Obsah (4)

Article 4Article 131Article 21aArticle 10

ACT To regulate the business

banking. 15th November, 1994 ACT XV

1994 as amended by Acts XXIV, XXV

1995, VI

2001, XVII

2002, IV, IX

2003, XIII

2004,XX

2007 Legal Notice 425

2007; Acts III,XVII

2009, II

2010, II, X

2011, XX

2013, X XXI

2015, X, XXXI

2017, XLIV

2018 and XXVI

2018. and XXVI

2019, XIII

2020, LXXI

2021 , LXXII

2021 , XXXVI

2024 , XI and XXIX

2. The short title

this Act is the Banking Act. 2.

the Financial Institutions Act; "account information service provider" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; "account servicing payment service provider" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; "Additional Tier 1 instruments" means capital instruments that meet the conditions laid down in Article 52

the CRR; "Arbiter" means the Arbiter for Financial Services appointed under article 14

the Arbiter for Financial Services Act; "bank" or "credit institution" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "Banking Rule" means a Rule issued by the competent authority under various articles

this Act; "binding legal instrument" means any directly applicable measures, including, but not limited to, any implementing technical standards, regulatory technical standards or similar measures, issued under European Union legislation; "body corporate" means a body

persons having a legal personality distinct from that

its members; Short title. Interpretation. Amended by: XXIV. 1995.362; XXV. 1995.434; XVII. 2002.157; IX. 2003.76; XIII. 2004.82; XX. 2007.85; XVII. 2009.11; II. 2011.2; X. 2011.37; XX. 2013.54; X. 2015.2; XXI. 2015.19; X. 2017.2; XXXI. 2017.70; XLIV.2018.9; XXVI.2019.3; LXXI.2021.19; LXXII.2021.29; XXXVI.2024.60; XI.2025.24. BANKING "branch" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "the BRRD" means Directive 2014/59/EU

the European Parliament and

the Council

15 May 2014 establishing a framework for the recovery and resolution

credit institutions and investment firms and amending Council Directive 82/891/EEC, and Directives 2001/24/EC, 2002/47/EC, 2004/25/EC, 2005/56/EC, 2007/36/EC, 2011/35/EU, 2012/30/EU and 2013/36/EU, and Regulations (EU) No. 1093/2010 and (EU) No. 648/2012,

the European Parliament and

the Council, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "business

banking" means the business

a person who as set out in article 2A accepts deposits

money from the public withdrawable or repayable on demand or after a fixed period or after notice or who borrows or raises money from the public (including the borrowing or raising

money by the issue

debentures or debenture stock or other instruments creating or acknowledging indebtedness), in either case for the purpose

employing such money in whole or in part by lending to others or otherwise investing for the account and at the risk

the person accepting such money; "Central Bank" means the Central Bank

Malta as defined by the Central Bank

Malta Act; "close links" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "Common Equity Tier 1 instruments" means capital instruments that meet the conditions laid down in Article 28

the CRR; "company" means a limited liability company constituted in Malta in accordance with the Commercial Partnerships Ordinance* or the Companies Act, or any law which may from time to time be in force, or a company registered, licensed or holding an equivalent authorisation in another country outside Malta under the laws

any country provided that such company, if not constituted in Malta, would qualify to be so registered or licensed under the laws

Malta; "competent authority" means the Malta Financial Services Authority established by the Malta Financial Services Authority Act; "Conduct

Business Rules" means Rules, other than Banking Rules, which are issued by the competent authority in terms

article 4; "connected person" means a person whose information is provided to the bank by, or on behalf

, a customer

the bank or by, or on behalf

, a person who seeks to become a customer

the bank, in connection with services from the bank requested by such customer, or by such person seeking to become a customer

the bank, provided that the information is required by the bank for the purposes

*Repealed by Act XXV

1995 (Chapter 386 ). B A N K I NG fulfilling a statutory obligation; "consolidated basis" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "consolidating supervisor" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "controller" is a person who, alone or together with others, exercises control in relation to a body corporate; "covered deposits" means covered deposits as defined in regulation 2

the Depositor Compensation Scheme Regulations; "t he CRD " means D irecti ve 20 13 /3 6/EU

the European Parliament and

the Council

26 June 2013 on access to the activity

credit institutions and the prudential supervision

credit institutions, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "credit facility" means the lending

a sum

money by way

an advance, overdraft or loan or any other line

credit including discounting

bills

exchange and promissory notes, guarantees, indemnities, acceptances and bills

exchange endorsed pour aval; "the CRR" means Regulation (EU) No. 575/2013

the European Parliament and

the Council

26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No. 648/2012, as amended from time to time, and includes any implementing measures that have been or may be issued thereunder; "deposit" means a sum

money paid-in on terms under which it will be repaid, with or without interest or a premium and either on demand or at a time or in circumstances agreed by or on behalf

the person making the payment and the person receiving it; "Directive 2002/87/EC" means Directive 2002/87/EC

the European Parliament and

the Council

16 December 2002 on the supplementary supervision

credit institutions, insurance undertakings and investment firms in a financial conglomerate and amending Council Directives 73/239/EEC, 79/267/EEC, 92/49/ EEC, 92/96/EEC, 93/6/EEC and 93/22/EEC, and Directives 98/78/ EC and 2000/12/EC

the European Parliament and

the Council, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Directive 2004/109/EC" means Directive 2004/109/EC

the European Parliament and

the Council

15 December 2004 on the harmonisation

transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and amending Directive 2001/34/EC, as a m e n d e d f r o m t i m e t o t i m e , and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Directive 2009/138/EC" means Directive 2009/138/EC

the S.L. 371.09 BANKING European Parliament and

the Council

25 November 2009 on t he taki ng -u p and pu rsui t

t he b usi ness o f In surance and Reinsurance (Solvency II), as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Directive (EU) 2015/849" means Directive (EU) 2015/849

the European Parliament and

the Council

20 May 2015 on the prevention

the use

the financial system for the purposes

money laundering or terrorist financing, amending Regulation (EU) No 648/ 2012

the European Parliament and

the Council, and repealing Directive 2005/60/EC

the European Parliament and

the Council and Commission Directive 2006/70/EC, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Directive (EU) 2019/2034" means Directive (EU) 2019/2034

the European Parliament and

the Council

27 November 2019 on the prudential supervision

investment firms and amending Directives 2002/87/EC, 2009/65/EC, 2011/61/EU, 2013/36/EU, 2014/ 59/EU and 2014/65/EU, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder;"director" includes an individual occupying the position

director

a company, by whatever name he may be called, empowered to carry out substantially the same functions in relation to the direction

the company as those carried out by a director and in respect

a company registered, licensed or holding an equivalent authorisation outside Malta includes a member

a local board or agent or representative

that company: "Provided that in respect

a financial holding company or a mixed financial company established outside Malta, "director" shall also include a member

the management body

the financial holding company or mixed financial holding company; "DORA Regulation" means Regulation (EU) 2022/2554

the European Parliament and

the Council

14 December 2022 on digital operational resilience for the financial sector and amending Regulations (EC) No. 1060/2009, (EU) No. 648/2012, (EU) No. 600/ 2014, (EU) No. 909/2014 and (EU) 2016/1011, as may be amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "EBA" means the European Banking Authority established by Regulation (EU) No 1093/2010; "EEA State" means a State which is a contracting party to the agreement on the European Economic Area signed at Oporto on the 2nd May, 1992 as amended by the Protocol signed at Brussels on the 17th March, 1993 and as amended by any subsequent acts; "electronic money institution" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; S.L. 371.09 "eligible deposits" means deposits that are not excluded from protection pursuant to regulation 9

the Depositor Compensation B A N K I NG Scheme Regulations, and includes deposits held in an account entitled to compensate pursuant to regulation 12

Article 4

the CRR; "ESFS" means European System

Financial Supervision; "ESRB" means the European Systemic Risk Board established by Regulation (EU) No. 1092/2010; "EU parent financial holding company" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "EU parent institution" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "EU parent mixed financial holding company" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "European Resolution Authority" means an authority which is situated in a country or territory outside Malta that is in a Member State or an EEA State and which exercises any function corresponding to the functions

the Resolution Committee under the Malta Financial Services Authority Act and the Recovery and Resolution Regulations issued thereunder; "financial holding company" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "financial institution" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "financial instrument" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "financial sector entity" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "Financial Services Tribunal" or "the Tribunal" means the Financial Services Tribunal established under the Malta Financial Services Authority Act; "GDPR" means Regulation (EU) 2016/679

the European Parliament and

the Council

27 April 2016 on the protection

natural persons with regard to the processing

personal data and on the free movement

such data, and repealing Directive 95/46/ EC, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "group" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "holding company" has the same meaning as is assigned to the term "parent company" in the Companies Act; "home Member State" shall have the same meaning as that assigned to it in point

Article 4

the CRR; BANKING "host Member State" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "initial capital" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "institution" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "insurance undertaking" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "investment firm" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "licence", in relation to the business

banking, means a licence granted in terms

article 5, 6A or 7; "Malta’s international commitments" means commitments, responsibilities and obligations arising out

European Union law, or membership

, or affiliation to, or relationship with, any international, global or regional organisations or grouping

countries or out

any treaty, convention or other international or reciprocity agreement, however called, whether bilateral or multilateral, to which Malta or the competent authority is a party; "management body" means the body or bodies

a financial holding company or financial holding company established outside Malta, which are appointed in accordance with the law

the jurisdiction in which such a company is established, which are empowered to set the company's strategy, objectives and overall direction, and which oversee and monitor management decisionmaking, and include the persons who effectively direct the business

the company; "manager" means a person who is placed in charge

the business or part

the business

a company or otherwise who has a substantial supervisory role with the power to make policy and executive decisions on behalf

the company; "Member State" means a Member State

the European Union and includes an EEA State; "MiCA Regulation" means Regulation (EU) 2023/1114

the European Parliament and

the Council

31 May 2023 on markets in crypto-assets, and amending Regulations (EU) No. 1093/2010 and (EU) No. 1095/2010 and Directives 2013/36/EU and (EU) 2019/1937, as may be amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "MiFID" means Directive 2014/65/EU

the European Parliament and

the Council

15 May 2014 on markets in financial instruments and amending Directive 2002/92/EC and Directive 2011/61/EU, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "MiFIR" means Regulation (EU) No. 600/2014

the European Parliament and

the Council

15 May 2014 on markets in B A N K I NG financial instruments and amending Regulation (EU) No 648/2012, as may be amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Minister" means the Minister responsible for the regulation

Financial Services; "mixed activity holding company" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "mixed financial holding company" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "money laundering" has the same meaning ascribed to it by the Prevention

Money Laundering Act; "

ficer", in relation to a company, includes a director, partner, manager or company secretary or any person effectively acting in such capacity whether formally appointed or not; "outsourcing" means an arrangement

any form between a credit institution and an outsourcing service provider by means

which that outsourcing service provider performs a process, a service or an activity that would otherwise be undertaken by the credit institution; "outsourcing service provider" means a third-party entity that is undertaking an outsourced process, service or activity, or parts thereof, under an outsourcing arrangement; "overseas regulatory authority" means an authority which in a country or territory outside Malta exercises any function corresponding to the functions

the competent authority under this Act; "own funds" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "PAD" means Directive 2014/92/EU

the European Parliament and

the Council

23 July 2014 on the comparability

fees related to payment accounts, payment account switching and access to payment accounts with basic features, as may be amended from time to time and including and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "parent financial holding company" shall have the same meaning as that assigned to the term "parent financial holding company in a Member State" in point

Article 4

the CRR; "parent institution" shall have the same meaning as that assigned to the term "parent institution in a Member State" in point

Article 4

the CRR; "parent mixed financial holding company" shall have the same meaning as that assigned to the term "parent mixed financial holding company in a Member State" in point

Article 4

the CRR; "parent undertaking" shall have the same meaning as that assigned to it in point

Article 4

the CRR; BANKING "payment account" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; "payment initiation service" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; "payment initiation service provider" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; "payment institution" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; "payment service" means any business activity set out in the Second Schedule to the Financial Institutions Act; "Payment Services Directive" means Directive (EU) 2015/2366

the European Parliament and

the Council

25 November 2015 on payment services in the internal market, amending D i r e c t i v e s 2 0 0 2 / 6 5 / E C , 2 0 0 9 / 11 0 / E C a n d 2 0 1 3 / 3 6 / E U a n d Regulation (EU) No 1093/2010, and repealing Directive 2007/64/ EC, as may be amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "payment service user" shall have the same meaning as that assigned to it under article 2

the Financial Institutions Act; "qualifying holding" or "qualifying shareholding" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "recognised jurisdiction" means: (

1. a)a Member State and Switzerland; (
2. b)any country that is a member

the Organisation for Economic Co-operation and Development (OECD); (c) a country that is a signatory

the International Organisation

Securities Commissions (IOSCO) Multilateral Memorandum

Understanding; (d) a country that is a signatory

the International Association

Insurance Supervisors (IAIS) Multilateral Memorandum

Understanding; (e) any jurisdiction which is a member

the Basel Committee on Banking Supervision; (f) any jurisdiction falling within the Recommendations on the equivalence

confidentiality regimes issued by the EBA from time to time; or (g) any other jurisdiction with whom the competent authority has signed a Memorandum

Understanding; "reconstruction" has the same meaning as in the Companies Act; "Regulation (EU) No. 1092/2010" means Regulation (EU) No. 1092/2010

the European Parliament and

the Council

24 November 2010 on European Union macro-prudential oversight

B A N K I NG the financial system and establishing a European Systemic Risk Board, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Regulation (EU) No. 1093/2010" means Regulation (EU) No. 1093/2010

the European Parliament and

the Council

24 November 2010 establishing a European Supervisory Authority (European Banking Authority), amending Decision No. 716/2009/ EC and repealing Commission Decision 2009/78/EC, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Regulation (EU) No. 1094/2010" means Regulation (EU) No. 1094/2010

the European Parliament and

the Council

24 November 2010 establishing a European Supervisory Authority (European Insurance and Occupational Pensions Authority), amending Decision No. 716/2009/EC and repealing Commission Decision 2009/79/EC, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Regulation (EU) No. 1095/2010" means Regulation (EU) No. 1095/2010

the European Parliament and

the Council

24 November 2010 establishing a European Supervisory Authority (European Securities and Markets Authority), amending Decision No. 716/2009/EC and repealing Commission Decision 2009/77/EC, as amended from time to time, and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "Regulation (EU) 2019/2033" means Regulation (EU) 2019/2033

the European Parliament and

the Council

27 November 2019 on the prudential requirements

investment firms and amending Regulations (EU) No. 1093/2010, (EU) No. 575/2013, (EU) No. 600/ 2014 and (EU) No. 806/2014, as amended from time to time and includes any binding legal instruments, guidelines and other measures that have been or may be issued thereunder; "reinsurance undertaking" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "representative

fice" means, in relation to a body corporate, unincorporated body or association formed in accordance with or existing under the laws

a country outside Malta, premises in Malta from which the business

banking is promoted or assisted in any way, and in relation to a body corporate, unincorporated body or association formed in accordance with and existing under the laws

Malta, premises outside Malta from which the business

banking is promoted or assisted in any way; "resolution authority" means an authority designated by a Member State in accordance with Article 3

the BRRD; "resolution entity" shall have the same meaning as that assigned to it in regulation 2

the Recovery and Resolution Regulations; S.L. 330.

1. BANKING S.L. 330.
2. "Resolution Fund" means the resolution financing arrangement under the Recovery and Resolution Regulations; S.L. 330.
3. "resolution group" shall have the same meaning as that assigned to it in regulation 2

the Recovery and Resolution Regulations; S.L. 371.09 "Scheme" means the Depositor Compensation Scheme established under regulation 4

the D e p o s i t o r C o m p e n s a t i o n S c h e m e Regulations; "senior management" means those natural persons who exercise e x e c u t i v e f u n c t i o n w i t h i n a cr e d i t i n s t i t u t i o n a n d w h o a r e responsible, and accountable to the board

directors, for the dayto-day management

the credit institution; "sub-consolidated basis" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "subsidiary" shall have the same meaning as that assigned to it in point

Article 4

the CRR; "third country" means a country that is not a Member State; "third-country group" means a group

which the parent undertaking is established in a third country; "Tier 2 instruments" means capital instruments or subordinated loans that meet the conditions laid down in Article 63

the CRR; "Third-Country Resolution Authority" means an authority which is in a country or territory that is not a Member State and is responsible for carrying out functions comparable or equivalent to those

the Resolution Committee under the Malta Financial Services Authority Act and the Recovery and Resolution Regulations issued thereunder; "UCITS" means undertakings for collective investment in transferable securities in terms

Directive 2009/65/EC

the European Parliament and

the Council

13 July 2009 on the coordination

laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) (recast), as amended from time to time, including any implementing measures that have been or may be issued thereunder; "working days" means days other than Saturdays, Sundays and the Public Holidays and the National Holidays referred to in the National Holidays and Other Public Holidays Act. (1A) For the purposes

applying the requirements and supervisory powers laid down in this Act and any regulations and Banking Rules made or issued thereunder transposing the CRD, in any binding legal instruments issued under the CRD, or in the CRR, on a consolidated or sub-consolidated basis in accordance with this Act and any regulations and Banking Rules made or issued thereunder transposing the CRD, any binding legal instruments issued under the CRD, and with the CRR, the terms "institution", "parent institution", "EU parent institution" and "parent undertaking" shall also include: (a) financial holding companies and mixed financial B A N K I NG holding companies that have been granted approval in accordance with article 11B and, or Article 21a

the CRD; (b) designated institutions controlled by an EU parent financial holding company, an EU parent mixed financial holding company, a parent financial holding company in a Member State or a parent mixed financial holding company in a Member State where the relevant parent is exempted in accordance with article 11B

the CRD (c) financial holding companies, mixed financial holding companies or institutions designated pursuant to article 29AA

the CRD. (1B) For the purposes

applying the requirements and supervisory powers laid down in Articles 4

this Act and, or Article 21a

the CRD; (b) designated institutions controlled by an EU parent financial holding company, an EU parent mixed financial holding company, a parent financial holding company in a Member State or a parent mixed financial holding company in a Member State where the relevant parent is exempted in accordance with article 11B

the CRD; (c) financial holding companies, mixed financial holding companies or institutions designated pursuant to article 29AA

the CRD. (1C) Reference to the "approval"

financial holding companies or mixed financial holding companies in this Act and any regulations and, or Banking Rules issued thereunder, shall mean an approval granted by the competent authority in terms

article 11B or an approval granted through the joint decision

the competent authority and an overseas regulatory authority in terms

article 11B

this Act and Article 21a

the CRD, as the case may be. (1D) Reference to the "exemption"

financial holding companies or mixed financial holding companies in this Act and any regulations and, or Banking Rules issued thereunder, shall mean an exemption granted by the competent authority in terms

article 11B or an exemption granted through the joint decision

the competent authority and an overseas regulatory authority in BANKING terms

article 11B

this Act and Article 21a

the CRD, as the case may be.

a credit institution may, besides the business

banking, include any or all

the additional activities listed in the First Schedule as may be determined by the competent authority.

this Act is, in part, to transpose and implement the relevant provisions

the BRRD, the CRD and the CRR, and shall be interpreted and applied accordingly.

banking. Added by: X. 2015.

1. Amended by: LXXI.2021.
2. 2A. A person that is not a credit institution shall be prohibited from carrying on the business

taking deposits or other repayable funds from the public. A person shall be deemed to be accepting deposits

money as a regular feature

his business, if, whether as principal or as agent, he advertises or solicits for such deposits, without regard to the terms and conditions under which such deposits are solicited or received and without regard to whether certificates or other instruments are issued in respect

any such deposits: Provided that this article shall not apply to the taking

deposits or other funds repayable by a Member State or by a M e m b e r St a t e ’s r e g i o n a l o r l o c a l a u t h o r i t i e s o r b y p u b l i c international bodies

which one or more Member States are members or to cases expressly covered by national or European Union law, provided that those activities are subject to regulations and controls intended to protect depositors and investors: Provided further that the acceptance

money against any issue

debentures or debenture stock or other instruments creating or acknowledging indebtedness

fered to the public in accordance with any law in force in Malta shall not

itself be deemed to constitute acceptance

deposits

money for the purposes

this Act and any regulations made and, or Banking Rules and, or Conduct

Business Rules issued thereunder. Powers and duties

the Minister. Amended by: XVII. 2002.158; XX. 2007.86; II. 2011.3; X. 2011.38; XX. 2013.55; X. 2015.4; XXI. 2015.20; XXVI.2019.4; XIII.2020.8; LXXI.2021.21; XI.2025.25. 3.

the competent authority, may make, amend or revoke regulations to give effect to the provisions

this Act and, without prejudice to the generality

the foregoing may, by such regulations, in particular, do any

the following: (a) transpose, implement and, or give effect to the requirements

the BRRD, the CRD and the CRR; (b) transpose Directive 2001/24/EC

the European Parliament and

the Council

the European Union

4 April 2001 on re-organisation and winding-up

credit institutions with respect to credit institutions established in Malta and

branches

credit institutions established outside Malta, and different provisions may be made for different cases or classes B A N K I NG

cases, and account shall be taken

Malta’s international commitments in this regard. Such regulations may provide for the implementation

detailed re-organisation measures and procedures, including the following matters: the publication and submission

information in such language or languages and in such newspapers or other publications as may be prescribed; the submission

information to creditors, and the manner and procedure thereof; the notification to creditors and the procedure for the submission

claims or representations; measures for the protection

the rights

creditors and other third parties, including netting arrangements; consultation between the competent authority and any other regulatory, administrative or judicial authorities in Malta and outside Malta with competence over the winding-up or re-organisation

credit institutions or

branches thereof; the publication

decisions relating to such winding-up or re-organisation procedures; the establishment

Banking Rules governing the applicability

the proper or applicable law and other issues

conflict

laws; (c) transpose, implement and, or give effect to the provisions and requirements

Directives, Regulations and any other legislative measures

the European Union requiring transposition and, or implementation, as they may be amended from time to time, including any implementing measures that have been or may be issued thereunder and relating to licence holders and others as may be specified therein; any such regulations strictly related to transposition or implementation as aforesaid may contain provisions which are inconsistent with the provisions

this Act or

any other law, and for this purpose may provide that any provision in this Act or in any other law shall not apply to matters falling under the regulations, and in case

such inconsistency, such provisions in any such regulations shall prevail; (

1. d)adopt, where necessary, any Communications issued by the European Commission; (
2. e)prescribe that a breach

any regulations made under this Act may amount to a criminal

fence as may be specified, and such regulations may impose punishments in respect

any breach, not exceeding a fine (multa)

two million euro (€2,000,000) or imprisonment for a term not exceeding three years, or both such fine and imprisonment, and a higher fine (multa) may be imposed where deemed necessary or appropriate for any breach or failure

compliance with any EU Directive or EU Regulation or with any regulations made under this article to transpose or to give effect to any EU Directive or EU Regulation; BANKING (f) transpose, implement and, or give effect to the requirements

the PAD, and in so doing may also establish or maintain measures alternative to those referred to in Article 10

the PAD, provided that: (

1. i)(
2. ii)it is clearly in the interest

the consumer; there is no additional burden for the consumer; and (iii) the switching as defined in Article 2

the PAD is completed within, as a maximum, the same overall time-frame as that indicated in Article 10

the PAD; (g) set up a specific mechanism to ensure that consumers who do not have a payment account as defined in Article 2

the PAD in their territory, and who have been denied access to such a payment account for which a fee is charged by credit institutions, will have effective access to a payment account with basic features in terms

the PAD, free

charge; (h) regulate products institutions;

fered by credit (i) transpose, implement and, or give effect to options and discretions set out in the provisions

Directives, Regulations and any other legislative measures or binding legal instruments

the European Union, as may be amended from time to time, and to implement options and discretions set out in any guidelines, recommendations, decisions, opinions or any other instrument issued by the ECB; (j) impose such fees and charges in respect

any request, application or other matter that may be submitted to the competent authority under this Act, including the fees and charges in respect

any permission, licence, authorisation, exemption or other benefit, as well as any fees and charges in respect

the competent authority’s regulatory, supervisory or investigative functions under this Act or any regulations made or Rules issued thereunder. (

1. a)The Minister may, after consultation with the competent authority and the Central Bank, if he deems it expedient in the public interest so to do, by order published in the Gazette declare any day or days to be a bank holiday or holidays. (
2. b)On any day declared to be a bank holiday under this article, whether such day is also a public holiday or not, no bank shall do any business with the public except to the extent allowed by the order. (
3. c)The Minister may, after consultation with the competent authority and the Central Bank, if he deems it expedient in the public interest so to do, by regulations or by an B A N K I NG order published in the Gazette, establish the opening hours

banks.

banking business, such as the transportation

money and the guarding services, continue to be provided during a period as specified by the regulations. 4.

the competent authority to carry out the functions and duties prescribed by this Act and any regulations made and Banking Rules and Conduct

Business Rules issued thereunder, by any binding legal instruments issued under the CRD, and by the CRR, and to ensure that credit institutions licensed under this Act or carrying out their activities in Malta and financial holding companies and mixed financial holding companies

credit institutions comply with this Act and any regulations, directives, Banking Rules and Conduct

Business Rules made or issued thereunder, with any binding legal instruments issued under the CRD, with the CRR and with the conditions

their licence or approval, as applicable. In pursuance

that duty the competent authority shall at all times afford such co-operation to the Central Bank as the Central Bank may require in the discharge

its duties.

Article 131

the CRD and Articles 124 and 164

the CRR and shall act jointly with the designated authority as appointed in terms

the Central Bank

Malta Act (Appointment

Designate Authority to implement Macro-Prudential Instruments) Regulations. Powers and duties

the competent authority. Amended by: XVII. 2002.159; XX. 2007.85, 87; II. 2011.4; X. 2015.5; XXXI. 2017.71; XXVI.2019.5; LXXI.2021.22. S.L. 204.06.

its functions and duties.

its general duties, duly consider the potential impact

its decisions on the stability

the financial system in the other Member States concerned and, in particular, in emergency situations, based on the information available at the relevant time.

credit institutions, and where applicable,

financial holding companies and mixed financial holding companies, so as to assess compliance with the requirements

the CRR, any binding legal instruments issued under the CRD, this Act and any regulations made and Banking Rules and Conduct

Business Rules issued thereunder.

Business Rules as may be required for carrying into effect any

the provisions

this Act and any regulations made thereunder, and to transpose, implement and give effect to the provisions and requirements

Directives, Regulations and any other legislative matters

the European Union requiring transposition or implementation

Business Rules for the purpose

implementing any guidelines, recommendations, decisions, opinions or any other instrument issued by the EBA, as may be required.

implementing any guidelines, recommendations, decisions, opinions or any other instrument issued by the ECB, as may be required.

Business Rules shall be binding on licence holders "and other persons as may be specified therein.

Business Rules and any amendment or revocation thereof shall be

ficially communicated to credit institutions and to financial holding companies and mixed financial holding companies and the competent authority shall make copies thereof available to the public. Supervisory practices. Added by: II. 2011.5. Amended by: XX. 2013.56. Substituted by: X. 2015.6. Amended by: LXXI.2021.23. 4A.

its duties, the competent authority shall take into account the convergence in respect

supervisory tools and supervisory practices in the application

this Act and a n y r e g u l a t i o n s m a d e a n d Banking Rules issued thereunder transposing the CRD,

any binding legal instruments issued under the CRD, and

the CRR. For that purpose, the competent authority shall (a) as party to the ESFS, cooperate with trust and full mutual respect, in particular when ensuring the flow

appropriate and reliable information between the competent authority and other parties to the ESFS in accordance with the principle

sincere cooperation set out in Article 4

the Treaty on European Union; (b) participate in the activities

the EBA and, as appropriate, in the colleges

supervisors; (c) make every effort to comply with those guidelines and recommendations issued by the EBA in accordance with Article 16

Regulation (EU) No. 1093/2010 and to respond to the warnings and recommendations issued by the ESRB pursuant to Article 16

Regulation (EU) No. 1092/2010; (d) cooperate closely with the ESRB.

its duties as member

the EBA and the ESRB, or its duties under the CRD and the CRR. Power to issue directives. Added by: X. 2015.7. Amended by: XLIV.2018.10; LXXI.2021.24; XI.2025.26. 4B.

the powers conferred on it in this Act, the competent authority may, whenever it deems necessary, give, by notice in writing, such directives as it may deem appropriate in the circumstances in order to carry out the functions and duties prescribed by the Malta Financial Services Authority Act, by this Act and by any regulations made and Banking Rules and Conduct

Business Rules issued thereunder, by the CRR and by any B A N K I NG binding legal instruments issued under the CRD: Provided that, without prejudice to the generality

the foregoing, the competent authority may give any such directive even: (i) to financial holding companies and mixed financial holding companies exempted in terms

article 11B

this A c t a n d a n y r e g u la t i o n s m a d e t h e r e u n d e r s h a l l , un l e s s t h e competent authority otherwise directs, continue to apply even when a credit institution, financial holding company or mixed financial holding company ceases to hold a licence or approval, as the case may be, for whatever reason, or such licence or approval, as the case may be, ceases to have effect.

the provisions

this Act and any regulations made thereunder. 4C. Without prejudice to the functions, powers and duties assigned to the competent authority by this Act, the competent authority shall also have the functions, powers and duties assigned to it under the Malta Financial Services Authority Act and under any regulations made thereunder for the purposes

transposing the provisions

the BRRD. Functions, powers and duties. Added by: XXI. 2015.21. 5.

banking shall be transacted in or from Malta except by a company which is in possession

a licence granted under this Act by the competent authority. Licences for banking activities. Amended by: XVII. 2002.160; XX. 2007.85, 88; L.N. 425

2007; III. 2009.17; XVII. 2009.12; II. 2011.6; X. 2015.8; XI.2025.27.

fice or set up any subsidiary in Malta unless it is in possession

a licence granted under this Act by the competent authority: Provided that a credit institution licensed or holding an equivalent authorisation in a Member State or EEA state shall be BANKING entitled to exercise its rights under European Union Law.

reasonable doubt as to whether the business

banking or

accepting deposits is or is not being transacted in or from Malta by any person, the matter shall be conclusively determined by the competent authority.

a licence shall be subject to fees as may be prescribed in accordance with article 3.

authorisation and notification procedures, subject to such conditions, additions, adaptations, and modifications and exemptions as may be prescribed; and different provisions may be made for different cases or classes

cases, under such terms and conditions as may be prescribed, and account shall be taken

Malta’s international commitments. Application for a licence. Amended by: XVII. 2002.161; XX. 2007.85; II. 2011.7; XX. 2013.57; X. 2015.9; LXXI.2021.25; LXXII.2021.2. 6.

commencing the business

banking in Malta shall, before commencing any such business, apply in writing to the competent authority for a licence under this Act: Provided that the entities listed in the Second Schedule shall not be required to apply to the competent authority for a licence under this Act, and the provisions

this Act and

any regulations made and, or any Banking Rules and, or Conduct

Business Rules issued thereunder, and the CRR shall accordingly not apply thereto, unless otherwise specifically provided for in this Act, or in any regulations made or Banking Rules or Conduct

Business Rules issued thereunder.

operations setting out the types

business envisaged and the structural organisation

the credit institution, an indication

the parent undertakings, financial holding companies and mixed financial holding companies within the group and a description

the arrangements, processes and mechanisms referred to in article 17B, and shall conform with such requirements as may be prescribed from time to time by a Banking Rule. Such requirements shall be notified to the EBA: Provided that before a licence is granted or refused, an application may only be withdrawn by written notice to the competent authority.

determining an application for a licence or for the purposes

determining whether to restrict or withdraw a licence.

the market as a criterion when examining an application for a licence. B A N K I NG 6A.

Article 4

the CRR which have already obtained a licence pursuant to articles 3, 5 and 6

the Investment Services Act shall submit an application for a licence in accordance with articles 5 and 6, at the latest on the day when either

the following events takes place: Specific requirements for licensing

credit institutions referred to in point

Article 4

the CRR . Added by: (a) the average

monthly total assets, calculated over a period

twelve consecutive months, is equal to or exceeds thirty billion euro (€30,000,000,000); or LXXII.2021.30. (b) the average

monthly total assets calculated over a period

twelve consecutive months is less than thirty billion euro (€30,000,000,000), and the undertaking is part

a group in which the total value

the consolidated assets

all undertakings in the group that individually have total assets

less than thirty billion euro (€30,000,000,000) and that carry out any

the activities referred to in paragraphs

the First Schedule annexed to the Investment Services Act is equal to or exceeds thirty billion euro (€30,000,000,000), both calculated as an average over a period

twelve consecutive months.

Article 4

the CRR until they obtain the licence referred to in sub-article

the MiFID, determines that an undertaking is to be authorised as a credit institution in accordance with Articles 5 and 6, it shall notify the undertaking.

the items referred to in Article 26

the CRR; (b) there are at least two individuals who effectively direct the business

the company; (c) the competent authority is notified

the identities

the shareholders or members whether direct or Issuing

a licence. Amended by: XVII. 2002.162; IV. 2003.178; XX. 2007.85, 89; L.N. 425

2007; XVII. 2009.13; II. 2011.8; XX. 2013.58; X. 2015.10; XXVI.2019.6; LXXI.2021.26. BANKING indirect, that have qualifying holdings and

the amounts

those holdings or, where there are no qualifying holdings,

the twenty largest shareholders or members: Provided that in determining whether the criteria for a qualifying holding are fulfilled, the voting rights referred to in Articles 9 and 10

Directive 2004/109/ EC and the conditions regarding aggregation thereof set out in Article 12

that Directive, shall be taken into account: Provided further that voting rights or shares which credit institutions hold as a result

providing the underwriting

financial instruments or placing

financial instruments on a firm commitment basis included under point

Section A

Annex I to MiFID shall not be taken into account, provided that those rights are not exercised or otherwise used to intervene in the management

the issuer and are disposed

within one year

acquisition; (d) the competent authority is satisfied that the shareholders or members mentioned in paragraph (c), controllers and all individuals who will effectively direct the business

the credit institution are suitable persons to ensure its sound and prudent management. The competent authority shall be satisfied with the suitability

the individuals who will effectively direct the business if the requirements referred to in article 14

the suitability

the shareholders or members mentioned in paragraph (c), in accordance with the criteria set out in article 13A

the company, once in possession

a licence, under the provisions

this Act and any regulations made and, or Banking Rules and, or Conduct

Business Rules issued thereunder: Provided that the competent authority shall not grant a licence where the laws, regulations or administrative provisions

a third country governing one or more persons with which the credit institution has close links, or difficulties involved in the enforcement

those laws, regulations and administrative provisions, prevent the effective exercise

its supervisory functions: Provided further that in respect

this paragraph (e), the credit institution shall inform the competent authority forthwith

any change in circumstances B A N K I NG concerning the application

this said paragraph (

1. e)and shall further provide the competent authority with the information necessary to monitor compliance with the conditions referred to in this paragraph (
2. e)on a continuous basis; (
3. f)the competent authority is satisfied that the arrangements, processes and mechanisms referred to in article 17B enable sound and effective risk management by that credit institution.

receipt

the application or, if the application does not comply with article 6

compliance with the said sub-article or the furnishing

the information as the case may be, whichever be the later. In any event an application shall be determined within twelve months

its receipt.

the following: (

1. a)granting a licence without conditions; (
2. b)granting a licence subject to such conditions as it may deem appropriate; (
3. c)refusing to grant a licence: and if it refuses an application it shall inform the applicant, in writing,

the reasons for the refusal within the time-frames referred to in subarticle

appeal in accordance with article 10.

any changes in the information provided under this Act as soon as such credit institution becomes aware

such change.

this article shall have its head

fice and its registered

fice in Malta.

every licence issued to a credit institution in terms

the Act and any regulations or Banking Rules made thereunder. Right

redemption. Added by: XVII. 2002.163. Amended by: IX. 2003.77; XX. 2007.90; L.N. 425

1. Prior consultation with overseas regulatory authorities. Added by: X. 2015.
2. Amended by: LXXI.2021.
3. BANKING 7A. (Deleted by Act II. 2011.9.). 7B.

another Member State where the credit institution is (a) a subsidiary

a credit institution authorised in that other Member State; (b) a subsidiary

the parent undertaking

a credit institution authorised in that other Member State; (c) controlled by the same persons as those who control a credit institution authorised in that other Member State.

insurance undertakings or investment firms in the Member State concerned where the credit institution is (a) a subsidiary

an insurance undertaking or investment firm authorised in the European Union; (b) a subsidiary

the parent undertaking

an insurance undertaking or investment firm authorised in the European Union; (c) controlled by the same persons as those who control an insurance undertaking or investment firm authorised in the European Union.

the shareholders and the reputation and experience

the directors in terms

article 7

another entity

the same group.

shareholders and the reputation and experience

directors which is

relevance for the issuing

a licence and for the ongoing assessment

compliance with the relevant overseas authorities referred to in sub-articles

fices

nonMaltese banks. Amended by: XVII. 2002.164; XX. 2007.85, 91; LXXI.2021.28; XI.2025.28. 8.

banking shall not establish a representative

fice in Malta unless it has given not less than two months’ notice to the competent authority that it proposes to establish such an

fice. Such notice shall (a) specify the name it is proposed to use in relation to the activities

the representative

fice and the address

such

fice; (b) be accompanied by a certified copy

the B A N K I NG authorisation

the company to conduct the business

banking in a country other than Malta.

fice in Malta shall likewise notify the competent authority (a) at least two months in advance

any proposed change in name

the representative

fice; (b)

any change in its authorisation to conduct the business

banking in a country other than Malta, no more than two months after such change.

fice in Malta a notice objecting to the name or the proposed name

such

fice.

such notice, the representative

fice shall not use the name to which the competent authority has objected in relation to activities conducted in Malta.

fice in Malta or which has given notice pursuant to sub-article

fice in Malta shall supply the competent authority with a copy

any document which it is required to provide to the Registrar

Companies no later than the time by which such document must be provided to the said Registrar.

articles 20 to 24 shall apply to representative

fices in Malta in the same manner as they apply to credit institutions subject to such variations and conditions as may be established in the Banking Rule.

fices in Malta such requirements as the competent authority considers appropriate in connection with those

fices and the activities conducted from them.

fice in Malta and at any time thereafter order the closure

any representative

fice so established. 8A. Companies which have established, or which intend to establish representative

fices in Malta may be required to pay fees as may be prescribed in accordance with the provisions

article

1. Companies may be required to pay fees. Added by: XI.2025.
2. Withdrawal and restriction

a licence. Amended by: XVII. 2002.165; XX. 2007.92; XVII. 2009.14; II. 2011.10; XX. 2013.59 X. 2015.12; XXVI.2019.7; LXXI.2021.29; LXXII.2021.31. BANKING 9.

Article 4

the CRR and has, for a period

five consecutive years, average total assets below the thresholds set out in that Article; (

1. b)is declared bankrupt or goes into liquidation or change in its authorisation to conduct the business or is otherwise dissolved; or (
2. c)has ceased to operate as a result

a merger with another credit institution; or (d) in the case

a credit institution licensed or holding an equivalent authorisation in a third country and which has been granted a licence under this Act to open a branch in Malta, has had its authorisation withdrawn by the overseas regulatory authority in the third country within which the credit institution has been authorised.

the following cases where such a credit institution (a) does not make use

the licence within twelve months, expressly renounces the licence or has ceased to engage in business for more than six months, if no provision was made for the licence to lapse in such cases; (

1. b)has obtained the licence through false statements or any other irregular means; (
2. c)no longer fulfils the conditions under which the licence was issued; S.L. 371.16 S.L. 371.05 (
3. d)no longer meets the prudential requirements set out in Parts Three, Four or Six

the CRR, except for the requirements laid down in Articles 92a and 92b

the CRR, or imposed under regulations 9

the Banking Act (Supervisory Review) Regulations or can no longer be relied on to fulfil its obligations towards its creditors, and, in particular, no longer provides security for the assets entrusted to it by its depositors; (e) commits one

the breaches referred to in regulation 7

the Administrative Penalties, Measures and Investigatory Powers Regulations; (f) conceals from, or fails to notify to the competent authority

any document or information or change therein which it was its duty to reveal or notify under this Act or any regulations made or any Banking Rules or Conduct

Business Rules issued thereunder; (g) fails to comply with any

the provisions

this Act B A N K I NG or any regulations made or Banking Rules issued thereunder or with the conditions under which the licence is issued; (

1. h)has insufficient assets to cover its liabilities; (
2. i)has suspended payment or is about to suspend payment.

this Act and any regulations made and, or Banking Rules and, or Conduct

Business Rules issued thereunder and the conditions, if any,

its licence and for the protection

depositors and may include (without prejudice to the generality hereof) (a) the removal

any

ficer

the credit institution or the replacement

any

ficer by such person as the competent authority may designate; (b) the requirement for any person who directly or indirectly possesses a qualifying shareholding in the credit institution to divest himself

all or part

that holding; (

1. c)the requirement for the credit institution to take or refrain from any action; (
2. d)the requirement that the credit institution be prohibited from undertaking any transaction or transactions or any class

business or be permitted to undertake any transaction or transactions or any class

business only upon such terms as the competent authority may prescribe.

its intention on the credit institution; such notice shall specify the grounds upon which the competent authority intends to take action and shall specify a period, being a period not less than forty-eight hours and not longer than thirty calendar days, in which the credit institution shall be entitled to make representations to the competent authority as to why such action should not be taken. Unless the competent authority decides that the matter is urgent, it shall not impose or vary any restriction or withdraw a licence before the expiry

such period.

a branch

a credit institution licensed or holding an equivalent authorisation in a third country may only be withdrawn after consultation with the overseas regulatory authorities

the country within which it has been authorised, unless the competent authority decides that the matter is urgent or that there are circumstances which make such prior consultation inappropriate. BANKING

a licence

a credit institution licensed in Malta, the competent authority shall inform the overseas regulatory authorities

the countries in which the credit institution or its subsidiaries are carrying on the business

banking. The competent authority shall notify the EBA

every withdrawal

a licence together with the reasons for such a withdrawal.

Business Rules issued thereunder, or the CRR, or any binding legal instruments issued under the CRD, may appeal against the decision and, or measure to the Financial Services Tribunal within such period and under such conditions as established under the Malta Financial Services Authority Act. Opening

branches. Amended by: XVII. 2002.167; XX. 2007.93; XVII. 2009.16; II. 2011 11; X. 2015.14. 11.

fice in Malta. S.L. 371.11

the competent authority, no credit institution licensed in Malta may open a new branch, agency or representative

fice or set up or acquire any subsidiary in any place outside Malta: Provided that a credit institution licensed in Malta which intends to exercise its rights under the European Passport Rights for Credit Institutions Regulations shall only be required to notify the competent authority in terms

the said Regulations.

fice in a third country where the secrecy laws or other regulations

that country prohibit the information flows deemed necessary for adequate consolidated supervision. S.L. 371.11 S.L. 371.16

credit institutions authorised in other Member States. The establishment and supervision

such branches shall be effected in accordance with article 17B, the European Passport Rights for Credit Institutions Regulations and regulation 13

the Banking Act (Supervisory Review) Regulations. B A N K I NG 11A.

a credit institution having its head

fice in a third country, than that accorded to branches

credit institutions having their head

fice in the European Union, when commencing or continuing to carry out their business. (1A) Branches

credit institutions which have their head

fice in a third country and which are licensed in Malta to open such branches, shall report to the competent authority, at least annually, the following information: (a) the total assets corresponding to the activities

the branch in Malta; (b) information on the liquid assets available to the branch, in particular availability

liquid assets in Member State currencies; (c) the own funds that are at the disposal

the branch; (

1. d)the deposit protection arrangements available to depositors in the branch; (
2. e)the risk management arrangements; (
3. f)the governance arrangements, including the key function holders for the activities

the branch as may be set out in a Banking Rule; (

1. g)the recovery plans covering the branch (
2. h)any other information that may be requested by the competent authority, as it may consider necessary to enable comprehensive monitoring

the activities

the branch.

the following: (a) all the licences granted to credit institutions, having their head

fice in a third country, to open a branch in Malta and any subsequent changes to such licences; (b) total assets and liabilities

the branches in Malta

credit institutions having their head

fice in a third country which are licensed to open such branches, as periodically reported; (c) the name

the third-country group to which a branch

a credit institution having its head

fice in a third country which has been granted a licence to open such a branch belongs.

fice in a third country are licensed to open branches in Malta; or (b) credit institutions licensed in terms

this Act are part

a third-country group, the competent authority shall cooperate closely with overseas Opening

branches having their head

fice outside the European Union. Added by: II. 2011.

1. Amended by: XX. 2013.
2. Substituted by: X. 2015.
3. Amended by: LXXI.2021.
4. BANKING regulatory authorities which supervise credit institutions in other Member States that are part

the same third-country group and, or with authorities in other Member States which supervise investment firms that are part

the same third-country group and, or with overseas regulatory authorities which supervise branches in other Member States

credit institutions having their head

fice in a third country that are part

the same third-country group, as applicable, to ensure that all activities

that third-country group in the European Union are subject to comprehensive supervision, so as to prevent the circumvention

the requirements applicable to third-country groups pursuant to this Act and, or any regulations made and, or any Banking Rules issued thereunder, and, or the CRD, and, or the CRR, and to prevent any detrimental impact on the financial stability

the European Union. Approval

financial holding companies and mixed financial holding companies. Added by: LXXI.2021.32. 11B.

the competent authority, acting as the consolidating supervisor, in accordance with this article. Other financial holding companies and mixed financial holding companies established in Malta or in another Member State and which have a credit institution as a subsidiary, shall seek the approval or exemption, as the case may be,

the competent authority, acting as the consolidating supervisor, in accordance with this article where they are required to comply with the CRD, or the CRR, on a sub-consolidated basis: Provided that in accordance with Article 21a

the CRD, where the competent authority is not the consolidating supervisor, financial holding companies and mixed financial holding companies established in Malta and which have a credit institution as a subsidiary, shall seek the approval or exemption, as the case may be,

the consolidating supervisor determined in accordance with Article 111

the CRD.

seeking an approval or exemption, as the case may be, in terms

sub-article

the group

which the financial holding company or the mixed financial holding company, as the case may be, forms part, with a clear indication

its subsidiaries and, where applicable, parent undertakings, and the location and type

activity undertaken by each

the entities within the group; (b) information regarding the nomination

at least two persons effectively directing the financial holding company or mixed financial holding company, as the case may be, and compliance with the requirements set out in article 14

directors; (

1. c)information regarding compliance with the criteria set out in article 7 concerning shareholders and members; (
2. d)the internal organisation and distribution

tasks within the group; (e) any other information that may be necessary to carry out the assessments referred to in sub-articles

this article shall be in such form and accompanied by such information and shall conform with such requirements as may be prescribed, from time to time, by a Banking Rule.

the following conditions are fulfilled: (a) the internal arrangements and distribution

tasks within the group are adequate for the purpose

complying with the requirements imposed by this Act and any regulations made and Banking Rules issued thereunder transposing the CRD, by any binding legal instruments issued under the CRD and by the CRR, on a consolidated or sub-consolidated basis and, in particular, are effective to: (i) coordinate all the subsidiaries

the financial holding company or mixed financial holding company, as the case may be, including, where necessary, through an adequate distribution

tasks among subsidiary institutions; (

1. ii)prevent or manage intra-group conflicts (iii) enforce the group-wide policies set by the parent financial holding company or parent mixed financial holding company throughout the group; BANKING (
2. b)the structural organisation

the group

which the financial holding company or mixed financial holding company, as the case may be, is part does not obstruct or otherwise prevent the effective supervision

the subsidiary institutions or parent institutions in accordance with the individual, the consolidated and, where appropriate, the sub-consolidated obligations to which they are subject: Provided that the assessment

this criterion shall take into account, in particular: (i) the position

the financial holding company or mixed financial holding company, as the case may be, in a multi-layered group; (ii) the shareholding structure (iii) the role

the financial holding company or mixed financial holding company, as the case may be, within the group; (c) the criteria set out in article 7

the following conditions are met: (a) the financial holding company's principal activity is to acquire holdings in subsidiaries or, in the case

a mixed financial holding company, its principal activity with respect to institutions or financial institutions is to acquire holding in subsidiaries; (b) the financial holding company or mixed financial holding company, as the case may be, has not been designated as a resolution entity in any

the group's resolution groups in accordance with the resolution strategy determined by the relevant resolution authority pursuant to the BRRD; (

1. c)a subsidiary credit institution is designated as responsible to ensure the group's compliance with prudential requirements on a consolidated basis and is given all the necessary means and legal authority to discharge those obligations in an effective manner; (
2. d)the financial holding company or mixed financial holding company, as the case may be, does not engage in taking management, operational or financial decisions affecting the group or its subsidiaries that are institutions or financial institutions; B A N K I NG (
3. e)there is no impediment to the effective supervision

the group on a consolidated basis: Provided that where financial holding companies or mixed financial holding companies are exempted from approval in accordance with this sub-article, they shall not be excluded from the perimeter

consolidation as laid down in this Act and any regulations made and Banking Rules issued thereunder transposing the CRD, in any binding legal instruments issued under the CRD, and in the CRR.

the group and compliance with the conditions referred to in sub-article

sub-article

the group and compliance with the conditions referred to in sub-article

this sub-article with the overseas regulatory authority in the Member State where the financial holding company or the mixed financial holding company, as the case may be, is established.

taking decisions on the approval or the exemption from approval, as the case may be, referred to in subarticles

Article 21a

the CRD, where: (

1. i)the competent authority is not the consolidating supervisor but the financial holding company or the mixed financial holding company, as the case may be, is established in Malta; or (
2. ii)the financial holding company or the mixed financial BANKING holding company, as the case may be, is established in a Member State other than Malta and the competent authority is the consolidating supervisor, the competent authority shall work together with the overseas regulatory authority acting as the consolidating supervisor or with the overseas regulatory authority in the Member State where the financial holding company or the mixed financial holding company is established, as the case may be, in full consultation.

an assessment referred to in Article 21a

the CRD from the overseas regulatory authority acting as the consolidating supervisor, shall do everything within its power to reach a joint decision on the approval or the exemption from approval, as the case may be, referred to in subarticles

Article 21a

the CRD, with the overseas regulatory authority in the Member State where the financial holding company or the mixed financial holding company is established or with the overseas regulatory authority acting as the consolidating supervisor, as the case may be, within two months

receipt

that assessment: Provided that the joint decision shall be duly documented and reasoned and where the competent authority is the consolidating supervisor, it shall communicate the joint decision to the financial holding company or the mixed financial holding company, as the case may be.

a disagreement between the competent authority and the overseas regulatory authority acting as the consolidating supervisor or the overseas regulatory authority in the Member State where the financial holding company or the mixed financial holding company is established, as the case may be, the competent authority shall refrain from taking the joint decision referred to in sub-article

Regulation (EU) No. 1093/2010. In such cases, the competent authority shall adopt a joint decision with the overseas regulatory authority acting as the consolidating supervisor or with the overseas regulatory authority in the Member State where the financial holding company or the mixed financial holding company is established, as the case may be, in conformity with the decision

the EBA: B A N K I NG Provided that the matter shall not be referred to the EBA after the end

the two-month period referred to in sub-article

mixed financial holding companies, where the coordinator appointed in terms

Article 10

Directive 2002/87/EC is neither the competent authority, nor the overseas regulatory authority acting as the consolidating supervisor, nor the overseas regulatory authority in the Member State where the mixed financial holding company is established, the agreement

the said coordinator shall be required for the purposes

the decisions or joint decisions referred to in sub-articles

Article 21a

the CRD, as applicable. Where the agreement

the coordinator is required, the competent authority shall refer any disagreements to the relevant European Supervisory Authority, namely, to the EBA or to the European Supervisory Authority (European Insurance and Occupational Pensions Authority) (EIOPA), established by Regulation (EU) No. 1094/2010, which shall take its decision within one month

receipt

the referral. Any decision taken in accordance with this sub-article shall be without prejudice to the obligations under Directive 2002/87/EC or Directive 2009/138/ EC.

a financial holding company or mixed financial holding company, as the case may be, pursuant to this article is refused and the competent authority is the consolidating supervisor, the competent authority shall notify the applicant

the decision and the reasons thereof within four months

receipt

the application, or where the application is incomplete, within four months

receipt

the complete information required for the decision. Refusal may be accompanied, where necessary, by any

the measures referred to in article 29AA: Provided that a decision to grant or refuse approval shall, in any event, be taken within six months

receipt

the application. 11C.

this Act which is part

a third-country group having as part

the same group one or more other credit institution or one or more investment firm, licensed in Malta or authorised in another Member State, shall have a single intermediate EU parent undertaking that is established either in Malta or in another Member State.

a single intermediate EU parent undertaking: (a) would be incompatible with a mandatory requirement Intermediate European Union parent undertaking. Added by: LXXI.2021.32. Amended by: XI.2025.30. BANKING for separation

activities imposed by the rules or the overseas regulatory authority

the third country where the ultimate parent undertaking

the thirdcountry group has its head

fice; or (b) would render resolvability less efficient than in the case

two intermediate EU parent undertakings according to an assessment carried out by the relevant resolution authority

the intermediate EU parent undertaking.

article 7 or authorised in accordance with Article 8

the CRD, or a financial holding company or mixed financial holding company that has been granted approval in terms

article 11B and, or Article 21a

the CRD: Provided that, where a second intermediate EU parent undertaking must be set up in connection with investment activities to comply with a mandatory requirement as referred to in sub-article

article 6

the Investment Services Act or is authorised in accordance with Article 5

the MiFID, that is subject to the BRRD.

assets in the European Union

the third-country group is less than forty billion euro (€40,000,000,000).

this article: (a) the total value

assets in the European Union

the thirdcountry group shall be the sum

the following: (i) the total value

assets

each institution in the European Union forming part

the third-country group, as resulting from its consolidated balance sheet or as resulting from their individual balance sheet, where an institution's balance sheet is not consolidated (ii) the total value

assets

each branch

the third-country group authorised in the European Union in accordance with the CRD, MiFID or MiFIR; (b) the term "institution" shall also include investment firms.

each third-country group operating in Malta: (a) the names and the total value

assets

institutions belonging to a third-country group; (b) the names and the total value

assets corresponding B A N K I NG to branches authorised in Malta in accordance with the provisions

national law transposing the CRD, the MiFID or MiFIR, and the types

activities that they are licensed to carry out; (c) the name and the type as referred to in sub-article

any intermediate EU parent undertaking set up in Malta and the name

the third-country group

which it is part.

a third-country group shall meet at least one

the following conditions: (

1. a)it has an intermediate EU parent undertaking; (
2. b)it is an intermediate EU parent undertaking; (
3. c)it is the only institution in the European Union

the third-country group; or (d) it is part

a third-country group with a total value

assets in the European Union

less than forty billion euro (€40,000,000,000). 12.

the competent authority, no person other than a credit institution with a current licence may use the word "bank" or any

its derivatives or other words as may indicate or purport to indicate the carrying on

the business

banking in any language in the description or title under which such person is carrying on business, or make any such use on any letter paper, in any notice or advertisement, or in any other similar manner. Use

the word "bank". Amended by: XVII. 2002.168; XX. 2007.94; II. 2011.13.

such a name may be misleading, such credit institution shall add such explanatory particulars to its name as the competent authority shall direct.

its description or title the word "bank" or one or more

its derivatives. 13.

which the proportion

the voting rights or

the capital Participation in a credit institution. Amended by: XVII. 2002.169; XIII. 2004.83; XX. 2007.85, 95; III. 2009.

1. Substituted by: XVII. 2009.
2. Amended by: X. 2015.
3. BANKING held would reach or exceed twenty per centum, thirty per centum or fifty per centum or so that the credit institution would become its subsidiary, (hereinafter referred to in this Act as the "proposed acquisition"), shall notify the competent authority in writing

any such decision, indicating the size

the intended shareholding and providing any relevant information as and in the manner that the competent authority may by a Banking Rule require, including the form in which such notification shall be made and the criteria adopted by the competent authority in determining whether such person is a suitable person.

the share capital or

the voting rights in a credit institution; or (b) increases, directly or indirectly, an existing shareholding so that the proportion

the voting rights or

the capital held would amount to at least five per centum but less than ten per centum, shall inform the competent authority in writing, indicating the size

the shareholding and providing any relevant information as and in the manner that the competent authority may by a Banking Rule require. Such Banking Rule may provide, inter alia, general guidance as to when the shareholding would be deemed to result in significant influence.

a qualifying shareholding in a credit institution; (

1. b)reduce, directly or indirectly, a qualifying shareholding so as to cause it to cease to be a qualifying shareholding; or (
2. c)reduce, directly or indirectly, a qualifying shareholding so that the proportion

the voting rights or

the capital held would fall below twenty per centum, thirty per centum or fifty per centum or so that the credit institution would cease to be its subsidiary, shall notify the competent authority in writing

any such decision indicating the size

the intended shareholding and providing any relevant information as and in the manner that the competent authority may by a Banking Rule require.

whether or not any

the relevant shares are shares listed on any regulated market within the meaning

the Financial Markets Act or on an equivalent market in a third country.

any acquisitions or disposals

holdings in their capital that cause holdings to exceed or fall below one

the thresholds referred to in B A N K I NG this article, inform the competent authority

those acquisitions or disposals: Provided that credit institutions admitted to trading on a regulated market shall, at least annually, notify the competent authority

the names

the shareholders and members possessing qualifying holdings and the sizes

such holdings as shown by the information received at the annual general meetings

shareholders and members or as a result

compliance with the regulations relating to companies admitted to trading on a regulated market or as requested by the competent authority.

article 13A, then, without prejudice to any other penalty which may be imposed under this Act, the competent authority shall have the power to make an order: (

1. a)restraining such person or credit institution from taking, or continuing with, such action; (
2. b)declaring such action to be void and

no effect; (

1. c)requiring such person or credit institution to take such steps as may be necessary to restore the position existing immediately before the action was taken; (
2. d)restraining such person or credit institution from exercising any rights which such action would, if lawful, have conferred upon them, including the right to receive any payment or to exercise any voting rights attaching to the shares acquired; (
3. e)restraining such person or credit institution from taking any similar action or any other action within the categories set out in sub-articles

this Act, where the influence exercised by any person acquiring or proposing to acquire a qualifying shareholding is, or is likely, to operate to the detriment

the sound and prudent management

the credit institution, the competent authority may exercise any

its powers under this Act to put an end to such situation, including the power to issue directives as it may deem reasonable in the circumstances.

a Banking Rule issued under this Act indicate the circumstances when persons are to be regarded as "acting in concert". 13A.

the notification required under article 13

the information referred to in sub-article

sixty working days as from the date

the written acknowledgement

receipt

the notification required under article 13

such information as may be determined by a Banking Rule issued for this purpose: Provided that where the approval or exemption, as the case may be,

a financial holding company or mixed financial holding company in terms

article 11B and, or Article 21a

the CRD, takes place concurrently with the assessment referred to in this article, the assessment period referred to in this sub-article shall be suspended for a period exceeding twenty working days until the procedure set out in article 11B and, or Article 21a

the CRD, is complete.

the date

the expiry

the assessment period at the time

acknowledging receipt.

such period, request any further information that is necessary to complete the assessment. Such a request shall be made in writing and shall specify the additional information needed.

request for additional information by the competent authority and the receipt

a response thereto by the proposed acquirer, the assessment period shall be suspended. The suspension period shall not exceed twenty working days. Any further requests by the competent authority for completion or clarification

the information shall be at its discretion but shall not result in a suspension

such period.

the European Parliament and

the Council

13 July 2009 on the coordination

laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) (recast), as amended from time to time; (iii) Directive 2009/138/EC; or (iv) MiFID or MiFIR.

the assessment referred to in sub-article

the expiry

the assessment period, issue a notice: (

1. a)granting unconditional approval to the proposed acquisition; (
2. b)granting approval to the proposed acquisition subject B A N K I NG to such conditions as the competent authority may deem appropriate; or (
3. c)refusing the proposed acquisition.

the level

shareholding that must be acquired nor examine the proposed acquisition in terms

the economic needs

the market.

this article, the competent authority shall, in order to ensure the sound and prudent management

the credit institution in which an acquisition is proposed, and having regard to the likely influence

the proposed acquirer on the credit institution, assess the suitability

the proposed acquirer and the financial soundness

the proposed acquisition in accordance with the following criteria (a) the reputation

the proposed acquirer; (b) the reputation, knowledge, skills and experience, as set out in article 14

any director who will direct the business

the credit institution as a result

the proposed acquisition; (c) the financial soundness

the proposed acquirer, in particular in relation to the type

business pursued and envisaged in the credit institution in which the acquisition is proposed; (d) whether the credit institution will be able to comply and continue to comply with the prudential requirements based on this Act and any regulations and Banking Rules issued thereunder, on any binding legal instruments issued under the CRD, and on the CRR, and where applicable, other European Union laws, in particular Directive 2002/87/EC

the European Parliament and

the Council

16 December 2002 on the supplementary supervision

credit institutions, insurance undertakings and investment firms in a financial conglomerate and Directive 2009/110/EC

the European Parliament and

the Council

16 September 2009 on the taking up, pursuit and prudential supervision

the business

electronic money institutions, as amended from time to time, including whether the group

which it will become a part has a structure that makes it possible to exercise effective supervision, effectively exchange information among the competent authority and the overseas regulatory authorities in other Member States and determine the allocation

responsibilities among the competent authority and the overseas regulatory authorities; (e) whether there are reasonable grounds to suspect that, in connection with the proposed acquisition, money laundering or terrorist financing within the meaning

BANKING Article 1

Directive (EU) 2015/849 is being or has been committed or attempted, or that the proposed acquisition could increase the risk thereof.

the criteria set out in sub-article

the assessment, decides to oppose the proposed acquisition, it shall, within two working days, and not exceeding the assessment period, inform the proposed acquirer in writing specifying the reasons for such decision. The competent authority may, whether at the request o f su c h p r o p os e d a c q ui r e r o r n o t , i s s u e a p u b l ic st a t e m e n t indicating such reasons.

the competent authority, the exercise

the corresponding voting rights shall be suspended and any

the votes cast in contravention

this subarticle shall be null and void.

sub-articles

acquisitions. Added by: XVII. 2009.

1. Amended by: LXXI.2021.
2. 13B.

the following: (

1. a)a credit institution, assurance undertaking, insurance undertaking, reinsurance undertaking, investment firm or UCITS management company authorised in another Member State or EEA State or in a sector other than that in which the acquisition is proposed; (
2. b)the parent undertaking

a credit institution, assurance undertaking, insurance undertaking, reinsurance undertaking, investment firm or UCITS management company authorised in another Member State or EEA State or in a sector other than that in which the acquisition is proposed; or (c) the person controlling a credit institution, assurance undertaking, insurance undertaking, reinsurance undertaking, investment firm or UCITS management B A N K I NG company authorised in another Member State or EEA State or in a sector other than that in which the acquisition is proposed.

article 13A shall indicate any views or reservations expressed by the overseas regulatory authority responsible for the proposed acquirer.

a financial holding company or mixed financial holding company in terms

article 11B

this Act and, or Article 21a

the CRD, the competent authority shall coordinate, as appropriate, with the overseas regulatory authority acting as the consolidating supervisor and, or with the overseas regulatory authority

the Member State where the financial holding company or mixed financial holding company is established, as the case may be. 13C.

the CRD, the consent

the competent authority given in writing shall be required before any credit institution may lawfully: (a) sell or dispose

its business or any significant part thereof; (

1. b)merge with any other company, whether a credit institution or otherwise; (
2. c)undergo any reconstruction or division; or (
3. d)increase or reduce its nominal or issued share capital or effect any material change in the voting rights: Provided that this will be without prejudice to the provisions

the CRR on the conditions for reducing own funds.

all directors and qualifying shareholders

a credit institution to notify the competent authority forthwith in writing upon becoming aware that such credit institution intends to take any

the actions set out in subarticle

receipt

such notification or receipt

such information as the competent authority may lawfully require, whichever is the later, the competent authority shall issue a notice (a) granting unconditional consent to the taking

the action; (b) granting consent to the taking

the action subject to Mergers, reconstructions, divisions and changes in share capital or voting rights. Added by: XVII. 2009.

1. Amended by: X. 2015.18; LXXI.2021.
2. BANKING such conditions as the competent authority may deem appropriate; or (c) refusing consent to the taking

the action, and if it refuses to grant consent it shall inform the person or the credit institution concerned in writing

the reason for its refusal.

the competent authority, then, without prejudice to any other penalty which may be imposed under this Act, the competent authority shall have the power to make an order: (

1. a)restraining such person or credit institution from taking or continuing with such action; (
2. b)declaring such action to be void and

no effect; (

1. c)requiring such person or credit institution to take such steps as may be necessary to restore the position existing immediately before the action was taken; (
2. d)restraining such person or credit institution from exercising any rights which such action would, if lawful, have conferred upon them, including the right to receive any payment or to exercise any voting rights attaching to the shares acquired; (
3. e)restraining such person or credit institution from taking any similar action or any other action within the categories set out in sub-article

Directive 2004/109/EC and the conditions regarding aggregation thereof set out in Article 12

that same Directive, shall be taken into account: Provided that in determining whether the criteria for a qualifying shareholding are fulfilled, the competent authority shall not take into account voting rights or shares which credit institutions may hold as a result

providing the underwriting

financial instruments on a firm commitments basis in terms

point 6

Section A

Annex 1 to the MiFID, provided that those rights are not exercised or otherwise used to intervene in the management

the issuer and are disposed

within one year

acquisition. Control

a credit institution. Amended by: XVII. 2002.170; XX. 2007.96; XVII. 2009.19; X. 2015.20; LXXI.2021.37. 14.

a credit institution shall be a suitable person to exercise such control.

sufficiently good repute and possess sufficient knowledge, skills and experience to perform their duties. (2A) Directors

credit institutions, financial holding companies and mixed financial holding companies shall, in particular, fulfil the following requirements: (

1. a)all directors shall commit sufficient time to perform B A N K I NG their functions in the credit institution, financial holding company or mixed financial holding company, as the case may be; (
2. b)the number

directorships which may be held by a director at the same time shall take into account individual circumstances and the nature, scale and complexity

the activities

the credit institution, the financial holding company or the mixed financial holding company, as the case may be: Provided that a director

a credit institution that is significant in terms

its size, internal organisation and the nature, the scope and the complexity

its activities shall, from 1 July 2014, not hold more than one

the following combinations

directorships at the same time (

1. i)one directorship having an executive role with two directorships having a non-executive role; (
2. ii)four directorships having a non-executive role; (
3. c)for the purposes

paragraph (b), the following shall count as a single directorship (

1. i)(
2. ii)directorships having an executive or nonexecutive role held within the same group; directorships having an executive or nonexecutive role held within – (
3. aa)institutions which are members

the same institutional protection scheme provided that the conditions set out in Article 113

the CRR are fulfilled; or (bb) undertakings (including non-financial entities) in which the credit institution, financial holding company or the mixed financial holding company, as the case may be, holds a qualifying holding.

sub-article (2A)(b): (a) directors who are directly or indirectly appointed to represent the interests

the Government

Malta; and (b) directors appointed in organisations which do not pursue predominantly commercial objectives, including directorships in non-profit-making or charitable organisations.

such authorisations on a regular basis.

directors and, where applicable, the management body,

credit institutions, financial holding companies and mixed financial holding companies, shall possess adequate collective BANKING knowledge, skills and experience to be able to understand the credit institution’s activities, including the main risks. The overall composition

the board

directors and, where applicable, the management body, shall reflect an adequately broad range

experience.

a credit institution, financial holding company and mixed financial holding company shall act with honesty, integrity and independence

mind to effectively assess and challenge the decisions

the senior management where necessary and to effectively oversee and monitor management decision-making: Provided that, where a director is also a member

an affiliated company or affiliated entity, this shall not in itself constitute an obstacle to acting with independence

mind.

a financial holding company or mixed financial holding company, being a parent to a credit institution, s h a l l b e o f s u ff i c ie n t l y g o o d r e p u t e a n d p o s s e s s su ff i c i e n t knowledge skills and experience as referred to in sub-articles

a financial holding company or mixed financial holding company, as the case may be.

all persons who are controllers or directors

the credit institution, financial holding company and mixed financial holding company, as the case may be; (b) full particulars

any person who is proposed to become a controller or director

the credit institution, financial holding company and mixed financial holding company, as the case may be; (c) full particulars

any person who is proposed to cease to be a controller or director

the credit institution, financial holding company and mixed financial holding company, as the case may be.

the opinion that any person who is or is proposed to become a controller or director

a credit institution, financial holding company or mixed financial holding company, as the case may be, is not a suitable person to be a controller or director, or does not fulfil the requirements set out in sub-articles

this article control includes the power to determine in any manner the financial and operating policies

a body corporate, the power to appoint or remove the majority

the members

the board

directors or, where applicable, the management body, or the power to cast the majority

votes at meetings

the board

directors or equivalent governing body.

this article. 15.

its own shares or against any other securities issued by the credit institution itself or against any shares or any other securities

another body corporate in which the credit institution has control; (

1. b)grant or permit to be outstanding credit facilities or extend other banking services, under terms and conditions more favourable than the credit institution would have otherwise applied (
2. i)to any one

its directors or their spouses whether jointly or severally, as well as with third parties: Provided that, in any case where unsecured credit facilities are granted, these shall not in the aggregate exceed the sum

twenty-three thousand, two hundred and ninety-three euro and seventy-three cents (€23,293.73); (ii) to any person in whom or in which the credit institution or any one or more

its directors is interested as a director, partner, manager, agent or