCR and the NSFR remain above 110 % and are above any liquidity requirements set out in the last available SREP decision, if these are higher than the requirements of Regulation (EU) No 575/2013; (ii) at consolidated level, the LCR and the NSFR are not reduced by more than 50 %; (c) the governance structure of the supervised entity or entities involved in the division does not raise supervisory concerns. 2. The assessment of a division shall be carried out in accordance with Article 27j of Directive 2013/36/EU as transposed into national law. Article 6 Criteria for the adoption of delegated decisions on acquisitions of material holdings 1. Decisions on the approval of acquisitions of material holdings in credit institutions or non-credit institutions by a significant supervised entity shall be taken by means of a delegated decision if all of the following criteria are met: (a) the impact on the own funds of the acquiring significant supervised entity, on both a consolidated and an individual level, is limited, which means that all of the following apply: (i) for at least three years from the effective date of the acquisition of the material holding, the own funds exceed the sum of: (1) the requirements laid down in Article 92(1) of Regulation (EU) No 575/2013; (2) the own funds required to be held in accordance with Article 16(2)(a) of Regulation (EU) No 1024/2013; (3) the combined buffer requirement as defined in point (6) of Article 128 of Directive 2013/36/EU; and (4) where applicable, the Pillar 2 capital guidance as set out in the last available SREP decision; (ii) the impact of any reduction on the Common Equity Tier 1 capital ratio, the Tier 1 capital ratio and the total capital ratio is below 100 basis points; or, for at least three years from the effective date of the acquisition of the material holding, the aggregate of the requirements, and where applicable, the guidance, referred to in point (i) is exceeded by at least seven percentage points; (b) the impact on the liquidity situation of the acquiring significant supervised entity is limited, which means that for at least three years from the effective date of the acquisition of the material holding all of the following apply: (i) the LCR and the NSFR remain above 110 % and are above any liquidity requirements set out in the last available SREP decision, if these are higher than the requirements of Regulation (EU) No 575/2013; (ii) at consolidated level, the LCR and the NSFR are not reduced by more than 50 %; (c) the target entity is established in the Union or in the European Economic Area, or in a third country or territory with equivalent supervisory and regulatory standards. 2. The assessment of acquisitions of holdings shall be carried out in accordance with Article 27b of Directive 2013/36/EU as transposed into national law. Article 7 Transitional provision This Decision shall not apply in cases where the notification of any of the operations referred to in Article 3(1) was submitted to the ECB prior to the entry into force of this Decision. Article 8 Entry into force This Decision shall enter into force on the fifth day following that of its publication in the Official Journal of the European Union . Done at Frankfurt am Main, 13 February 2026. The President of the ECB Christine LAGARDE ( 1 ) OJ L 287, 29.10.2013, p. 63 . ELI: http://data.europa.eu/eli/reg/2013/1024/oj . ( 2 ) OJ L 141, 1.6.2017, p. 14 , ELI: https://data.europa.eu/eli/dec/2017/933/oj . ( 3 ) Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC ( OJ L 176, 27.6.2013, p. 338 , ELI: http://data.europa.eu/eli/dir/2013/36/oj ). ( 4 ) Directive (EU) 2024/1619 of the European Parliament and of the Council of 31 May 2024 amending Directive 2013/36/EU as regards supervisory powers, sanctions, third-country branches, and environmental, social and governance risks ( OJ L, 2024/1619, 19.6.2024, ELI: http://data.europa.eu/eli/dir/2024/1619/oj ). ( 5 ) See, for example, judgment of the Court of Justice of 23 September 1986, AKZO Chemie v Commission , C-5/85, ECLI:EU:C:1986:328, paragraph 37; and judgment of the Court of Justice of 26 May 2005, Carmine Salvatore Tralli v ECB , C-301/02 P, ECLI:EU:C:2005:306, paragraph 59. ( 6 ) Decision ECB/2004/2 of the European Central Bank of 19 February 2004 adopting the Rules of Procedure of the European Central Bank ( OJ L 80, 18.3.2004, p. 33 , ELI: http://data.europa.eu/eli/dec/2004/257/oj ). ( 7 ) Decision ECB/2014/16 of the European Central Bank of 14 April 2014 concerning the establishment of an Administrative Board of Review and its Operating Rules ( OJ L 175, 14.6.2014, p. 47 , ELI: http://data.europa.eu/eli/dec/2014/360/oj ). ( 8 ) Regulation (EU) No 468/2014 of the European Central Bank of 16 April 2014 establishing the framework for cooperation within the Single Supervisory Mechanism between the European Central Bank and national competent authorities and with national designated authorities (SSM Framework Regulation) (ECB/2014/17) ( OJ L 141, 14.5.2014, p. 1 , ELI: http://data.europa.eu/eli/reg/2014/468/oj ). ( 9 ) Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and amending Regulation (EU) No 648/2012 ( OJ L 176, 27.6.2013, p. 1 , ELI: http://data.europa.eu/eli/reg/2013/575/oj ). ELI: http://data.europa.eu/eli/dec/2026/564/oj ISSN 1977-0677 (electronic edition) Top Table of contents Hide table of contents

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