Royal Decree 84/2015, 13 February, Which Develops The Law 10/2014, 26 June, Management, Supervision And Solvency Of Credit Institutions.

Original Language Title: Real Decreto 84/2015, de 13 de febrero, por el que se desarrolla la Ley 10/2014, de 26 de junio, de ordenación, supervisión y solvencia de entidades de crédito.

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Table of contents preliminary title. General provisions.

Article 1. Object.

Article 2. Scope of application.

Title i. activity requirements.

Chapter i. Authorisation, registration and activity of credit institutions.

Section 1 authorisation and registration of banks.

Article 3. Authorization and registration of banks.

Article 4. Requirements to engage in the activity.

Article 5. Requirements of the application.

Article 6. Denial of the application.

Article 7. Start of the activities.

Article 8. Temporary limitations on the activity of the new banks.

Article 9. Authorization of banks under the control of foreigners.

Section 2 authorisation of modifications of articles of Association and structural modifications.

Article 10. Modification of the articles of Association.

Article 11. Authorization and registration of operations of structural modifications.

Section 3 revocation and expiration.

Article 12. Procedure for revocation and renunciation.

Article 13. Expiration of the authorization.

Section 4 cross-border action.

Article 14. Opening of branches and free provision of services in other Member States of the European Union by Spanish credit institutions.

Article 15. Opening of branches and free provision of services in States not members of the European Union by Spanish credit institutions.

Article 16. Opening of branches and free provision of services in Spain by another Member State of the European Union credit institutions.

Article 17. Opening of branches and free provision of services in Spain for credit of States not members of the European Union.

Article 18. Action by other credit institutions.

Article 19. Representative offices.

5th offices, agents and delegation of functions section.

Article 20. Offices of credit institutions.

Article 21. Credit agents.

Article 22. Delegation of the provision of services or the performance of duties of credit institutions.

Chapter II. Significant shareholdings.

Article 23. Definition and computation of significant shareholdings.

Article 24. Information that the potential acquirer must supply.

Article 25. Evaluation of the proposed acquisitions of significant shareholdings.

Article 26. Suspension of the period of assessment.

Article 27. Information on the structure of capital of credit institutions.

Article 28. Publicity of shareholdings.

Chapter III. Fitness, incompatibilities and registration of officials article 29. Assessment of suitability.

Article 30. Requirements of commercial and professional honorability.

Article 31. Knowledge and experience requirements.

Article 32. Ability to exercise good governance of the entity.

Article 33. Selection, monitoring and evaluation of the requirements of fitness by credit institutions.

Article 34. Senior registration.

Article 35. Limits to obtain credits, guarantees and guarantees for the senior management of the entity.

Chapter IV. Corporate governance and remuneration policy.

Article 36. Obligations in the field of corporate governance and remuneration policy.

Article 37. Obligations of publicity in the field of corporate governance and remuneration policy.

Article 38. Nominations Committee.

Article 39. Remuneration Committee.

Article 40. Monitoring of income-generating policies.

Article 41. Risk management function.

Article 42. Risk Committee.

Title II. Solvency of credit institutions.

Chapter i. Systems, procedures and mechanisms of risk management and self-assessment of the capital.

Article 43. Organisation, risk management and internal control requirements.

Article 44. Responsibility of the Board of Directors on the assumption of risk.

Article 45. Application of the process of self-evaluation of internal capital.

Article 46. Credit and counterparty risk.

Article 47. Residual risk.

Article 48. Risk concentration.

Article 49. Risk of securitisation.

Article 50. Market risk.

Article 51. Risk of interest rates arising from the trading book activities.

Article 52. Operational risk.

Article 53. Liquidity risk.

Article 54. Risk of excessive leverage.

Article 55. Regime of solvency applicable to branches of credit of States not members of the European Union.

Article 56. Exhibitions against the public sector.

Article 57. Adoption of action to return to compliance with the standards of solvency.

Chapter II. Capital cushions.

Article 58. Combined requirement of capital cushions.

Article 59. Level of implementation of the conservation of capital cushion.

Article 60. Calculation of the percentage of each institution's specific counter-cyclical capital cushion.

Article 61. Fixing of the percentages of counter-cyclical mattresses.

Article 62. Identification of global systemically important institutions.

Article 63. Identification of systemically important institutions.

Article 64. Fixation of the mattress to other systemically important institutions.

Article 65. Joint application of mattresses for EISM, OEIS and mattress against systemic risks.

Article 66. Notification obligations of the Bank of Spain in relation to the EISM and the OEIS.

Article 67. Attach the mattress against systemic risks.

Article 68. Procedure for the establishment of the mattress against systemic risks below 3 per cent.

Article 69. Procedure for the establishment of the mattress against systemic risks between 3 and 5 percent.

Article 70. Procedure for the establishment of the mattress against systemic risks greater than 5 percent.

Article 71. Advertisement for mattresses against systemic risks.

Article 72. Recognition of the percentage of mattress against systemic risks.

Article 73. Calculation of the maximum amount distributable.

Article 74. Obligations of the entity in the event of non-compliance with the combined requirements of mattress.

Article 75. Content of the plan for the conservation of capital.

Title III. Supervision.

Chapter i. Objective scope of the supervisory role.

Article 76. Content review and evaluation supervisor.

Article 77. Technical criteria for the review and evaluation supervisor.

Article 78. Internal methods for the calculation of own resources requirements.

Article 79. Establishment of references of supervision of internal methods for the calculation of equity requirements.

Article 80. Permanent review of the authorization to use internal methods.

Chapter II. Subjective scope of the supervisory role.

Article 81. Supervision of consolidated groups.

Article 82. Inclusion of holdings in consolidated supervision.

Article 83. Requests for information and checks of activity of joint holding companies.

Chapter III. Cooperation between supervisory authorities.

Article 84. The Bank of Spain's collaboration with other competent authorities.

Article 85. The Bank of Spain's collaboration with authorities of other countries in the framework of the supervision of branches.

Article 86. Functioning of the colleges of supervisors.

Article 87. Exchange of information in the field of supervision on a consolidated basis.

Article 88. On-site checks the activity of the branches.

Article 89. Verification of information relating to institutions of other Member States of the European Union.

Article 90. Joint decision.

Article 91. Proceedings for a declaration of how significant branches and obligations of Bank of Spain concerning information.

Chapter IV. Obligations of information and publicity.

Article 92. Obligations of advertising from the Bank of Spain.

Article 93. Information with reasonable relevance of credit institutions.

First additional provision. Prior approval of level 2 and level 1 additional equity instruments.

Second additional provision. Integration of the Bank of Spain at the single supervisory mechanism.

Third additional provision. Activities related to the stock markets.

Fourth additional provision. Authorization for the transformation in societies already established banks.

Fifth additional provision. Composition of the Board of Trustees of the banking foundations and requirements of commercial and professional honorability.

Sixth additional provision. Representatives of the organisations adhering to the management Commission of the deposit guarantee fund.

Seventh additional provision. References to the repealed regulations.

First transitional provision. Transitional regime for the implementation of article 458 of Regulation No. 575/2013/EU, on June 26, 2013.

Second transitional provision. Proceedings underway.

Sole repeal provision. Repeal legislation.

First final provision. Modification of the rules of development of the law 13/1989, of May 26, credit unions, approved by Royal Decree 84/1993, January 22nd.

Second final provision. Modification of the Royal Decree 2660 / 1998, of 14 December, on the foreign currency exchange in establishments open to the public other than credit third final provision. Modification of the Royal Decree 1332 / 2005 of 11 November, which develops law 5/2005, of 22 April, supervision of financial conglomerates and amending other laws in the financial sector.

Fourth final provision. Skill-related title.

Fifth final provision. Incorporation of European Union law.

Sixth final provision. Schools of development.

Seventh final disposition. No increase in spending.

Disposal the eighth. Entry into force.

I
The proper functioning of the financial system is essential for the efficient allocation of savings to finance economic activity. In this allocation of credit institutions play a key role. These are the major providers of funding to families, companies and public administrations and, in addition, in most of the household savings is deposited.

Due to the peculiarities of the banking activity, the soundness of institutions is of vital importance for the proper functioning of the financial sector as a whole. These features include, first, the intrinsic fragility that implies the transformation of maturities of assets and liabilities. Credit institutions often borrow at times relatively short, to subsequently grant funding installment significantly higher. Under normal circumstances, this lack of correspondence between the maturities of assets and liabilities is not worrying. However, the mere appearance of doubts about the soundness of institutions could trigger the massive withdrawal of deposits from the entity or its exclusion from the wholesale credit markets. These impediments to the refinancing of its assets could lead to a liquidity crisis and eventually impair the viability of an entity and the trust in the whole of the banking system.

In addition, unlike other sectors of the economy, credit institutions are often important exhibitions from other entities. These close financial ties, together with high levels of leverage in which operating entities, cause that the difficulties of a credit institution to meet its debt service can spread easily to the rest of the financial sector.

On the other hand, in periods of prosperity, the apparent reduction of the risk of the activities along with the emergence of benefits that strengthen the capital base of institutions, enables these increase the pace of lending. Similarly, in periods of recession, the increased risk and the reduction of negative outcomes for capital base lead entities to the granting of funding. In this way, the money supply in the economy experiences a pro-cyclical behaviour.

Traditionally this pro-cyclicality has fought mainly through monetary policy. However, monetary policy is ineffective when the balance sheets of financial institutions are seriously damaged. Indeed, reducing the levels of own resources resulting from the assumption of unexpected losses linked to the increased risk of exposures requires entities to reduce credit to continue with minimum capital requirements required by the regulation. The reduction of the credit, in turn, prevents the transmission of monetary policy on the real economy.

These features cause financial crises have a special impact on the real economy. In addition, these effects are not limited to a point contraction in aggregate demand but that even affect the growth potential of economies. Indeed, the interruption of the credit channel affects the two main sources of growth in the long term by interfering with, on the one hand, the accumulation of capital and, on the other, the financing of those activities that generate technological progress.

For these reasons, the credit institutions are subject to a regulation without comparable equivalence in other economic activities. This regulation comes historically according to worldwide in order to avoid arbitration regulatory between countries, that could generate artificial competitive advantages and eventually lead to instability in the global financial system. Today is the 'global regulatory framework' to strengthen the banks and banking systems (Basel III), submitted by the Basel Committee of banking supervisors in December 2010, the axis on which it pivots international prudential standards. The implementation and adaptation of Basel III to the legal system of the European Union has taken place through two fundamental rules: the Regulation (EU) No. 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms, and by amending the Regulation (EU) No. 648/2012 and 2013/36/EU directive of the European Parliament and of the Council of 26 June 2013, concerning the access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, that amending Directive 2002/87/EC and directives 2006/48/EC and 2006/49/EC shall be repealed.

II. recently entered into force the Regulation (EU) No. 1024 / 2013 Council, on October 15, 2013, which instructs the European Central Bank specific tasks with regard to policies relating to the prudential supervision of credit institutions. Through this regulation is approved the unique mechanism of Supervision (MUS), composed of the European Central Bank and the national supervisory authorities, including the Bank of Spain is. The regulation 1024 / 2013 is developed by the Regulation (EU) No. 468/2014 of the European Central Bank of 16 April 2014, which sets out the framework of cooperation in the single supervisory mechanism between the ECB and the competent national authorities and designated national authorities.

MUS is formed as one of the pillars of the Banking Union, together with the unique mechanism of resolution, also of recent creation, supported by a unique, comprehensive and detailed regulatory code for the whole of the internal market-financial services.

This measure involves the attribution MUS, and especially to the European Central Bank, of the functions of supervision, including authorization, revocation or imposition of sanctions on credit institutions, traditionally the national authorities were doing. The European Central Bank assumes, therefore, the supervision of the entire banking system, exercise direct supervision over the most significant entities and the indirect supervision of the less significant. The relevance of the implementation of the MUS for Spain can be seen in the fact that 15 groups of how significant credit institutions which represent more than 90% of the assets of the system have been identified.

This change in the legal framework of powers oversight necessitates the adaptation of our legal system to the new reality, in particular to the distribution of powers between the European Central Bank and the Bank of Spain, which is also addressed in this Royal Decree. Thus, the title I, which regulates the requirements that have to comply with credit institutions, collects necessary of our legal system adaptations, eminently formal, to conform to this new supervisory framework established by the European Union, especially in terms of authorizations, acquisition of significant shareholdings and assessment of the adequacy of the senior management of credit institutions. For its part, the title II also includes appropriate adaptations to the MUS in relation to the capital cushions. This regime closes, in turn, with the provisions of the second additional provision, which reaches functions considered, 'stricto sensu', of supervision, regulated in title III, under the principle that the European Central Bank exercises direct supervision over the most significant entities and the Bank of Spain exerts it on the less significant.

III the transposition of Directive 2013/36/EU, on June 26, 2013, occurred in two stages. In a first phase, the Royal Decree-Law 14/2013, 29 November, on urgent measures for the adaptation of the Spanish law to the rules of the European Union in terms of supervision and solvency of financial institutions transposed most urgent aspects of the directive, whose no transposition could have impeded the exercise by the Bank of Spain of the new powers conferred by the legislation of the European Union.

Later, the law 10/2014, on June 26, management, supervision and solvency of credit institutions, acometería the full incorporation into Spanish law of the provisions of the directive whose transposition needed to be legal. However, in addition to transposition, law 10/2014, 26 June, carries out a recast in a single text of key regulations, management and discipline of credit institutions that, until then, were scattered in standards, they dated even in 1946, and that, due to the successive modifications of the banking regulation, were, in many cases , difficult intelligibility.
In the same way, this Royal Decree is subject not only the culmination of the regulatory development of law 10/2014, on 26 June, but also recast in a single text of those rules with the regulatory status of ordination and discipline of credit institutions. So, this Royal Decree recast in a single text, on the one hand, the provisions on credit institutions of the Royal Decree 216/2008, on 15 February, own resources of financial institutions, which must continue in force after the entry into force of the Regulation (EU) No. 575/2013, on June 26, 2013, and 2013/36/EU on June 26, 2013, and, on the other hand, the Royal Decree 1245 / 1995, of July 14, about creation of banks, cross-border activity and other issues relating to the legal regime of credit institutions. To do this, the Royal Decree sits on three major titles. The first of them developed the regime for access to the activity of credit institutions that was largely contained in the Royal Decree 1245 / 1995, of 14 July. It should be noted, however, that the authorisation regime provided for in this title is limited to banks. The savings and credit cooperatives are governed by its specific regulations.

The main innovations introduced by the Directive 2013/36/EEC of June 26, 2013, in this title are found in chapter IV which deals with the obligations in the field of corporate governance and remuneration policy. On remuneration policy, this Royal Decree specific type of information to be published entities. Greater transparency in this area will enable the shareholders of the entity exercising greater control over the quality of senior positions in the same.

In the field of corporate governance, on the other hand, develop functions that must play three committees that already introduced the law 10/2014, 26 June. Such functions include the obligation of the appointments Committee of measures for the achievement of equality of gender positions.

Although the bulk of the solvency requirements is found in Regulation (EU) No. 575/2013, 26 June, the title II introduces provisions related to this matter coming from the EU Directive 2013/36. In particular, chapter I of this title requires entities carry out a process of self-assessment of their capital levels according to the nature, scale and complexity of their activities, and have appropriate procedures to cover the main risks to which its activity is subject. Also in this chapter is clarified the application of the articles of the Regulation (EU) No. 575/2013, June 26, relating to the weightings by risk for calculating capital requirements assigned to exposures to autonomous communities and local corporations, as well as the dependent of those organisms. Thus, on the one hand, sets the application of the same weightings as the General Administration of the State to the autonomous communities and local entities, insofar as it is considered that the organic law 8/1980, of 22 September, financing of the autonomous communities, the Royal Decree-Law 17/2014, 26 December, measures of financial sustainability of the autonomous communities and local entities and other economic , the organic law 2/2012, 27 de Abril, budgetary stability and financial sustainability and the Royal Legislative Decree 2/2004, of 5 March, which approves the text of the Act regulating local treasuries provide the appropriate legal framework to reduce their risk of default in the terms that the article 115.2 of Regulation (EU) No. 575/2013 June 26, 2013, it requires. Also agencies, entities and management-dependent public entities can enjoy a treatment equivalent to these, as established in article 116.4 from that regulation, provided that the Bank of Spain believes that there is no risk difference.

On the other hand, chapter II of this title is developing one of the main innovations of Directive 2013/36/EU, on June 26, 2013: the regime of capital cushions. In this way, credit institutions shall maintain additional levels of capital of level 1 ordinary to those required by the Regulation (EU) No. 575/2013, of 26 June 2013. Among such mattresses deserves special attention the counter-cyclical mattress and mattress against systemic risks. Countercyclical mattress allows the Bank of Spain requiring additional tier 1 ordinary capital requirements, in the upward phase of the cycle and reduce these demands in bearish phase. Moreover, the mattress against systemic risks allows supervisor require higher capital requirements of 1 ordinary level for those exposures that are experiencing an evolution that could compromise the stability of the financial system. With these mattresses, is endowed to the prudential supervisor of character eminently macroprudential tools which, together with monetary policy and fiscal policy, could help smooth out economic cycles.

For its part, the title III develops the Faculty supervisor of the Bank of Spain. In this way, in addition to monitoring compliance with the different coefficients imposed by the rules of solvency, chapter I of this title requires the national supervisor special monitoring of internal methods that use of credit institutions to calculate its own-funds requirement.

Currently, it is common to find entities that operate in several countries either through subsidiaries or branches. For this reason, chapters II and III of title III respectively, define the subjective scope of the supervisory role of the Bank of Spain and the framework of this cooperation with other competent authorities.

Among the final provisions, the first final provision modifies the regulation of development of law 13/1989, of May 26, credit unions approved by Royal Decree 84/1993, of 22 January, to adapt this standard to the new legal regime arising from the adoption of the law 10/2014, June 26, and to this Royal Decree. In particular, adapts the regime of authorizations, revocation and expiry of credit unions.

Second final provision, on the other hand modifies Royal Decree 2660 / 1998, of 14 December, on the foreign currency exchange in establishments open to the public other than credit institutions. The aim is on the one hand, remove all the references to the management of transfers as this a pay service with reservation of activity for service providers of payment defined in law 16/2009, of 13 November, payment services, which transposes the Directive 2007/64/EC of the European Parliament and of the Council of 13 November 2007 on services of payment in the single market, that amending Directives 97/7/EC, 2002/65/EC, 2005/60/EC and 2006/48/EC and that repealing Directive 97/5/EC. On the other hand, this provision corrects the inconsistency which was the coexistence of authorised payment entities for operations of purchase and sale of currency not linked to the provision of payment services (the old transmitters), along with the rest of payment institutions which could exercise the purchase and sale of currency only when this activity was its exclusive corporate purpose.

Finally, the modification of the Royal Decree 1332 / 2005 of 11 November, which develops law 5/2005, of 22 April, supervision of financial conglomerates and amending other laws in the financial sector, is the culmination of the transposition of the directive 2011/89/EU of the European Parliament and of the Council , November 16, 2011, by which modify the directives 98/78/EC, 2002/87/EC, 2006/48/EC and 2009/138/EC on the supplementary supervision of financial institutions that are part of a financial conglomerate. As the main novelty of the Royal Decree 1332 / 2005, November 11, it should be noted the Suppression of the method of calculation of the requirements of the capital adequacy of the regulated entities in the financial conglomerate called value accounting/requirement deduction.

This Royal Decree has been subjected to a report by the Ministry of finance and public administration.

In his virtue, a proposal from the Minister of economy and competitiveness, with the prior approval of the Minister of finance and public administration, in accordance with the Council of State and after deliberation by the Council of Ministers at its meeting of February 13, 2015, have: title preliminary provisions general article 1. Object.

This Royal Decree aims to develop the provisions of law 10/2014, on June 26, management, supervision and solvency of credit institutions, in terms of access to the activity, regime of supervision of credit institutions and solvency requirements.

Article 2. Scope of application.

1. this Royal Decree shall apply to credit institutions established in Spain or who provide services in Spain and to groups or subgroups consolidated credit matrix in Spain. It will also be of application, in accordance with the terms provided in the law 10/2014, 26 June, to financial holding companies, financial Ventures portfolio and groups which are parent company.
2. the provisions of sections 1 to 3 of chapter I of title I shall apply only to the banks, except that the specific regulations of savings banks and credit unions provide for otherwise.

Title I requirements of activity chapter I authorisation, registration and activity of credit section 1 authorisation and registration of banks article 3. Authorization and registration of banks.

1 corresponds to the Bank of Spain raise a proposal for authorization for access to the activity of entity's credit, following a report from the Service Executive of the Commission for prevention of money laundering and monetary offences, the National Commission of the stock market and the General Directorate of insurance and pension funds, in the aspects within its competence to the European Central Bank.

The Bank of Spain shall inform the General Directorate of the Treasury and financial policy opening the authorisation procedure, stating the essential elements of the record that is to be processed, and completion of the same.

2. the application for approval shall be resolved within the six months following its receipt in the Bank of Spain, or at the time that the required documentation is completed and, in any case, within twelve months after its receipt. When the request is not resolved in the previous term, it means rejected. To the resolution of the authorisation which is adopted by a decision of the European Central Bank shall apply the challenge system provided for in the regulations of the European Union and, in particular, in the Regulation (EU) No. 1024 / 2013 of the Council of 15 October 2013, which instructs the European Central Bank specific tasks with regard to policies relating to the prudential credit institutions supervision.

3. once the authorization and after its Constitution and registration in the register, the banks must be registered in the register of the Bank of Spain credit institutions to be able to carry out its activities.

4. entries in the register of credit institutions of the Bank of Spain, referred to in the preceding paragraph, as well as casualties in the same, shall be published in the «Official Gazette».

Article 4. Requirements to engage in the activity.

They will be eligible to exercise the activity: to) take the form of joint-stock company formed by simultaneous Constitution and with indefinite duration procedure.

(b) having a capital initial not less than 18 million euros, fully paid-up in cash and represented by shares.

(c) Bylaws limit the social object to the activities of a credit institution.

(d) that holders shareholders of significant shareholdings are considered appropriate, in accordance with the provisions of article 6.

(e) not book the founders advantage or any special remuneration.

(f) having a Board of directors consisting of at least five members. The members of the Board of Directors, Directors General or similar and those responsible for internal control functions and other key positions both the entity and, where appropriate, of the dominant society, must meet the suitability requirements laid down in chapter III.

(g) have a proper administrative and accounting organization, as well as adequate internal control procedures that ensure the sound and prudent management of the entity. In particular, the Board of Directors shall establish operating rules and procedures to facilitate that its members can, at all times, to meet its obligations and assume the responsibilities which they are entitled in accordance with the standards of management and discipline of the credit institutions, the revised text of the companies act of Capital, approved by Royal Legislative Decree 1/2010 , July 2, or other provisions that are applicable.

(h) having its registered office, as well as their effective management and direction, in national territory.

(i) have procedures and adequate internal control and communication organs to forestall and prevent operations related to money laundering and the financing of terrorism under the conditions established by the relevant regulations.

Article 5. Requirements of the application.

Application for authorisation for the creation of a bank goes to the Bank of Spain and shall be accompanied by the following documents: to) articles of Association project, accompanied by a negative registration certification of the proposed corporate name.

(b) programme of activities, in which specific way shall indicate the type of operations that are intended to perform, administrative and accounting procedures, internal control procedures, the procedures to address complaints and claims that their customers, present as well as the procedures and organs of internal control and communication established to forestall and prevent operations related to money laundering and the financing of terrorism.

(c) the relationship of partners that constitute society, with indication of their holdings in the share capital. For partners who have the status of legal entities, indicate participations in their capital or voting rights that represent a percentage higher than 5 percent.

En_el_caso_de partners expected to own a significant stake, precise documentation shall be provided to demonstrate the fulfilment of suitability requirements referred to in article 6.1. b) together with: 1 if they are natural persons, information about his career and professional activity as well as your equity situation.

2nd if they are legal entities, the annual accounts and report of management with audit reports, if any, of the last two fiscal years, or since its creation, had this occurred during this period; the composition of their governing bodies; and the detailed structure of the group that eventually belong. In the case of partners legal persons belonging to a consolidated Group, be provided, Additionally, the consolidated annual accounts, management report and audit reports relating to the group.

In absence of partners that go to own a significant stake, the above information will be provided regarding the twenty largest shareholders.

(d) list of people who have integrated the first Board of Directors and who shall exercise as directors general or similar, as well as those responsible for internal control functions and other key positions for the daily development of the activity of the entity, with detailed information about the applicable and required suitability requirements in accordance with Chapter III. Also, will facilitate this information with respect to the members of the Board of Directors, as well as General or similar principals and responsible for internal control functions and other key positions for the daily development of the activity of the parent company of the credit institution.

(e) justification after constituted a deposit in cash in the Bank of Spain or justification for having fixed assets values of debt in favour of the Bank of Spain by an amount equivalent to 20 per cent of the minimum share capital set out in the previous article.

During the instruction of the Bank of Spain procedure may require developers how much data, reports or records are considered necessary to check compliance with the conditions and requirements of this Royal Decree.

Article 6. Denial of the application.

1. without prejudice to the powers of the European Central Bank to refuse the request for authorization proposed by the Bank of Spain, this last, by reasoned decision, it shall refuse the authorization of creation of a bank when the requirements of articles 4 and 5 and, in particular, are not met when attending to the need to ensure sound and prudent management of the projected entity , are not considered proper suitability of shareholders who will have a significant stake in it or, in the absence of shareholders with significant participation of the twenty largest shareholders. For these purposes: to) refers to significant participation in a bank that complies with the provisions of article 16 of the law 10/2014, 26 June.

(b) the suitability will be appreciated, among other factors, depending on: 1 the commercial and professional honorability of the shareholders, in the sense referred to in article 30. This good repute shall be presumed provided that the shareholders are public authorities or bodies of them dependent.

2nd heritage media with that feature these shareholders to meet their commitments.

3rd the transparency in the structure of the group that may eventually belong the entity and, in general, the existence of serious difficulties to inspect or obtain the necessary information on the development of its activities.

4th the possibility that the entity exposed inappropriately, the risk of non-financial activities of its promoters, or when, in the case of financial activities, stability or control of the entity may be affected by the high risk of those.
5 the possibility of that the proper exercise of the supervision of the entity is hampered by the close links it kept with other natural or legal persons, the laws, regulations or administrative provisions of the country to whose right is subject any of those natural or legal persons, or problems related to the application of those provisions.

For these purposes, means that there are close ties when two or more natural or legal persons are linked by: i) a controlling relationship in the sense that article 42 of the code of Commerce, or ii) the fact of owning, directly or indirectly, or through a controlling relationship, 20 per cent or more of the voting rights or of the capital of a company or entity.

2. in the resolution of refusal of authorization applies the challenge regime envisaged in the law 13/1994 of 1 June, and the law 30/1992, of 26 November. Denied the application, the Bank of Spain shall send a copy thereof to the European Central Bank and will proceed to the refund of the deposit made pursuant to the provisions of article 5.e). Also proceed its return in the event of withdrawal of the application.

Article 7. Start of the activities.

1. in the period of one year from the notification of the authorization of a Bank, promoters must provide timely instrument of incorporation of the society, register it in the register and subsequently in the credit register of entities, and to start its operations. In another case, it shall declare the authorisation in accordance with the provisions of article 13.

(2. the deposit referred to in article 5.e) will be released automatically once constituted society and registered in the register of credit from the Bank of Spain, as well as in cases of refusal, revocation and, if it had not been released previously, repeal or waiver of the authorization provided for in this chapter.

Article 8. Temporary limitations on the activity of the new banks.

1 banks of new creation will be temporarily subject to the following limitations: to) during the first three years, from the beginning of its activities, not may distribute dividends, and must allocate all of the benefits of freely available reserves, unless permitted the Bank of Spain, according to the financial situation of the Organization and, in particular , that it meets its obligations of solvency.

(b) during the first five years from the commencement of its activities: 1 not may, directly or indirectly, grant credits, loans or guarantees of any kind on behalf of its partners, advisors and senior members of the entity, or in favour of their relatives in the first degree or of societies in which, one or the other, have above 15 per cent shareholdings or of whose Board of Directors part. For shareholders legal persons belonging to his group, this limitation includes all the companies belonging to this. In this case, the limitation shall not apply to operations with credit institutions.

2nd a physical or legal person or a group may not own, directly or indirectly, more than 20 per cent of the capital or of the voting rights of the Bank, or exercise control over it. For these purposes, means group which is defined as such in article 42 of the code of Commerce. This limitation of credit institutions and other financial institutions shall not apply.

3rd the transmissibility inter live actions and their lien or pledge will be conditioned to the prior authorisation of the Bank of Spain, and must contain this limitation in the by-laws of the company.

2. the breach of the limitations in the previous section, or a substantial deviation regarding the programme of work referred to in article 5.b) during the first three years, may give rise to the revocation of the authorization in accordance with article 8 of the law 10/2014, June 26.

Article 9. Authorization of banks under the control of foreigners.

1. the creation of banks whose control, in the terms established by article 42 of the code of Commerce, will be exercised by foreigners, is subject to the provisions of the preceding articles.

2. in the event that control of the Bank was to be exercised by a credit institution, an investment services company or an insurance or reinsurance entity authorised in another Member State of the European Union, the parent of one of those bodies, or by the same persons or legal entities that control them, the Bank of Spain before granting the authorisation referred to in article 3(1), to the authorities responsible for the supervision of these entities should consult.

3. in the event that control of the Bank is to be exercised by one or more persons, whether or not credit institutions, or domiciled or authorised in a non-Member State of the European Union, will fit to require the provision of a guarantee to reach the whole of the Spanish bank's activities.

Section 2 authorisation of modifications of articles of Association and article 10 structural modifications. Modification of the articles of Association.

1. the amendment of the articles of Association of the banks will be subject to authorization of the Bank of Spain, which must resolve within two months following receipt of the request, after which can be estimated. Otherwise, it shall be governed by the procedure for authorisation and registration established in article 3.

The change request must include a certification of the Act in which it has been agreed, a supporting statement of the proposal prepared by the Council of administration, as well as to a draft new laws by identifying the changes made.

2 will not require prior authorization, although they must be reported to the Bank of Spain for its record in the registry of credit entities, amendments to the bylaws which have as their object: to) change domicile within the national territory.

(b) increase the share capital.

(c) incorporate verbatim the bylaws legal or regulatory provisions of imperative or prohibitive character, or fulfil judicial or administrative decisions.

(d) such other modifications for which the Bank of Spain, in response to prior consultation formulated to the effect by the affected Bank, have considered unnecessary, because of its limited relevance, the application for the authorization.

Communication to the Bank of Spain should be done within fifteen working days of the adoption of statutory modification agreement. If received communication, such modification you exceed in scope from the provisions of this paragraph, the Bank of Spain shall notify within thirty days of stakeholders, so examination modifications, or, where applicable, comply with the procedure of authorization of the previous paragraph.

Article 11. Authorization and registration of modifications.

1. According to provisions of the available additional twelfth law 10/2014, 26 June, and on the terms therein established, corresponds to the Minister of economy and competitiveness authorize operations of merger, SCISSION or global or partial transfer of assets and liabilities involved in which a Bank, or any agreement that is analogous to the previous economic or legal effects as well as the statutory modifications arising from the same. To this end, will seek previously reports mandatory that correspond and, in any case, the Bank of Spain.

2. for the purposes referred to in the preceding paragraph, transmission means partial transfer of assets and liabilities in block one or more parts of the assets of a Bank, each of which form a unit economic, one or more societies newly created or existing ones, when the operation does not have the qualification of scission or global transfer of assets and liabilities in accordance with law 3/2009 , April 3, on structural modifications of commercial companies.

3 the authorisation application shall apply to the General Directorate of the Treasury and financial policy, accompanied by the following documents in triplicate: to) certification of the agreement of the Board of Directors, approving the project of merger, Division or transfer global or partial of assets and liabilities or the agreement with economic or legal effects similar to previous operations.

(b) draft of merger, Division or transfer global or partial of assets and liabilities or the agreement with economic or legal effects similar to previous operations.

(c) where appropriate, report administrators, supporting operation.

(d) where appropriate, expert report on the draft of merger, Division or transfer global or partial of assets and liabilities and of the agreement with economic or legal effects similar to previous operations, in the terms provided in law 3/2009, of 3 April, on structural modifications of commercial companies.

(e) where appropriate, draft statutes of society resulting from the operation.

(f) where appropriate, draft statutes of the societies involved in the event that you change them.

(g) effective statutes of companies participating in the operation.

(h) identification of the managers of the companies involved in the operation and those proposed for these positions in institutions resulting from or involved.
(i) annual audited accounts for the last 3 years of the entities involved in the operation and, where appropriate, of the groups which form part.

j) Balance of melting or structural modification operation.

(k) where appropriate, certification of the resolutions adopted by the General meetings of the entities involved in the operation.

(l) any other that in the opinion of the competent authority is necessary for the analysis of the operation and is expressly required to stakeholders.

4. once the authorization and after register operation, where appropriate, in the register, shall be entered in the register of the Bank of Spain credit institutions.

3rd revocation and expiration article 12 section. Procedure for revocation and renunciation.

1. the Bank of Spain will be competent to initiate, arrange and raise a proposal for revocation of the authorization to the European Central Bank. The Bank of Spain can only start this procedure under the terms laid down in article 69 of the law 30/1992, of 26 November, legal regime of public administrations and common administrative procedure, and by the cases referred to in article 8 of the law 10/2014, 26 June, or other rules of legal rank ex officio. To the resolution of the revocation of authorization by decision of the European Central Bank shall apply the challenge regime laid down in the rules of the European Union and, in particular, in the Regulation (EU) No. 1024 / 2013 of the Council of 15 October 2013, which instructs the European Central Bank specific tasks with regard to policies relating to the prudential credit institutions supervision.

2. the Bank of Spain will give hearing process stakeholders once instructed the reversal procedure and immediately before drafting the motion for a resolution, granting them a period of fifteen days to make declarations alegaciones and submit documents and justifications that they deem relevant.

3. in addition, the Bank of Spain rise a proposal for revocation of the authorization to the European Central Bank when the credit institution renounces the authorisation granted either expressly refused the resignation, in the period of three months from causing its communication.

Credit institutions will be the communication of the resignation of a cessation of the activity plan.

4. the waiver procedure shall be governed by the rules laid down for the revocation, unless it is necessary to proceed with the dissolution and liquidation of the scheduled entity in article 8.6 of the law 10/2014, of 26 June, if the entity intends to continue with the exercise of non-reserved activities.

5. in case of refusal of the waiver, the Bank of Spain should motivate the reasons which, in its view, to consider that the cessation of activity may cause serious risk to financial stability. For this purpose, shall take into account the need: to) ensure the continuity of the activities, services and operations whose interruption could disrupt the economy or the financial system and, in particular, systemically important financial services and payment, clearing and settlement systems.

(b) avoid harmful effects for the stability of the financial system.

(c) protect the depositors and other funds repayable and active customers of credit institutions.

Article 13. Expiration of the authorization.

1. the Bank of Spain shall expressly declare the authorisation to operate as a credit institution when, within the twelve months following the date of notification, not give beginning to the specific activities included in the programme of activities referred to in the authorization for reasons attributable to the entity. Resolution of revocation applies the challenge regime envisaged in the law 13/1994 of 1 June, autonomy of the Bank of Spain, and the law 30/1992, of 26 November.

2. the procedure for declaring the expiration only may initiate ex officio in the terms provided for in article 69 of the law 30/1992, of 26 November.

3. once agreed to the commencement of the procedure shall be, in within ten days, to its notification to stakeholders so that they can make declarations alegaciones and provide documents or other evidence at any time before the process of hearing referred to in the following paragraph.

4. the Bank of Spain will give hearing process stakeholders once instructed the procedure and immediately before drafting the motion for a resolution, granting them a period of fifteen days to make declarations alegaciones and submit documents and justifications that they deem relevant.

Section 4 cross-border action item 14. Opening of branches and free provision of services in other Member States of the European Union by Spanish credit institutions.

1 credit institutions seeking to open a branch in another Member State of the European Union must request it previously from the Bank of Spain, who only to refuse the opening of a branch when you have reason to doubt, seen the project in question, of the adequacy of the administrative structure or the financial situation of the credit institution , or unauthorized activities in the programme of activities presented contemplated to the entity. The Bank of Spain resolved through reasoned ruling, within a maximum period of two months from the receipt of the information referred to in the following paragraph.

2 a request for opening a branch referred to in the preceding paragraph will accompany the following information: a) the Member State in whose territory is intended to establish the branch and the address in the State where the required documents may be.

(b) a programme of activities which are indicated, in particular, operations intending to perform and the structure of the Organization of the branch.

(c) the name and history of responsible for the branch managers.

3. in the case that is accepted the opening of the branch, the Bank of Spain must inform the competent authority of the host State. This communication shall be transferred to the requesting entity itself, and shall be accompanied by the corresponding information and documentation referred to in the preceding paragraph.

In addition, the Bank of Spain communicated the amount and composition of the equity of a credit institution and the sum of the requirements to it pursuant to the provisions of article 92 of the Regulation (EU) No. 575/2013, of 26 June 2013. In the case referred to in paragraph 6, the Bank of Spain will communicate the above information corresponding to the dominant credit institution.

4. the Bank of Spain information about the number and nature of cases in which a denial of the claim to which this article refers to the European Commission and the European banking authority have occurred.

Any modification of the content of any of the notified information referred to in paragraph 2 shall be communicated by the credit institution, at least one month before it, the Bank of Spain and to the competent authorities of the host Member State. The Bank of Spain, within the concerned within one month, may object thereto, through reasoned ruling which will be notified to the entity and communicated, in the terms provided for in the section above, the European Commission and the European banking authority.

5. when a credit institution wishes to exercise for the first time, free provision of services regime, in some sort of activity in another Member State of the European Union must inform previously the Bank of Spain indicating activities which intends to carry out from among them who is authorized to perform. Within a maximum period of one month from the receipt of such communication, the Bank of Spain will move it to the host Member State supervisory authority, realizing this communication the institution itself.

6. the provisions of this article may be applied to the provision of services, directly or through the opening of a branch office in other Member States of the European Union, by Spanish financial entities which, controlled by credit institutions also Spanish, conform to the system provided for in article 12.4 of the Act 10/2014, June 26. In these cases, requests should come subscribed equally by the entity or dominant credit institutions.

When the financial institution is subject to supervision by an authority other than the Bank of Spain, this will notice of the request to that authority and, in the case of opening of branches, shall refuse authorization if that authority is opposed to it response to non-compliance with the requirements referred to in article 16.2. For the subsequent actions will be competent, directly, the specific supervisory authority. However, the Bank of Spain shall ensure the maintenance of the conditions laid down in this article.

The Bank of Spain will check compliance with the requirements set out in paragraph first of this section and the financial institution will provide a certification of compliance, which likewise, notify the supervisor of the host State authority.

If the financial institution fails to comply with any of the requirements referred to in the first subparagraph of this paragraph, the Bank of Spain shall inform the supervisor of the host State authority, and the activities carried out by that institution in this State shall be subject to the legislation of the latter.
7. when the entity that intends to open a branch is a significant supervised entity for the purposes of Regulation (EU) No. 1024 / 2013, on October 15, 2013, the statement on the opening of the branch will correspond you to the European Central Bank. They also correspond to the European Central Bank other powers conferred on the Bank of Spain in this article, with the exception of the receipt of the request for opening, when a significant supervised entity intends to open a branch or exercising the freedom to provide services in a Member State of the European Union not participating in the single supervisory mechanism.

Article 15. Opening of branches and free provision of services in States not members of the European Union by Spanish credit institutions.

1 credit institutions seeking to open a branch in a State not member of the European Union must request it previously from the Bank of Spain, accompanying, together with the information of the State in whose territory seeking to establish the branch and the address provided for it, at least the following documentation: a) a programme of activities which are indicated in particular, operations intending to perform and the structure of the Organization of the branch.

(b) the name and history of responsible for the branch managers.

2. the Bank of Spain will resolve, by a reasoned ruling, within a maximum period of three months from receipt of all information. When the request is not resolved in the earlier period, may be rejected. The application may be refused by the Bank of Spain when there is substantiated evidence to doubt the adequacy of the administrative structure or the financial situation of the credit institution, or unauthorized activities in the programme of activities presented contemplated to the entity. The Bank of Spain may also refuse the request on the grounds that the activities of the branch will not be subject to an effective control by the host country supervisory authority, or by the existence of legal obstacles or otherwise impede or hinder the control and inspection of the branch by the Bank of Spain.

3. any changes to the information referred to in this paragraph shall be communicated by the credit institution, at least one month before it, the Bank of Spain. Not a modification relevant to the programme of activities of the branch if the Bank of Spain, within the concerned within one month, object thereto, through reasoned ruling shall be notified to the entity, it may carry out. Such opposition shall be based on any of the reasons listed in this section.

4. the credit institutions which, for the first time, intend to carry out its activities of free provision of services in a non-Member State of the European Union should inform previously the Bank of Spain, indicating the activities for which they are authorized that intend to carry out.

Article 16. Opening of branches and free provision of services in Spain by another Member State of the European Union credit institutions.

1 credit institutions authorised in another Member State of the European Union may be in Spain, either through the opening of a branch office, in regime of free provision of services, activities benefiting from mutual recognition laid down in the annex to the law 10/2014, of 26 June. Special authorization, the statutes and the legal regime to which the aforementioned entities are subject must enable it to exercise activities which intends to carry out in Spain.

These entities must respect in the exercise of its activity in Spain the provisions of management and discipline of the credit institutions that, if applicable, as well as any other dictated by reasons of general interest, whether State, regional or local level.

2 the opening in Spain of branches of credit institutions authorised in another Member State of the European Union, will depend on the Bank of Spain received a communication from the credit institution supervisory authority, containing at least the following information: a) a program of activities in which stated, in particular, operations that aims to be and the structure of the Organization of the branch.

(b) domicile in Spain where it may be required to the branch all the necessary information.

(c) the name and history of responsible for the branch managers.

(d) the amount and the composition of own resources and the sum of the requirements of own resources to the credit institution and the consolidatable group in which to eventually integrate.

(e) details of any system of deposit insurance that is intended to ensure the protection of the depositors of the branch.

This communication has been received, the Bank of Spain will proceed to give an account of their reception to the credit institution and, then proceed to register the branch in the commercial register, and then in the register of the Bank of Spain credit institutions, communicating to it the date of the effective start of operations.

The Bank of Spain will set a waiting period, not exceeding two months from the receipt of the communication of the credit institution supervisory authority, for the start of the activities of the branch. It may also indicate, if applicable, the conditions in which, for reasons of general interest, should be exercised his activity in Spain. In the event of reported activities there is some that is not among those listed in the annex to the law 10/2014, June 26, and the case of a prohibited or limited credit activity, the Bank of Spain shall notify this circumstance to the entity and its supervisory authority.

After a year since he had notified the credit institution the receipt of the communication made by the supervisory authority, or from the end of the waiting period set by the Bank of Spain, unless the entity has opened the branch, should again start the procedure described in this section.

Any modification of the content of any of the information referred to in this paragraph shall be communicated by the credit institution, at least one month before it, the Bank of Spain, which will proceed in accordance with provisions in the previous paragraphs. Also the closure of the branch, at least three months before the date provided for shall communicate to the Bank of Spain.

3. the realization in Spain, for the first time, of activities in of free provision of services, by credit institutions authorised in another Member State of the European Union participating in the single supervisory mechanism can be started once the Bank of Spain receives a communication from its supervisory authority indicating the activities that this entity is authorized to exercise and which of them will be exercised on Spanish territory. This regime shall apply provided that the credit institution intends to, for the first time, a distinct to those possibly contained in the aforementioned communication activity in Spain.

In the event that the free provision of services in Spain is to be exercised by a credit institution authorized in another Member State of the European Union not participating in the single supervisory mechanism, powers conferred in the paragraph above the Bank of Spain will correspond to the European Central Bank.

4. the regime laid down in the preceding paragraphs shall apply to the opening of branches or free provision of services in Spain by financial institutions of another Member State of the European Union, whether a subsidiary of a credit institution or branch of several credit institutions which meet the requirements laid down in article 12.4 of the Act 10/2014 , 26 June.

The Bank of Spain communication referred to in paragraph 2 shall contain the following: a) certification issued by the supervisory authority of the entity or dominant credit institutions attesting to compliance with the requirements listed in article 12 of the law 10/2014, 26 June.

(b) the other end required in paragraph 2 in the case of establishment of branches or free provision of services by credit institutions authorized in other Member States of the European Union. Still, the information referred to in paragraph 2.d) will be replaced by the amount and composition of the own funds of the financial institution and the total amount of exposure to the risk of the credit institution which is its parent undertaking, calculated in accordance with article 92.3 and 4 of Regulation (EU) No. 575/2013, of 26 June 2013. In addition, the information referred to in paragraph 2.e) will be replaced by information on the system of guarantee of investors that eventually the financial institution can be attached.

Where the activity of any of the financial institutions mentioned in the preceding paragraphs correspond to the made in Spain by financial credit establishments, once fulfilled the formalities referred to in paragraph 2, it shall be entered to the branches in Spain of such entities in the register special of the Bank of Spain corresponding.
When the activities of the branch in Spain of the financial institution is subject to the control of another national supervisory authority, the Bank of Spain will move to that authority the communication received from the supervisory authority of the Member State of the European Union where it has been authorized or is domiciled the financial institution; that authority once registered the branch in the commercial register, register it in your records and will set the waiting period referred to in paragraph 2, by the indication mentioned there. The Bank of Spain will notice of the transfer to the financial institution.

In the event that a financial institution ceases to fulfil any of the conditions in this paragraph, it shall immediately notify the Bank of Spain.

5. when a credit institution authorised in a Member State of the European Union not participating in the single supervisory mechanism that meets the criteria laid down in article 6(4) of Regulation (EU) No. 1024 / 2013, on October 15, 2013, intends to open a branch in Spain, they correspond to the European Central Bank powers conferred on the Bank of Spain in paragraph 2.

However, correspond to the Bank of Spain the receipt of the communication by the authority supervisor and the power to instruct the branch conditions in which, for reasons of general interest, it should exert its activity in Spain.

Article 17. Opening of branches and free provision of services in Spain for credit of States not members of the European Union.

1. the establishment in Spain of branches of credit institutions authorized in States that are not members of the European Union require the authorization of the Bank of Spain. Be observed for this purpose articles 3 to 9 what is of application, with the following special features: to) minimum social capital means the Endowment held by the entity in Spain of funds of permanent and indefinite duration, available to cover losses of the branch.

((((((b) will not apply article 4.a), d), e) and f), the article 5.c), nor the reference to the components of the Council of the article 5.d). The mention of the draft laws concerning the article 5.a) is understood to refer to the articles of incorporation of the branch project and to own existing bylaws of the credit institution, and should be to inform the Bank of Spain of the changes subsequently occur in both.

c) must have at least two persons who effectively determine the orientation of the branch and are responsible for direct management. Honesty, knowledge and experience concerning chapter III will be applicable to both.

(d) the purpose of the branch may not contain non-permitted activities the entity in its country of origin.

(e) the documents accompanying the request shall contain the necessary information to know exactly the features legal and management of the credit institution applicant foreign, as well as your financial situation. It will also include a description of the organizational structure of the entity and the group in which it eventually to integrate. You will also be credited is in possession of the authorizations of your country of origin to open the branch, when it requires them, or negative certification if they weren't accurate.

The authorization may also be refused by application of the principle of reciprocity.

For purposes of the provisions in the previous letter, the following documentation must accompany the application: 1 a program of activities in which stated, in particular, operations that aims to be and the structure of the Organization of the branch.

2. domicile in Spain where it may be required to the branch all the necessary information.

3 the name and history of responsible for the branch managers.

4th the amount of own resources, as well as the solvency ratio of the entity credit and consolidatable group in which to eventually integrate.

5 information detailed on any system deposit guarantee which is intended to ensure the protection of the depositors of the branch.

2 If, once open the branch, the foreign credit institution intended to modify the content of any of the related information in paragraphs 1st, 2nd, 3rd or 5th the letter e) of the preceding paragraph must notify the Bank of Spain, without prejudice to the communication that is appropriate to its supervisory authority, at least one month before making the change so that the Bank of Spain to decide and act in accordance with the provisions of the preceding paragraphs. The closure of the branch, at least three months before the expected date for this, which will accept or deny the closure in the terms provided for in article 12.3 5 has also must report to the Bank of Spain.

3. when a foreign credit institution, not authorised in another Member State of the European Union, intends to offer services without branch in Spain, you must request authorization prior to the Bank of Spain, indicating the activities which will be carried out. The Bank of Spain may ask for an extension of the information provided, as well as deny the exercise of those activities, or some of them, or conditional authorisation to comply with additional requirements, when so necessary to ensure respect for the rules dictated by reasons of general interest.

Article 18. Action by other credit institutions.

1. the authorisation scheme provided for in articles 6 to 10 of the Act 10/2014, 26 June, shall apply to cases of creation of a credit institution unauthorized foreign in a Member State of the European Union for a credit institution established in Spain, and to the acquisition of a significant stake in an entity of this kind whether this acquisition carried out directly or indirectly through entities overseen by the credit institution or group of credit institutions concerned.

2 in the case of the creation of a credit institution, the application which is presented to the Bank of Spain should be accompanied, at least the following information: a) amount of investment and the percentage that represents the participation in the capital and the voting rights of the entity that is being created. Indication, where appropriate, of the entities through which the investment will take place.

(((b) provided for in Article 5a), b) and (d)). Provided for in article 5.c) is replaced by a relationship of partners that will have significant shareholdings.

(c) complete description of the banking rules applicable to entities that can appreciate the absence of obstacles to the exercise of consolidated supervision, as well as legislation on fiscal matters and prevention of the laundering of money and credit in the State where it will be to form the new entity and, in particular, law regime supervisor you are subject the entity.

3. when ready to acquire a significant stake, meaning that comply with provisions of article 16 of law 10/2014, June 26, or is intended to increase meaningful participation, reaching or surpassing some of the percentages referred to in article 17 of this law, the information referred to in the preceding paragraph must be presented (, although provided for in paragraph (b)) may be limited to those data that has a public character. The deadline for the realization of the investment, accounts annually for the last two fiscal years of the investee entity and, where appropriate, the rights of the entity in order to appoint representatives in the organs of administration and management that will also be indicated.

4 fit require applicants how much data, reports or records are considered timely so that the Bank of Spain can pronounce properly and, in particular, that allow to appreciate the possibility of exercising the consolidated supervision of the group.

Article 19. Representative offices.

1. for the purposes of the provisions of this Royal Decree, Representative Office means those establishments organic and functionally dependent on credit institutions authorised in another country, whose activities consist of informative or commercial work on banking, financial or economic issues that serve as material support to the provision of services without establishment. Representative offices may not require any remuneration for the exercise of such activities. However they may impact customer payments made to third parties related to them.

Representative offices may not credit, attracting deposits or financial intermediation operations, or provide any banking service except the channeling of third-party funds towards its source entities. This pipeline must run through credit institutions operating in the country in which the representative office is established.

2. the Spanish credit institutions, prior to the eventual application to be made to the foreign authorities in this regard, must notify the Bank of Spain its intention to open an office of representation abroad, specifying what to be. They also communicate its opening, once conducted, and its closure.

3 credit institutions authorized in other Member States of the European Union shall communicate to the Bank of Spain its intention to open a representative office in Spain.
The Bank of Spain will set a waiting period, not exceeding two months from the receipt of the communication, for the start of the activities of the representative office. It may also indicate, if applicable, the conditions in which, for reasons of general interest, should be exercised his activity in Spain.

4 it will be up to the Bank of Spain authorization for the installation in Spain of representative offices of credit institutions not authorised in Member States of the European Union.

Presented once the application for authorization, the Bank of Spain shall be dealt within a maximum period of three months counting from receipt, after which without any express proclamation, will understand dear request.

5 communication and authorization provided for, respectively, in paragraphs 2 and 3, shall specify the activities that are intended to perform, as well as the name and history of the individual who will be responsible for the office.

The subsequent changes of domicile of the representative office, the scope of its activities or the person in charge, as well as its closure, shall be communicated to the Bank of Spain.

5th offices, agents and delegation of functions article 20 section. Offices of credit institutions.

Credit institutions and credit institutions branches will open new offices in national territory. It is understood without prejudice: to) restrictions that may contain the social statutes of institutions where appropriate.

((b) the prudential supervision measures adopted by the Bank of Spain under article 68.2. e) of law 10/2014, 26 June.

(c) the limits in article 2.1 of law 26/2013, of 27 December, boxes of savings and banking foundations.

(d) the limits set out in article 3 of the regulation implementing law 13/1989, of May 26, credit unions, approved by Royal Decree 84/1993, January 22nd.

Article 21. Credit agents.

1. for the purposes of this article are considered agents of credit institutions the natural or legal persons which a credit institution has granted powers to usually perform in front of the clientele, in the name and on behalf of the entity principal, in the negotiation or execution of typical operations of a credit institution activity. The Presidents powers for one specific operation, and people who are linked to the entity, or to other entities of the same group, by an employment relationship are excluded.

2 agents may not formalize of guarantees, warranties, or other risks of the firm.

3. contracts for the Agency to which this article refers will be held in writing, and itemizing the kinds of operations they may act the agent, as well as the geographical scope.

4. credit institutions shall inform the Bank of Spain once a year, in the form in which it determined, the relationship of its agents, the scope of the granted representation. That relationship will be updated with new representations of the granted or cancellation of existing ones, as soon as they occur. The relationship of agents will be included in an annex to the annual report of the entities.

The Bank of Spain may request of the represented entities and also their agents how much information it deems necessary on edges related to matters subject to its jurisdiction.

5. in agency contracts, credit institutions shall require its agents put showed its character in many relationships established with the clientele, identifying unambiguously the represented entity.

6. the credit institution shall be responsible for the compliance with the standards of management and discipline in the acts that the agent carry out. For those purposes, it shall develop appropriate control procedures.

7. an agent may only amount to a credit institution or a very consolidatable group of credit institutions.

8. officials of credit institutions may not act through sub-agents.

9 when in the contract of agency contemplating the receipt by the agent or delivery of funds in cash, checks or other payment instruments, these not may subscribe to the agent, or bank accounts in the same proceeding, even temporarily.

10. without prejudice to the provisions on service provision in articles 14 to 17, Spanish credit institutions concluded agreements with other credit of foreign entities for the provision of financial services to customers, in the name or on behalf of another entity, or agency in the direction indicated in paragraph 1, shall notify the Bank of Spain, indicating the name of the correspondent and the services covered in the term of a month from the conclusion of the agreement.

11 when in agency contemplating the implementation of operations provided for in the law 24/1988, of July 28, the stock market, credit institutions and their agents shall comply with, the rules laid down in this law and its implementing rules.

Article 22. Delegation of the provision of services or the performance of duties of credit institutions.

1. credit institutions may delegate in a third party services or the performance of duties, provided that the activity of the entity is not empty of content and the delegation does not decrease the capabilities of internal control of the entity and of supervision of the Bank of Spain and the European Central Bank.

Activities reserved for credit institutions may not be object of delegation, without prejudice to the provisions relating to the agents of the credit institutions in the preceding article.

2. the delegation of services or functions from the credit institutions in third-party will not diminish its responsibility with respect to the complete fulfilment of the obligations that establishes the legal system for their authorisation and operation.

3 the delegation of services or functions by credit institutions must meet the following requirements: to) the delegation does not imply in any case the transfer of responsibility by senior management. Specifically, the delegation may not reduce demands on internal control mechanisms provided for in article 43.

(b) the delegation may not alter the relationship and obligations of the credit institution with its clientele or the competent authority for supervision.

(c) the conditions that must meet the credit institution to receive and retain the authorization may not be removed or changed by the existence of a delegation agreement.

(d) the delegation between the credit institution and the third party agreement must be translated into a written contract in which materialize the rights and obligations of the parties.

4. credit institutions shall develop and implement a policy objective and for the proper management of their delegations of services or functions.

5 means that a function or service is essential for the exercise of the activity of a credit institution if a deficiency or anomaly in its execution may well affect significant so as to the ability of the credit institution to permanently meet the conditions and obligations that derive their authorization and the regime established by law 10/2014 June 26, well affect their financial returns, its solvency or the continuity of its activity.

6. the Bank of Spain will made the above requirements and the conditions in which credit institutions may delegate the provision of services or the performance of duties. Also, depending on the nature or criticality of certain functions or activities, you can set restrictions on the delegation other than those mentioned in this article.

The Bank of Spain or, where appropriate, the European Central Bank shall be responsible for the supervision as provided in this article and for these purposes, credit institutions must be available, when that request the information timely.

Chapter II shares significant article 23. Definition and computation of significant shareholdings.

1 will be considered significant holdings in credit institutions defined in article 16 of the law 10/2014, 26 June, and actions, will be integrated into its computation contributions, or voting rights including: to) directly acquired by the acquirer potential.

b) acquired through companies controlled or participated by the potential purchaser.

(c) acquired by companies in the same group as the potential acquirer or part-owned by different entities of the group.

d) acquired by other persons acting on behalf of the acquirer potential or concert with it or its group companies. In any case, will be included: 1 the voting rights that may be exercised under an agreement with a third party that compels potential acquirer and the own third to adopt a common lasting policy regarding the management of the credit institution through the exercise of voting rights they have, concerted or that is aimed at influencing the same relevant way.

2. the voting rights which may exercise under an agreement with a third party that provides for the temporary transfer and a consideration to the potential purchaser of the voting rights in question.

e) that possess the potential acquirer linked to shares acquired through intermediary.
(f) the voting rights that can be controlled, by stating expressly the intention of exercising them, as a result of the deposit of the relevant shares as collateral.

(g) voting rights which may be exercised under agreements of Constitution of a right of usufruct on shares.

(h) the voting rights linked to shares deposited in acquiring potential, provided that it can exercise them at its discretion in the absence of specific instructions from the shareholders.

(i) the voting rights that the potential purchaser can exert as a representative, when you can exercise them at its discretion in the absence of specific instructions from the shareholders.

(j) the voting rights that may be exercised under agreements or business than those provided for in the letters f) to i), entered into by an entity controlled by the potential purchaser.

2. the voting rights shall be calculated on the totality of the actions that are attributed to them, even in cases in which the exercise of such rights is suspended.

3 a provisions in title I, chapter III of the law 10/2014, June 26, and in this chapter, the actions, contributions or voting rights to integrate in the computation of a stake not included: a) shares acquired exclusively for the purpose of clearing and settlement within the short regular settlement cycle. For these purposes, the maximum length of the short regular settlement cycle shall be three trading days from the operation and applies both to operations carried out in an official secondary market or other regulated market to those made abroad. The same principles also apply to transactions on financial instruments.

(b) the actions which may possess for having provided the assurance or the placing of financial instruments on a firm commitment basis, provided that the corresponding voting rights are not exercised or used to intervene in the management of the credit institution and transferred within the period of one year since its acquisition.

(c) shares held under a contract for the provision of the service of management and custody of securities, provided that the entity can only exercise the voting rights attaching to these shares with instructions made by the owner, in writing or by electronic means.

(d) the shares or participations acquired by a market maker acting in his capacity as such, provided that: 1 is authorized to operate as such under the provisions that incorporate relating to markets in financial instruments by their national laws the 2014/65/EU directive, the European Parliament and the Council, on May 15, 2014, and that amending the Directive 2002/92/EC and directive 2011/61 / EU, Directive 2004/39/EC of the European Parliament and of the Council of 21 April 2004 on markets in financial instruments, and 2nd not to intervene in the management of the credit institution in question, or to exert influence on it to acquire such shares or back the price of the stock in any other way.

(e) the shares or participations that are incorporated into a portfolio managed discretionary and individually whenever service company of investment management company of collective investment or credit institution institutions, can only exercise the voting rights attaching to such shares with precise instructions from the customer.

4 to carry out the computation of a participation for the purposes of paragraph 2, in the event that the potential acquirer is a parent of a management company of ucis or institutions an entity that exercises control of an investment services company, will take into account the following: a) the parent of a collective investment management company is not obliged to add the proportion voting rights that they attribute the actions with the proportion of voting rights of the shares that are part of the heritage of collective investment undertakings managed by the management company, provided that this exercise voting rights independently from the parent.

However the above, shall apply the provisions of the preceding paragraphs when the parent or other entity controlled by it, has invested in actions that integrate the assets of collective investment undertakings managed by the management company and this lack of discretion for exercising the corresponding voting rights and can only exercise them according to the instructions direct or indirect parent company or other entity controlled by it.

(b) the entity that exercises control of a company that provides investment services is not obliged to add the proportion of the voting rights that attributed to actions having the proportion that is managed individually as a result of providing the service of portfolio management, provided that the following conditions are met: 1 the company's investment services (, the credit institution or the management company of collective investment institutions are authorized to provide the service of portfolio management in the terms established in the articles 63.1. d) and 65 of the law 24/1988, of 28 July.

2nd which can only exercise the voting rights attaching to these shares following instructions made in writing or by electronic means or, in default, each portfolio management services provided independently of any other service and in conditions equivalent to those provided for in law 35/2003, 5 November , of collective investment institutions, through the creation of appropriate mechanisms.

3rd that exercises its voting rights independently from the parent.

However, shall apply the provisions of the preceding paragraphs, when parent company or other entity controlled by it has invested in actions managed by a company of the Group's investment services and is not entitled to exercise the voting rights attached to such shares, and can only exercise the voting rights corresponding to those actions following direct or indirect instructions of the parent company or other entity controlled by it.

5. the indirect participations will be taken by its value, when the potential acquirer has control of the society filed and resulting from applying the percentage of participation in the filed, otherwise.

When meaningful participation it holds, totally or partially, indirectly, changes in persons or entities through of which such participation holds must be reported prior to the Bank of Spain, which may raise pursuant to article 25.

6 subsidiaries, those in which the potential acquirer holds the control to any of the cases provided for in article 42 of the code of Commerce and those that possess, either directly or indirectly, at least 20% of the voting rights or capital of an undertaking or entity owned shall be , or 3 percent if its shares are admitted to trading on a regulated market.

7. for those same purposes, in any case means significant influence the ability to appoint or dismiss any member of the Board of Directors of the credit institution.

Article 24. Information that the potential acquirer must supply.

1. the Bank of Spain will establish a list of information to be supplied the potential acquirer in fulfilment of the obligation of notification referred to in article 17.1 of the law 10/2014, 26 June through Circular. The Bank of Spain will give publicity to the contents of the list on its website.

2 in any case, the list referred to in the preceding paragraph shall contain information on the following aspects: to) about the potential acquirer and, where appropriate, any person who in an effective way direct or control its activities: 1 the identity of the potential buyer, the shareholding structure and the composition of the bodies of administration of the potential purchaser.

2. professional and commercial honesty of the potential acquirer and, where appropriate, of any person who effectively direct or control their activities.

3rd the detailed structure of the group that eventually belong.

4th the patrimonial and financial situation the potential acquirer and the group to which they belong eventually.

5 the existence of links or relationships, financial or not, the potential purchaser with the acquired company and its group.

6 the assessments conducted by international organizations of the regulations for prevention of money laundering and financing of terrorism in the country of nationality of the potential acquirer, unless it is that of a Member State of the European Union, as well as the path to prevention of laundering of capital and financing of terrorism the potential acquirer and institutions in your group who are not domiciled in the EU.

In the case of Member States of the European Union, this path information is obtained in the consultation make the Bank of Spain to the supervisory authorities of that State in accordance with article 19.1 of law 10/2014, of 26 June.

(b) on the proposed acquisition: 1 the identity of the entity object acquisition.
2. the purpose of the acquisition.

3 the amount of the acquisition, as well as the form and term that will take place.

4th effects which will be the acquisition of capital and of voting rights before and after the proposed acquisition.

5 the existence of a concerted action of express or tacit manner with third parties with relevance to the proposed operation.

6 the existence of agreements with other shareholders of the entity object of the acquisition.

(c) on the financing of the acquisition: origin of the financial resources used for the acquisition, entities that will be channeled and availability of the same regime.

(d) in addition, it shall be required: 1 in the case of significant holdings that produce changes in the control of the entity, will be presented the business plan, including information on the strategic development of the acquisition, financial statements and other social security data plan. It will also, the main changes in the entity to purchase provided by the potential acquirer. In particular, on the impact the acquisition will have on corporate governance, structure and available resources, internal control bodies and procedures for the prevention of laundering of capital and financing of terrorism of the same.

2nd in the case of significant shareholdings that do not produce changes in the control of the entity, shall be informed about the policy of the potential purchaser in relation to the acquisition and its intentions with respect to the acquired company, particularly its participation in the Government of the entity.

3rd in the two previous cases, the aspects relating to the suitability of the members of the Board of Directors and Directors General or similar that will direct the activity of the lender as a result of the proposed acquisition.

Article 25. Evaluation of the proposed acquisitions of significant shareholdings.

1. the Bank of Spain will evaluate the proposed acquisitions of significant shareholdings and will raise a proposal for a decision to the European Central Bank so this is opposed or not opposed to the acquisition. The assessment of the proposed acquisition will adhere to the following criteria: a) the commercial and professional honorability of the potential purchaser.

(b) compliance with the adequacy requirements laid down in chapter III of this title by the members of the Board of Directors and Directors General or similar that will direct the activity of the lender as a result of the proposed acquisition.

(c) the financial solvency of the potential acquirer to meet their commitments, especially in relation to the type of activity that is exercised or is expected to exercise in the credit institution in which the acquisition is proposed.

(d) the ability of the credit institution of sustainably meet the standards of management and discipline that are applicable, and in particular, where appropriate, if group that will become a part has a structure which will not impede exercise effective oversight, and that allows to carry out an effective exchange of information between the competent authorities to carry out such supervision and to determine the Division of responsibilities between them.

(e) the absence of rational evidence that allow to suppose that: 1 in connection with the proposed acquisition, are carrying out or have carried out or attempted operations of money laundering or terrorist financing within the meaning provided for in the rules of prevention of such activities.

2nd the aforementioned acquisition may not increase the risk of such operations are carried out.

2. as soon as the planned notification is received on article 17.1 of law 10/2014, 26 June, the Bank of Spain will request review of the Executive service of the Commission for the prevention of money laundering and monetary offences, in order to obtain an adequate assessment of this criterion. With this application the Bank of Spain will forward to the Executive service how much information it has received from the potential acquirer or available in exercise of its powers that may be relevant for the assessment of this criterion. The Executive service shall forward the report to the Bank of Spain within a maximum of thirty working days counting from the day following that which receives the request with the designated information.

3. the decision of opposition or no opposition to the acquisition of a significant stake must take within a maximum period of sixty days from the date at which the Bank of Spain taken the acknowledgement of receipt of the notice, to carry out the assessment referred to in paragraph 1. The acknowledgement of receipt will be written in the period of two working days counting from the date of receipt of the notice by the Bank of Spain, provided that it is accompanied by all the information that is required in accordance with article 24 and it will indicate the exact date on which expires the period of evaluation potential acquirer. If the notification did not contain all the required information, you will be required to the potential purchaser so that, within a period of ten days, remedy the lack or accompany the mandatory information, with an indication of that, so do not do so, you shall be withdrawn from the proposed acquisition.

4. If it considers it necessary, the Bank of Spain may request before the 50th working day of the period specified in the preceding paragraph additional information which, as a general rule, should be required pursuant to the provisions of article 24 to conveniently evaluate the proposed acquisition. This application shall be made in writing and it shall specify the additional information required.

5. the Bank of Spain can only raise the European Central Bank a draft decision to oppose the proposed acquisition when there are reasonable grounds to do so, on the basis of the criteria laid down in paragraph 1.

If after the evaluation, the Bank of Spain raised objections to the proposed acquisition shall inform the potential acquirer, written and motivating its decision, within two working days, without that in any case the maximum period does not exceed to perform the evaluation.

If it did not exist pronouncement in the period of sixty days referred to in paragraph 3 means that opposition there is no.

6. the Bank of Spain may not impose preconditions in terms of the amount of the participation which must be purchased or taken into account economic market needs to carry out the assessment.

7. the draft decisions prepared by the Bank of Spain mentioned the possible observations or reservations expressed by the competent authority responsible for the supervision of the potential acquirer, consulted under the terms of article 19 of the law 10/2014, 26 June.

8. at the request of the purchaser or ex officio, the Bank of Spain will make public the reasons which justify its draft decision provided that revealed information does not affect third parties unrelated to the operation.

Article 26. Suspension of the period of assessment.

1. in the case referred to in article 25.4, the Bank of Spain may suspend the computation of the period of assessment, for only once, during the period that mediate between the date of the request for additional information and the date of receipt of the same. This suspension may have a maximum duration of twenty working days.

2 Notwithstanding the provisions of the preceding paragraph, the Bank of Spain may determine that the suspension of the calculation of the period of assessment referred to in the preceding paragraph has a maximum length of thirty working days, if the potential purchaser: to) is authorized or domiciled outside the European Union; or, b) is not subject to financial supervision in Spain or the European Union.

3. the computation of the thirty days referred to in article 25.2 to the Executive service of the Commission for the prevention of money laundering and monetary offences referred its report to the Bank of Spain, will be suspended on the same terms that it suspend the computation of the period of assessment in accordance with article 25.4.

Article 27. Information on the structure of capital of credit institutions.

Irrespective of the obligation established in article 22.1 of law 10/2014, of 26 June, credit institutions shall inform the Bank of Spain, as this set, during the month following each quarter natural, the composition of its capital, relating all the shareholders, in the case of the banks, or any holder of contributions in the case of credit unions, at the end of that period to have consideration of financial institutions and, not to be so, having registered to its name shares or contributions that represent a percentage of the share capital of the entity equal to or superior to 0.25 per cent, in the case of banks or 1 percent of the credit unions.

Article 28. Publicity of shareholdings.

1 in accordance with article 88 of the law 10/2014, of 26 June, credit institutions shall include in the annual report: to) personalised information for shares in its own capital, at the end of the exercise, held by credit institutions, domestic or foreign, or groups, in the sense of article 42 of the code of Commerce, which integrates any credit institution national or foreign When the participation is not less than 5 per cent of the capital or of the voting rights of the entity.
((b) personalised information holdings of the institution in the capital of other credit entities, national or foreign, when such holdings reach or exceed the percentage mentioned in the letter a).

(2 in the consolidated groups of credit institutions, the information requested in the preceding paragraph will be included in the Group report and refer, in the case of a) preceding paragraph, to stakes in any of credit institutions that are integrated in the group, and in the case of point (b)), which possess the group as a whole.

Chapter III fitness, incompatibilities and registration of officials article 29. Assessment of suitability.

1. the members of the Board of Directors, as well as General or similar principals and responsible for the functions of internal control and other key positions for the daily development of the activity of the credit institution, shall comply with the requirements of good repute, experience and good governance set out in the title I, chapter IV of the law 10/2014 , 26 June.

The members of the Board of Directors, as well as the Directors General or similar and those responsible for internal control functions and other key positions for the daily development of the activity of the parent of a credit institution must also meet these requirements. When assessing these requirements, be taken into account the nature, scale and complexity of the duties performed by these people with respect to the credit institution.

2 the assessment of the requirements referred to in the preceding paragraph will be: to) by the entity itself or, where appropriate, by its promoters, at the time of application for authorization for the exercise of the activity of the credit institution, when applicable to new appointments, and always occur when advised to reassess the appropriateness in the application of the procedures laid down in article 33.

(b) by an acquirer of meaningful participation, when the acquisition of such participation are derived new appointments, without prejudice to the subsequent assessment by the entity.

If the assessment of the suitability of the charges referred to in letters a) and b) above is negative, the entity shall not appoint or give possession in the post to such person, or in case of a sudden circumstance, it shall take all appropriate steps to remedy the identified deficiencies and, where necessary, have its temporary suspension or cessation.

(c) by the Bank of Spain or, where appropriate, the European Central Bank in the cases and following periods: 1 at the time of the authorization of the creation or acquisition of a credit institution, within the period provided for in article 3.

2. at the time of the acquisition of a significant stake from which are derived new appointments within the period provided for in article 25.

3rd after the notification of the planned new appointments proposed in article 33.3, within a period of three months, counted from such notification. In the absence of notification in this term, means that the assessment is positive.

4th when, in the presence of substantiated evidence, necessary to assess if suitability is maintained in relation to the member functions.

3. any breach of the requirements specified in articles 30 to 32 shall be communicated to the Bank of Spain by the entity within a maximum period of fifteen working days since you have knowledge of the same.

Article 30. Requirements of commercial and professional honorability.

1 concur commercial and professional honesty required under article 24 of the law 10/2014, 26 June, who have been showing personal, commercial, and professional conduct that do not throw any doubts about his ability to play a sound and prudent management of the entity.

2 to evaluate the concurrence of commercial and professional repute should be considered all the information available, including: a) the path of the charge in question in relation to the regulatory and supervisory authorities; the reasons that had been dismissed or ceased in jobs or previous positions; his history of personal solvency and compliance with obligations; his performance, if it had occupied senior positions in credit institutions which have been subjected to a process of early action or resolution; or had been disabled by law 22/2003, of July 9, bankruptcy, while you have not completed the period of disqualification set out in the statement of qualification of the contest and the broken and processed not rehabilitated in bankruptcy proceedings prior to the entry into force of the aforementioned law.

(b) the conviction for the Commission of crimes or misdemeanours and the penalty for the Commission of administrative offences taking into account: 1 the intentional or reckless nature of crime, failure or administrative violation.

2. If the conviction or sanction or not is firm.

3rd the severity of conviction or sanction imposed.

4th the characterization of the facts that gave rise to the conviction or sanction, especially if they were crimes against property, money laundering, against the socio-economic order and Social Security and public finances, or constitute infringement of the rules governing the exercise of banking, insurance or market values, or consumer protection.

5 If the facts which gave rise to the conviction or sanction were performed in own benefit or to the detriment of the interests of third parties whose administration or business management you would have been committed, and if necessary, the relevance of the facts that occurred the conviction or penalty in connection with the functions you have assigned or be assigned to the charge in question in the credit institution.

6 the prescription of the wrongful acts of criminal or administrative nature or the possible extinction of criminal responsibility.

7th the existence of extenuating circumstances and subsequent conduct from the Commission of the crime or offence.

8th the reiteration of convictions or sanctions for crimes, faults or infractions.

For the purpose of rating provided in this letter, the entity shall send to the Bank of Spain a certificate of criminal record of the person being valued. Also, the Bank of Spain will consult the databases of the European banking authority, the European Securities and markets authority and the European authority of insurance and retirement pensions on administrative sanctions and may establish a Committee of independent experts in order to inform the records of assessment that if conviction for offences or misdemeanours.

((c) the existence of relevant and well-founded, investigations in criminal matters like administrative, on any of the facts referred to in b). 4 ° shall not be deemed that there is a lack of good repute struck by the mere fact that, in the exercise of his position, a counselor, director general or assimilated, or another employee responsible for internal control or occupy a key position in the development of the general activity of the entity is the subject of such research.

3. If during the period of its activity it concurriese in the assessed person, any of the circumstances provided for in the previous paragraph, and this is relevant for the evaluation of their repute, the credit institution shall inform the Bank of Spain within a maximum period of 15 working days from their knowledge.

4. the members of the Board of Directors, Directors General or similar and other employees who are responsible for the functions of internal control and other key positions for the daily development of the activity of the entity that had knowledge that concur in his person, or in any of the above persons any of the circumstances described in paragraph 2 they must inform immediately your entity.

Article 31. Knowledge and experience requirements.

1 they will possess the knowledge and experience required under article 24 of the law 10/2014, 26 June, who have training level and suitable profile, particularly in the areas of banking and financial services, and practical experience derived from their previous occupations for sufficient periods of time. Be taken into account for this purpose, both the knowledge gained in an academic environment, as the experience in the professional development of functions similar to that are going to develop in other entities or companies.

2. in the assessment of the practical and professional experience pay special attention to the nature and complexity of held jobs, skills and powers of decision and assumed responsibilities, as well as the number of dependants, technical knowledge achieved on the financial sector and the risks to be managed.

In any case, criteria of knowledge and experience apply to valuing the nature, scale and complexity of the activity of each entity and the specific roles and responsibilities of the post assigned to the evaluated person.

3. in addition, the Board of Directors must be members that, taken as a whole, together sufficient professional experience in the governance of credit institutions to ensure the effective capacity of the Board of directors make decisions independently and autonomous for the benefit of the entity.

Article 32. Ability to exercise good governance of the entity.
1 to assess the ability of the members of the Board of Directors of exercise required by article 24 of the law 10/2014, of 26 June, under governance of the entity, shall be taken into account: a) the presence of potential conflicts of interest that create undue influences from third parties arising from: 1 the positions held in the past or in the present in the same entity or other public or private organizations , 2nd a personal, professional or economic relationship with other members of the governing body of the entity, its parent or its affiliates, 3rd a personal, professional or economic relationship with the shareholders who have control of the entity, its parent or its subsidiaries.

(b) the ability to devote sufficient time to carry out the functions of.

2. If during the course of their activity concurriese in a Director any circumstance that could alter their ability to exercise good governance of the Organization, the credit institution shall inform the Bank of Spain within a maximum period of 15 working days from their knowledge.

Article 33. Selection, monitoring and evaluation of the requirements of fitness by credit institutions.

1. credit institutions and branches of credit institutions not authorised in a Member State of the European Union must have, in terms proportionate to the nature, scale and complexity of its activities, with units and internal procedures to carry out the selection and continuous evaluation of the members of its Board of Directors and Directors General or similar , and those responsible for internal control and other key positions in the State functions.

2. Likewise, credit institutions must identify the key positions for the daily development of its activity and responsible for the functions of internal control, provision of the Bank of Spain keeping an up-to-date list of the people who play them, the assessment of suitability by the entity and the documentation that accredits the same.

3. credit institutions shall notify the Bank of Spain the proposal for the appointment of new members of the Board of Directors, Directors General or assimilated both the credit institution itself and, where applicable, of its parent company.

Article 34. Senior registration.

1 for your registration of officials laid down in article 27 of the law 10/2014, 26 June, directors and Directors General or similar entity must declare expressly, in the document confirming his acceptance of the post: to) that meet the requirements of fitness referred to in article 24 of the law 10/2014 , 26 June.

(b) that you are not in any limitations and incompatibilities provided for in article 26 of the law 10/2014, 26 June, or in any standard that they were implementing.

2. in addition to the record of senior management, it will be up to the Bank of Spain the creation and management of a register of Directors and Directors General or similar dominant societies of Spanish credit institutions, when such entities are financial holding company or mixed financial holding companies. Registering the counselors, Directors General and similar ones must register mandatory.

For registration, the entity should communicate his appointment within fifteen working days of the acceptance of the charge, including personal and professional data that establishes, as a general rule, the Bank of Spain and expressly declare, in the document confirming the acceptance of the charge that the directors and Directors General or similar compliance with the requirements set out in the letters a) and b) of the preceding paragraph.

Article 35. Limits to obtain credits, guarantees and guarantees for the senior management of the entity.

1. credit institutions must request to the Bank of Spain authorization for the granting of credits, guarantees and warranties to the members of its Board of directors or Directors General or similar.

2 does not require the authorization referred to in the preceding paragraph the granting of credit, guarantee or warranty: to) is covered in the collective agreements between the credit institution and its employees.

(b) is carried out under contract whose conditions are standardised and apply en masse and as usual a large number of clients, provided that the amount awarded to the same person, up to second-degree relatives or to the societies in which these people have an equal or greater than 15 percent controlling stake , whose advice or part, do not exceed 200,000 euros.

In any case, the granting of previous operations shall be communicated to the Bank of Spain immediately after his award.

3 to evaluate the request for authorisation referred to in the preceding paragraph, the Bank of Spain shall take into account, at least, the following factors: to) the effects that the credit, guarantee or warranty might have on the sound and prudent management of the entity and correct enforcement of rules of management and discipline.

(b) the effects that these operations could have on the appropriate sharing of responsibilities within the Organization and the prevention of conflicts of interest.

(c) the terms and conditions that are granted these operations relating to the general interest of the entity and, in particular, in comparison with operations granted to other employees other than the members of the Board of Directors, Directors General or similar and the clientele.

Chapter IV corporate governance and politics from remuneration article 36. Obligations in the field of corporate governance and remuneration policy.

1 a the effects of article 34.1. n) of law 10/2014, 26 June, means for discretionary benefits pension, discretionary payments granted by a credit institution on an individual basis to staff under a plan of pensions or other instrument which provide retirement benefits and may be treated as variable pay. In no event will include benefits granted to an employee in accordance with the State pension system.

2 a effects to comply with provisions of article 34.1. p) Law 10/2014, June 26, the Bank of Spain will be able: to) impose restrictions on credit institutions for the use of instruments mentioned in this section of the Act.

(b) establishing the criteria necessary to allow that variable compensation contract based on negative financial results credit institutions.

(c) demand to credit institutions and their groups that limit variable compensation as a percentage of total revenues when it is not compatible with the maintenance of a sound capital base.

3. in relation to the entities that have received financial support under the terms laid down in article 35 of the law 10/2014, 26 June, and without prejudice to other applicable regulations, it is up to the Bank of Spain expressly authorize the amount, accrual and payment of any variable remuneration to the directors and management, and may also establish, if necessary , his total compensation limits.

4. without prejudice to the foregoing, the Bank of Spain will establish criteria on concepts and policies of remuneration contained in articles 32 to 35 of the Act 10/2014, 26 June, and in particular may establish specific criteria for the determination of the relationship between fixed and variable components of total compensation.

5 in accordance with article 29.1 of the law 10/2014, June 26, the Bank of Spain may have for the obligation constitute the committees referred to in articles 31 and 36 of the Act, provided that: a) concerned subsidiaries of credit institutions that have been exempted from the application of prudential requirements on an individual basis , pursuant to article 7 or 10 of the Regulation (EU) No. 575/2013, on June 26, 2013, and the fifth additional provision of law 10/2014, June 26.

(b) parent credit institutions constitute such committees, in accordance with articles 38 and 39, and to exercise its functions to subsidiaries.

Article 37. Obligations of publicity in the field of corporate governance and remuneration policy.

1. in accordance with article 29.5 of the law 10/2014, of 26 June, credit institutions will offer on its website form clear, understandable and comparable information in the field of corporate governance under the title I, chapter V of the Act and the way in which comply with their obligations of corporate governance and remuneration. The Bank of Spain will specify the terms that must be configured website and information to credit institutions included therein, in accordance with provisions of law 10/2014, June 26, and this chapter.

2. the Board of Directors will be responsible for maintaining up-to-date information.

3. information about the remuneration accrued in each fiscal year by the members of the Board of Directors, which published on its website of credit institutions, should reflect the total amount of accrued compensation and a breakdown individualized compensation concepts with reference to the amount of the fixed components and diets, as well as the retributive concepts of variable character.
This information will contain all accrued compensation concepts, either that their nature or the entity of the group that satisfies it.

4. the provisions of the preceding paragraph shall include, where appropriate, the remuneration payable by the members of the Board of Directors for membership of Councils in other companies of the group or taken part in to act on behalf of the group.

5. equally, will include information on the outcome of the vote on the Board of shareholders or general Assembly, the policy of remuneration of the members of the Board of Directors in accordance with the provisions of article 33.3 from law 10/2014, 26 June, indicating the existing quorum, the total number of valid votes, the number of votes in favour against and abstentions.

Article 38. Nominations Committee.

1 Nominations Committee, provided for in article 31 of the law 10/2014, 26 June, perform at least the following functions: to) identify and recommend, with a view to its approval by the Board of directors or by the general meeting, candidates to provide the vacant positions on the Board of Directors.

(b) assess the balance of knowledge, ability, diversity and experience of the Board of Directors and a description of the functions and skills required for a particular appointment, valuing the dedication of time planned for the performance of the job.

(c) to evaluate periodically, and at least one time a year, structure, size, composition and the performance of the Board of Directors, making recommendations to it, with regard to possible changes.

d) evaluate periodically, and at least once a year the suitability of various members of the Administration and this Council as a whole, and inform the Board accordingly.

(e) periodically review the policy of the Board of Directors in the selection and appointment of the members of the senior management and make recommendations to him.

(f) establish, in accordance with article 31.3 of the law 10/2014, June 26, a target of representation for the sex under-represented in the Board of Directors and to develop guidance on how to increase the number of the under-represented sex to achieve this objective. The goal, orientations and the implementation of the rules will be published together with the information referred to in article 435.2. c) of Regulation (EU) No. 575/2013, of 26 June 2013, and will be communicated to the European banking authority by the Bank of Spain.

In addition, the Bank of Spain will use this information to carry out comparisons of practices in favour of diversity.

2. in the performance of their duties, nominations Committee will take into account, as far as possible and on an ongoing basis, the need to ensure that decisions of the Board of Directors is not dominated by an individual or a small group of individuals so that the interests of the entity being disadvantaged as a whole.

3. the Nominations Committee may use the resources it considers appropriate for the performance of its functions, including external advice, and will receive funds adequate to do so.

Article 39. Remuneration Committee.

1 Remuneration Committee provided for in article 36 of the law 10/2014, 26 June, will be responsible for the preparation of decisions relating to pay, including those that have implications for risk and the management of risks of the entity concerned, which shall adopt the Board of Directors.

In particular, the remuneration Committee must inform the general policy of remuneration of the members of the Council of administration, Directors General or similar, as well as the individual remuneration and other contractual conditions of members of the Board of directors who perform executive functions, and will ensure its observance.

2. in those cases that the specific rules of an entity allows for the representation of staff in the Board of Directors, the remuneration Committee shall include one or more representatives of the staff.

3. in the preparation of decisions, the remuneration Committee will consider the long-term interests of the shareholders, investors and other stakeholders in the company, as well as the public interest.

Article 40. Monitoring of income-generating policies.

The Bank of Spain collected and shall transmit to the European banking authority the information published by the institutions in accordance with article 450.1. g), h) e i), of the Regulation (EU) No. 575/2013, of 26 June 2013. This information will be used by the Bank of Spain to compare trends and practices in the field of remuneration.

In the case of information on the number of individuals in each entity receiving compensation of 1 million euros or more per year, will also include responsibilities in the position occupied, the involved business scope and the main components of salary, incentives, premiums in the long run and the contribution to the pension.

Article 41. Risk management function.

1. the director of the unit of risk management referred to in article 38.1 of the law 10/2014, 26 June, will be a senior independent executive, not perform operational functions that specifically responsible of the risk management function and can not be revoked from his post without the prior approval of the Board of Directors.

In any case, they will understand by those operating functions that involve executive responsibilities or management in lines or areas of business of the entity.

For the performance of their duties the director of risk management unit will have direct access to the Board of Directors.

2 where the nature, scale and complexity of the activities of the entity does not warrant that a person be appointed specifically, another high official of the entity, may play this role provided that there is no conflict of interest.

3 corresponds to the credit risk management unit: to) determine, quantify and properly notify all significant risks.

(b) participate actively in the elaboration of the strategy of risk of the entity and all the important decisions of risk management.

(c) present a complete picture of the range of risks to which the entity is exposed.

(d) report directly to the Board of Directors on specific developments of risk that affect or may affect an entity.

Article 42. Risk Committee.

1 will correspond to the risk Committee provided for in article 38 of the law 10/2014, 26 June: to) advise the Board of Directors about the global risk, current and future, propensity of the Organization and its strategy in this area, and assist in the monitoring of the implementation of that strategy.

Despite the foregoing, the Board of Directors is responsible for risks that assume the entity.

(b) to monitor the pricing policy of the assets and liabilities offered to customers to take fully into account the business model and strategy of risk of the entity. Otherwise, the risk Committee will present to the Board of directors a plan to remedy it.

(c) determine, together with the Council of administration, the amount, the nature, format and frequency of information on risks which must receive the Committee and the Board of Directors.

(d) contribute to the establishment of policies and sound compensation practices. For this purpose, the risk Committee shall consider without prejudice to the functions of the remuneration Committee, if the policy of incentives in the remuneration system takes into consideration the risk, capital, liquidity and the probability and the opportunity to benefit.

2. for the proper exercise of its functions, entities shall ensure that the risk Committee can access without difficulties the information on the situation of risk of the entity and, if necessary, to the risk management unit and specialist external advice.

Title II solvency of institutions of credit chapter I systems, procedures, and mechanisms of risk management and self-assessment of article 43 capital. Organisation, risk management and internal control requirements.

1. subject to the provisions of article 29 of the law 10/2014, 26 June, credit institutions must be based on consolidated or subconsolidated systems, strategies, procedures and mechanisms to comply with the rules of management and discipline, in particular, to the rules laid down in articles 46 to 54. A_tal_efecto, shall be: to) have an organizational structure appropriate to the nature of their activities and with well defined, transparent and consistent lines of responsibility.

(b) have an internal audit function that ensure the proper functioning of the internal control and information systems.

(c) having a unit that performs the function of compliance. This function must have integral character, comprising, among others, the obligations resulting from the provision of investment services, in this respect as well as those established by the prevention of money laundering regulations.

2 the functions referred to in points b) and (c)) of the preceding paragraph shall be performed under the principle of independence from areas, units or functions that turn your verification.
The Board of Directors of the credit institution shall be also informed periodically of the results of the verificativas work carried out by the internal audit and compliance functions.

3. the credit institutions that have not been exempted by the Bank of Spain under articles 7 or 10 of the Regulation (EU) No. 575/2013, on June 26, 2013, and the additional provision fifth law 10/2014, on June 26, the application of prudential requirements on an individual basis, they must have systems strategies, procedures and mechanisms them referred to in paragraph 1 also on an individual basis.

4. the subsidiaries of Spanish credit institutions located in States not members of the European Union have also systems, strategies, procedures and equivalent mechanisms unless prohibited by the law of the country where the subsidiary is located.

5 credit institutions that provide investment services shall comply with the requirements of internal organization collected in article 70 of law 24/1988, of 28 July ter.3.

Still, are understood to be fulfilled the requirements of article 70 ter.3.a) of law 24/1988, of July 28, referred to the administrative and accounting procedures, internal control mechanisms, internal audit and effective techniques for the evaluation of risks, as well as the obligation to measures that ensure continuity and regularity in the provision of services included in (b)) of the same paragraph, when entities comply with the provisions of this chapter.

Article 44. Responsibility of the Board of Directors on the assumption of risk.

1 for the proper exercise of the responsibilities of the Board of Directors on risk management provided for in article 37.2 of the law 10/2014, of 26 June, credit institutions: to) establish channels of information to the Board of Directors covering all the important risks and policies of risk management and its modifications.

(b) shall ensure that the Board of Directors can access without difficulties information about the situation of risk of the entity and, if necessary, to the function of risk management and expert external advice.

2. the Board of Directors shall determine, together with the risk Committee, the nature, quantity, format and frequency of information on risks which must receive the aforementioned Committee and the Council of administration.

Article 45. Application of the process of self-evaluation of internal capital.

(1. the self-evaluation process of capital laid down in article 41 of the law 10/2014, 26 June, will be carried out: to)-based consolidated, in accordance with the scope and methods of reasonable consolidation expected in the first part, title II, Chapter 2, sections 2 and 3 of Regulation (EU) No. 575/2013 , June 26, 2013, by: 1 parent credit institutions.

2. the entities controlled by financial holding companies and mixed financial parent holding companies. However, when a financial holding company or a mixed financial parent holding company controlling more than one credit institution or investment services company, the capital self-assessment process will be carried out only by the credit institution or provider of investment on which applies the supervision on a consolidated basis in accordance with article 81.

(b) on an individual basis by: 1 institutions of credit which are not subsidiaries, parent companies or entities permanently affiliated to a central body in accordance with article 10 of Regulation (EU) No. 575/2013, 26 June.

2nd credit institutions which are not included in the consolidation in accordance with article 19 of Regulation (EU) No. 575/2013, 26 June.

(c) on the basis firms by subsidiaries credit institutions authorized in Spain when these entities or their financial portfolio or financial mixed holding company dominant society have as subsidiaries in States not members of the European Union to credit institutions, financial institutions or investment services companies or own a stake in a company of these characteristics.

For purposes of this letter, will be considered financial institutions defined in article 40 of the law 10/2014, June 26.

2. the strategies and procedures referred to in article 41 of the law 10/2014, 26 June, will be summarized in an annual report of self-evaluation of internal capital that will be forwarded to the Bank of Spain before April 30 of each year, or one shorter period when so the Bank of Spain has established it.

For the preparation of this report of credit institutions shall take into account criteria which, for these purposes, publish the Bank of Spain.

Article 46. Credit and counterparty risk.

In regard to credit and counterparty risk, institutions must: a) basing loans on solid and well defined criteria.

(b) establish a procedure clear approval, modification, renewal and refinancing of credits.

(c) have internal methodologies that allow them to assess the credit risk of exposures against debtors, values or individual securitisation positions, as well as the whole of the portfolio credit risk.

Internal methodologies not will be supported only or mechanically in external credit ratings. The fact that equity requirements are based on the qualification of an agency of external credit rating or the absence of a rating of the exhibition shall not prevent entities take into account other relevant information to assess its internal capital allocation.

(d) use effective methods to manage and supervise permanently the different portfolios and credit risk exposures.

(e) identify and manage doubtful credits, and the value adjustments and provisions of adequate provisions.

(f) diversifying the portfolios of credit properly depending on the target markets and overall credit strategy of the entity.

Article 47. Residual risk.

Entities must have policies and procedures written, among other means, to handle the possibility that the credit risk mitigation techniques to which refers article 108 of the Regulation (EU) No. 575/2013, June 26, are less effective than expected.

Article 48. Risk concentration.

Entities must have policies and procedures written, among other means, to control the risk of concentration derived from: a) exhibitions against each of the counterparts, including the entities of central counterparty, groups of connected counterparties and counterparts in the same economic sector, the same geographical region or the same activity or raw material, in the terms to be determined by the Bank of Spain.

(b) the application of credit risk mitigation techniques, including the risks associated with large indirect credit exposures, such as an issuer of security.

Article 49. Risk of securitisation.

1. risks arising from securitisation transactions in which the credit institution acts as investor, originator or sponsor, including the reputational risk, will be assessed and tested using the policies and procedures to ensure, in particular, that the economic content of the operation is fully reflected in the decisions of evaluation and risk management.

2 credit institutions originators of renewable securitization transactions involving early amortisation clauses, have liquidity plans to deal with the implications derived both the amortisation to maturity as the early.

Article 50. Market risk.

Credit institutions apply policies and procedures for the determination, assessment and management of all significant sources of risk of market and the effects of such risks are significant.

In particular, the level of internal capital of the entities must be suitable to cover the significant market risks which are not subject to a requirement of own resources.

Article 51. Risk of interest rates arising from the trading book activities.

The entities apply systems to determine, assess and manage the risk of possible variations in interest rates affecting the non-trading book activities.

Article 52. Operational risk.

1. institutions apply policies and procedures to assess and manage operational risk exposure, including, where appropriate, the risk of model, covering the risk of generating rare events of very high losses.

To this end, it means risk model, the risk of potential loss that may incur an entity as a result of decisions based mainly on the results of internal models, due to errors in the conception, application or use of such models.

Entities to specify what constitutes an operational risk for the purposes of these policies and procedures.

2. institutions shall establish emergency and continuity of the activity plans that allow them to maintain their activity and limit losses in the event of serious disruption in business.

Article 53. Liquidity risk.
1. the entities must have strategies, policies, procedures and sound systems for the identification, management and measurement of liquidity risk, proportional to the nature, scale and complexity of their activities. For this purpose, the Bank of Spain will require entities: to) develop methods for the monitoring of funding positions.

(b) identify the assets free of charges available in emergency situations, taking into account the possible legal limitations to any transfers of liquidity.

(c) study the impact of different scenarios on their liquidity profiles.

2. the entities, taking into account the nature, size and complexity of its activities, shall maintain liquidity risk profiles consistent with those needed for the proper functioning and the soundness of the system. The Bank of Spain will control the evolution of those profiles maintained by the entities according to elements such as design and volumes of products, risk management, financing policies and funding levels. En_particular, the Bank of Spain will require entities: to) have tools for reducing the risk of liquidity such as mattresses of liquidity, or a suitable diversification of sources of funding that allow to cope with stressful financial situations.

(b)) develop emergency plans to deal with the scenarios laid down pursuant to point (c)) of the preceding paragraph and plans to address possible liquidity shortfalls. The latter shall be put to the test by the entity at least once a year.

3. when the Bank of Spain considers that an entity has some liquidity levels lower than appropriate in accordance with the criteria laid down in this article and its implementing regulations or in article 42 of the law 10/2014, 26 June, may adopt, among others, some of the measures referred to in article 68.2 of the Act.

These measures shall be implemented without prejudice to the sanctions that apply in accordance with the provisions of title IV, chapter III of the law 10/2014, 26 June, and must relate to the position of stable funding requirements laid down in the rules of solvency and liquidity of the entity.

4. in addition, where the evolution of an entity liquidity risk profiles could give rise to instability in another entity or to systemic instability, the Bank of Spain informed about measures taken to solve this situation to the European banking authority.

Article 54. Risk of excessive leverage.

1. institutions shall establish policies and procedures for the identification, management and control of the risks of excessive leverage.

2 the risk of excessive leverage indicators include the leverage ratio determined in accordance with article 429 of the Regulation (EU) No. 575/2013, of 26 June 2013, and gaps between assets and liabilities.

3. the entities addressed the risk of excessive leverage on a preventive basis, taking into account the potential increases of the risk caused by reductions in the resources of the entity arising from planned or actual losses according to the applicable accounting standards. For those purposes, entities must be able to deal with various situations of difficulty in regard to the risk of excessive leverage.

Article 55. Regime of solvency applicable to branches of credit of States not members of the European Union.

The Bank of Spain, in accordance with article 60.1 of the law 10/2014, on 26 June, will determine the regime of solvency applicable to branches of credit institutions based in States not members of the European Union. This regime may exempt mentioned branches, wholly or partly, of the provisions of the rules of solvency on the basis of the following criteria: to) that the entity is subject in its country of origin requirements equivalent to those laid down by the solvency regulations.

(b) that the branch is integrated with the rest of the Organization to effect compliance with the rules of solvency.

(c) that the entity undertakes to support at all times, and always that the Bank of Spain, requested to do so the obligations of its branch office, providing the means to meet those obligations in Spain.

(d) in the case of competition, settlement, resolution or equivalent figures of the credit institution there is equal treatment of depositors of the branch with the rest of the Organization, in particular with their country of origin, except when deposits are barely significant in the opinion of the Bank of Spain.

(e) that the entity has plans for restructuring and resolution comparable to those required in the regulations of resolution of credit institutions.

(f) that there is reciprocity in the solvency requirements in the country of origin of branches of Spanish credit institutions.

However the above, the obligations required of branches of credit institutions based in States not members of the European Union may not be less stringent than those required of branches of Member States of the European Union.

Article 56. Exhibitions against the public sector.

1. in accordance with provisions in article 115.2 of the Regulation (EU) No. 575/2013, of 26 June 2013, exhibitions by the autonomous communities and Spanish local entities will receive the same treatment as the exhibitions to the General Administration of the State.

2. in accordance with the provisions of article 116.4 from Regulation (EU) No. 575/2013, of 26 June 2013, when, in exceptional circumstances and in view of the Bank of Spain, there is no difference of risks due to the existence of adequate safeguards, the following exhibitions will receive the same weighting as the exhibitions against the Administration on which they depend (: a) exhibitions against autonomous bodies and public business entities regulated in title III of law 6/1997, of 14 April, organization and functioning of the General Administration of the State.

(b) exhibitions against other agencies or public law entities linked or dependent of the General Administration of the State.

(c) exhibitions management entities, common services and mutual insurance of the Social Security.

(d) exhibitions against the official credit Institute.

(e) exhibitions against autonomous bodies and public entities dependent on the autonomous communities, which, in accordance with applicable laws, always have similar to that provided to dependents of the Government.

(f) exhibition against Spanish local authorities, organizations or public bodies of an administrative nature which always lack of profit and develop administrative activities of such entities.

(g) exhibitions against consortia composed by autonomous communities Spanish local entities, or these and other public administrations, to the extent that, by its composition, those Governments bear most of the economic responsibilities of the Consortium.

Article 57. Adoption of action to return to compliance with the standards of solvency.

1. when a credit institution or a group, or subgroup, consolidatable of credit institutions present a deficit of Computable equity with respect to those required by the rules of solvency, the entity or the obliged entity of the group or subgroup consolidatable, as the case may be, shall inform, immediately, the Bank of Spain and will present a program in which materialize the plans to return to compliance in within a month , unless the situation was corrected in that period. Program must contain, at least the aspects referred to the identification of determining causes of the deficit of own resources, the plan for returning to compliance with which may include limitations on activities involving high risk, the disinvestment in specific assets, or measures for the increase of the level of own resources and the predictable periods to return to compliance.

In the event that the defaulting institution belongs to a group or subgroup consolidatable of credit institutions, the program must be endorsed by the obliged entity thereof.

This program must be approved by the Bank of Spain, which may include modifications or additional measures it considers necessary to ensure the return to the minimum levels of required resources. The presented program shall be approved if three months of their submission to the Bank of Spain had not been express resolution.

This paragraph shall not apply if the deficit of own resources is less than the combined requirement of capital cushions, in which case the provisions of article 75 applies.

2 identical performance to that provided for in the preceding paragraph shall be followed when they are exceeded the limits to large exposures set out in the fourth part of the Regulation (EU) No. 575/2013, of 26 June 2013, even when it is because of a sudden reduction of Computable equity.
3. when the Bank of Spain, in accordance with the provisions of article 68 of the law 10/2014, of 26 June, obliges to a credit institution or a group or sub-group to maintain own resources additional to those required as a minimum, and this requirement is that of the institution's own resources are insufficient , the entity or the obliged entity of the group or subgroup, as the case may be, within the period of one month will present a program in which materialize the plans to meet the additional requirement, unless the situation was corrected in that period. In the event that the defaulting institution belongs to a group or subgroup consolidatable of credit institutions, the program must be endorsed by the obliged entity thereof.

This program must be approved by the Bank of Spain, which may include modifications or additional measures as it deems necessary. The program will include the date of fulfilment of the additional requirement, that will be the reference for the beginning of the computation of the time limit set in article 92.d) of law 10/2014, 26 June. The presented program shall be approved if three months of their submission to the Bank of Spain had not been express resolution.

4. when the Bank of Spain, in accordance with the provisions of article 68 of the law 10/2014, 26 June, require a credit institution or a group or subgroup which reinforce the procedures, mechanisms and strategies adopted, may require the presentation of a program in which materialize measures to remedy deficiencies warned and predictable deadlines for its implementation. This program must be approved by the Bank of Spain, which may include modifications or additional measures as it deems necessary.

5. when several of the assumptions of the preceding paragraphs are made simultaneously, the presented program may have joint.

Chapter II article 58 capital cushions. Combined requirement of capital cushions.

1 credit institutions, in accordance with article 43 of law 10/2014, from June 26, shall comply at all times combined requirement of capital cushions, understood as the total of the tier 1 ordinary necessary capital to comply with the obligation to have a cushion of capital preservation, and, where appropriate: to) a mattress of each institution's specific counter-cyclical capital.

(b) a mattress for global systemically important institutions.

(c) a mattress for systemically important institutions.

(d) a mattress against systemic risks.

The ordinary tier 1 capital required to meet each of the mattresses will be additional to that required to meet the remaining mattresses, the requirements of own resources laid down in article 92 of the Regulation (EU) No. 575/2013, 26 June, and those others which, if any, may be required by the Bank of Spain, pursuant to article 68.2. to) of law 10/2014 , 26 June.

Credit institutions, in accordance with article 43 and the sixteenth additional provision of law 10/2014, 26 June must comply also with the capital cushions established by the European Central Bank.

2. the capital cushions will be determined as a percentage of the amount of exposure to the risk of the entity that correspond to each mattress, calculated in accordance with article 92.3 of Regulation (EU) No. 575/2013, on June 26, 2013, with precision that, where appropriate, to establish the Bank of Spain. However in the calculation of the combined capital cushion requirement may set these exposures to the requirements of own resources along with the combined requirements of mattress of capital corresponding to each exposure risk not will result in a value that exceeds the respective exposure. Total risk-weighted exposures adjustment shall be given by the sum of excesses calculated for each subject to weighting exposure with the restrictions, if any, determined by the Bank of Spain.

3. subject to the provisions of article 5(1) of the Regulation (EU) No. 1024 / 2013 Council on October 15, 2013, the Bank of Spain, when it intends to establish a cushion of capital by virtue of the provisions of this chapter, must notify ten days before taking such a decision the European Central Bank. In the event that the European Central Bank is opposed, the Bank of Spain shall duly consider the reasons given before proceeding to the adoption of the mattress.

Article 59. Level of implementation of the conservation of capital cushion.

Compliance with the mattress for the conservation of capital of the 2.5 per cent referred to in article 44 of the law 10/2014, 26 June, must be carried out in individual and consolidated way, pursuant to the first part, title II, of Regulation (EU) No. 575/2013, 26 June.

Article 60. Calculation of the percentage of each institution's specific counter-cyclical capital cushion.

1. subject to the provisions of article 45 of the law 10/2014, 26 June, credit institutions shall maintain a cushion of counter-cyclical capital calculated specifically for each entity or group. This mattress will be equivalent to the total amount of exposure calculated in accordance with article 92.3 of Regulation (EU) No. 575/2013, on June 26, 2013, with details, where appropriate, to establish the Bank of Spain, multiplied by a percentage of specific capital cushion.

2. compliance with the mattress of counter-cyclical capital shall be individual and consolidated way, pursuant to the first part, title II, of Regulation (EU) No. 575/2013, of 26 June 2013.

3. the percentage of specific counter-cyclical capital according to the entity mattress will consist of the weighted average of the percentages of counter-cyclical mattresses which are applicable in the territories in which relevant credit exposures of the entity are located.

Credit institutions, in order to calculate the average referred to in the preceding paragraph, shall apply to each percentage applicable counter-cyclical mattress the total amount of their requirements of equity by credit risk, determined in accordance with the third part, titles II and IV of Regulation (EU) No. 575/2013, on June 26, 2013 , and corresponding to relevant credit exposures in the territory concerned, divided by the total amount of their requirements of equity by credit risk for all of their relevant credit exposures.

4. to determine the percentage of countercyclical mattress applicable to exhibitions in Spain, he will attend to provisions of article 61.

5 percentages of countercyclical mattress applicable to exhibitions located in Member States of the European Union, will be: to) the percentage laid down by the designated authorities belonging to that they do not exceed 2.5 per cent;

(b) the percentage laid down by the designated authorities belonging to exceed 2.5 percent and that they have been recognized by the Bank of Spain.

For purposes of the provisions of the preceding paragraph, the Bank of Spain will establish criteria for the recognition of counter-cyclical capital cushions above 2.5 per cent and advertising of such recognition standards.

(c) 2.5 percent when the designated authorities have set a higher percentage and this has not been recognized by the Bank of Spain.

6 the percentage of countercyclical mattress applicable to exhibitions located in States not members of the European Union, will be: to) that laid down, where applicable, by the Bank of Spain when the designated authorities have not set any percentage.

(b) laid down by the designated authorities provided it does not exceed 2.5 per cent and unless the Bank of Spain decided to set a higher percentage.

(c) that laid down by the designated authorities whenever it exceeds 2.5 percent and it has been recognized by the Bank of Spain.

The Bank of Spain will establish criteria to set percentages in accordance with the letters a) and b), and to recognize those established by the authorities of other States designated member in accordance with point (c)).

In addition, the Bank of Spain will establish rules of advertising of the rates fixed in accordance with provisions in the previous letters.

7. the Bank of Spain will determine credit exposures relevant for purposes of this article and its geographic location identification form.

8 a decisions set a certain percentage of mattress, the calculation referred to in paragraph 3 shall be taken follows: to) the percentage of countercyclical mattress corresponding exhibitions located in Spain or in other States members of the European Union shall apply from the date specified in the information published in accordance with article 61.4 or pursuant to national provisions equivalent of those States members that are of application, if the decision has the effect an increase in the percentage of the mattress.

((b) without prejudice to the provisions of point (c)), percentage of countercyclical mattress corresponding to a State not member of the European Union shall apply 12 months after the date on which the relevant State authority has announced a change in that percentage, regardless of which that authority requires entities incorporated in that State which implement change in a shorter period If the decision has the effect an increase in the percentage of the mattress.
(c) when the Bank of Spain set the percentage of countercyclical mattress relative to a non-Member State of the European Union pursuant to paragraph 6, that percentage applies from the date specified in the information published in accordance with this paragraph.

(d) the percentage of countercyclical mattress will be applied immediately if the decision has the effect a reduction of the same.

For the purposes of the provisions of point (b)), it shall be deemed that any change in the percentage of relative to a non-Member State countercyclical mattress has been announced on the date on which the relevant authority of the third country publication in accordance with the national rules applicable to the effect.

Article 61. Fixing of the percentages of counter-cyclical mattresses.

1. the Bank of Spain will calculate each quarter a pattern of mattress that will take as a reference to set the percentage of countercyclical mattress relative to exhibitions in Spain.

This pattern of mattress will be a reference parameter consisting of a percentage of countercyclical mattress shall be calculated and shall be published in accordance with the criteria and the procedure to determine the Bank of Spain. In any case, it must reflect transparently the credit cycle and all excessive growth of credit risks in Spain, and duly take into account the particularities of the Spanish economy. You must also be based on the deviation of the ratio of credit in respect of its long term trend gross domestic product.

2 the Bank of Spain will evaluate and set the appropriate percentage of the counter-cyclical mattress for credit exposures in Spain on a quarterly basis and, in doing so, shall take into account the following: a) the pattern of mattress calculated in accordance with paragraph 1.

(b) recommendations and guidelines in force issued, where appropriate, by the European systemic risk Board on the fixing of the percentages of counter-cyclical mattresses.

(c) any other variables deemed relevant by the Bank of Spain.

3. the percentage of the mattress counter-cyclical, expressed as both per cent of the total amount of exposure calculated in accordance with article 92.3 of Regulation (EU) No. 575/2013, on June 26, 2013, with precision that, in his case, could set the Bank of Spain, and applicable to entities with credit exposure in Spain pursuant to article 60.3 It will be placed between 0 per cent and 2.5 per cent, calibrated in multiples of 0.25 percentage points. When the assessment referred to in paragraph 2 justifies it, a percentage of countercyclical mattress over 2.5 per cent may be fixed.

4. the Bank of Spain will announce quarterly fixing of the percentage of countercyclical mattress through publication on its website, contain the minimum information that it determines.

Article 62. Identification of global systemically important institutions.

1. the Bank of Spain will identify, in accordance with article 46 of the law 10/2014, 26 June, to those entities which, on a consolidated basis, be global systemically important entities (in later EISM) for the purposes of the calculation of the EISM mattress.

Credit institutions, financial holding companies and mixed financial companies of portfolio that are matrix from a group of banks that includes at least one credit institution can be identified as EISM.

Despite the above, not be EISM those credit institutions which are subsidiaries with the parent company in a Member State of the European Union's institutions of credit or service companies of investment, financial institutions portfolio or mixed financial holding companies.

2. the Bank of Spain will determine the method of identification of the EISM based on the different circumstances in which is the entity pursuant to article 46.2 of the law 10/2014, 26 June. Such circumstances will receive identical weighting and be measured by quantifiable indicators.

The method developed by the Bank of Spain will allow the designation or not as EISM of the evaluated entity and its classification in a subcategory such as described in article 46.2 of the law 10/2014, 26 June.

3 Notwithstanding the provisions of paragraph 1, the Bank of Spain may, in the exercise of prudent supervision: a) reclassify a bottom in a higher subcategory subcategory EISM.

(b) classify an entity within the meaning of paragraph 1, whose overall score is lower than the limit set for the bottom in this subcategory or another higher subcategory, and so designated EISM.

Article 63. Identification of systemically important institutions.

1. the Bank of Spain will identify, in accordance with article 46 of the law 10/2014, 26 June, to those entities which, on an individual basis, firms or consolidated, are other systemically important entities (in later OEIS) for the purposes of the calculation of the mattress to OEIS.

The OEIS may well be a credit institution, or, well, a financial holding company or a mixed financial company's portfolio that are matrix of a group of financial institutions that include at least one credit institution.

2. the Bank of Spain will determine the method of identification of the OEIS taking into account at least some of the criteria laid down in article 46.3 of the law 10/2014, 26 June.

Article 64. Fixation of the mattress to other systemically important institutions.

1 when the Bank of Spain requires the maintenance of a mattress to OEIS as provided in article 46.5 from law 10/2014, 26 June, shall be subject to the following: a) mattress to OEIS should not expect damage out of proportion to the whole or parts of the financial system of other Member States of the European Union or the Union as a whole so that it develops or will create an obstacle to the functioning of the internal market.

(b) required to OEIS mattress will be reviewed at least once a year.

2. before setting a mattress to OEIS or modify it, the Bank of Spain shall notify it to the Commission, the European systemic risk, the European banking authority Board and the designated States and competent authorities members a month before the publication of the decision concerned to that referred to in article 46.5 of the Act 10/2014 , 26 June. Notification will detail describe the following elements: a) the reasons why is that mattress to OEIS can be effective and provided to reduce the risk.

(b) an assessment of the likely positive or negative impact of the mattress to OEIS in the single market on the basis of the information that is available.

(c) the percentage of mattress to OEIS which you want to require.

3. without prejudice to the provisions of the articles 46.5 and 47 of the Act 10/2014, on June 26, when an OEIS either a subsidiary an EISM or an OEIS is a matrix of the European Union institution which is obliged to keep a mattress to OEIS on a consolidated basis, the mattress that is applicable based on individual or subconsolidated to the OEIS shall not exceed the higher of the following percentages (: a) 1% of the total amount of exposure to the risk, calculated in accordance with article 92.3 of Regulation (EU) No. 575/2013, of 26 June 2013.

(b) the percentage of the mattress of the EISM or OEIS applicable to the Group on a consolidated basis.

Article 65. Joint application of mattresses for EISM, OEIS and mattress against systemic risks.

The Bank of Spain will determine rules of joint application of mattresses for EISM, OEIS and against systemic risks.

Article 66. Notification obligations of the Bank of Spain in relation to the EISM and the OEIS.

1. the Bank of Spain will notify the European Commission, the European banking authority and the European systemic risk Board the EISM and OEIS names and corresponding subcategories that have been classified the first, and will make public their names. The Bank of Spain will make public the subcategory in which each EISM is classified.

Each year, the Bank of Spain will check the identification of the EISM and OEIS and classification by sub-categories of the first, and will report on their results affected systemically important institution, as well as the European Commission, the European systemic risk Board and the European banking authority, making also public both the updated list of entities of importance systemic identified as the subcategory which is classified to each of the EISM identified.

2 in the event that the Bank of Spain decision pursuant to the provisions of article 62.3. b) shall inform the European banking authority, including their motives.

Article 67. Attach the mattress against systemic risks.

1. subject to the provisions of article 47.1 of the law 10/2014, 26 June, the Bank of Spain may require all entities or to one or more sub-sectors which maintain, in addition to the tier 1 capital ordinary to fulfil own resources requirement imposed by article 92 of the Regulation (EU) No. 575/2013 , June 26, 2013, a mattress against systemic risks of at least 1 per cent of tier 1 ordinary, exhibitions-based capital that applies this mattress, in accordance with paragraph 3, on an individual basis, consolidated or subconsolidated pursuant to part one, title II, of Regulation (EU) No. 575/2013 , June 26, 2013. The Bank of Spain may require entities to keep the mattress against systemic risks both on an individual basis as consolidated.
2. the mattress shall be fixed by steps of gradual or rapid adjustment of 0.5 percentage points being able to establish different requirements for different subsectors of the sector, according to what determined the Bank of Spain.

3 mattress against systemic risks may apply to exposures located in Spain, and you can also apply to exhibitions in third countries, in accordance with that determined by the Bank of Spain. You can also apply to exposures in other States members, subject to the provisions of article 133.15 of Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013, concerning the access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms by which Directive 2002/87/EC amending and repealing the directives 2006/48/EC and 2006/49/EC and in article 68.2 of this Royal Decree.

4 when requiring maintenance of a mattress against systemic risks, the Bank of Spain will adhere to the following: a) the mattress against systemic risks must not presume damages out of proportion for the whole or parts of the financial system of other Member States or of the Union as a whole, so that to form or will create an obstacle to the functioning of the internal market.

(b) the required mattress against systemic risks will be reviewed at least every two years.

5. the Bank of Spain, when a mattress against systemic risks in accordance with this chapter, may ask the European systemic risk Board to lead a recommendation, pursuant to article 16 of the Regulation (EU) No. 1092 / 2010 of the European Parliament and of the Council of 24 November 2010, relative to the macro-prudential oversight of the financial system in the European Union and is establishing a European systemic risk Board to one or more of the Member States which can recognize the percentage of mattress against systemic risks.

Article 68. Procedure for the establishment of the mattress against systemic risks below 3 per cent.

1 before setting a percentage of mattress against systemic of up to 3 percent risk or to modify it in this sense, the Bank of Spain shall notify it to the Commission, the European systemic risk, the European banking authority Board and designated States and competent authorities affected members, a month before the publication of the decision to that referred to in article 71. If the mattress is applicable to exhibitions located in States not members of the European Union, it also shall notify the supervisory authorities of those States.

Such notification will detail describe the following elements: a) the macroprudential or systemic risk existing in Spain.

(b) the reasons for which the extent of systemic or macro-prudential risks pose a threat to the stability of the financial system at the national level that justifies the percentage of mattress against systemic risks.

(c) the reasons why the mattress against systemic risk is deemed effective and provided to reduce the risk.

(d) an assessment of the likely positive or negative impact of the mattress against systemic risks in the internal market on the basis of the information that is available.

(e) the reason why any of the available measures under the auspices of Regulation (EU) No. 575/2013, on June 26, 2013, excluding articles 458 and 459, or of the law 10/2014, 26 June, and of this Royal Decree are sufficient, by itself alone or in combination, to deal with the macroprudential or systemic risk that is taking into account the relative effectiveness of these measures.

(f) the percentage of mattress against systemic risks that you want to require.

2. once made the notification referred to in paragraph 1, the Bank of Spain may apply the mattress to all exhibitions. However, if the fixing of the mattress is based on exposures to other Member States, you must set the same level for all exhibitions in the European Union.

Article 69. Procedure for the establishment of the mattress against systemic risks between 3 and 5 percent.

1. the fixing of mattresses against systemic risks between 3 and 5 percent shall comply with the procedure laid down in article 68.

Notwithstanding the provisions of the preceding paragraph, the fixing of mattresses against systemic risks above the 3 per cent that apply on exhibitions in other States members of the European Union will be carried out in accordance with the procedure laid down in article 70.

2. Notwithstanding the provisions of paragraph 1, the Bank of Spain will wait for the opinion issued by the European Commission in accordance with article 133.14 of Directive 2013/36/EU, on June 26, 2013, before adopting the mattress against systemic risks.

If the European Commission's opinion is negative, the Bank of Spain follow the opinion or expose the reasons why does not.

3. Notwithstanding the above, if a subsector of the financial sector is a subsidiary whose parent company is established in a Member State of the European Union, the Bank of Spain will also notification referred to in article 68 to the competent authorities designated by the Member State concerned for the fixation of capital cushions.

Also, the Bank of Spain will wait for the opinion of the European Commission and issued recommendation by the European systemic risk Board under article 133.14 Directive 2013/36/EU, June 26, before adopting the mattress.

In case of disagreement between the Bank of Spain and the competent or designated authorities which referred to in the first subparagraph of this paragraph, either that the opinion of the European Commission and the European systemic risk Board recommendation were both negative, the Bank of Spain will pose the question to the European banking authority and prompt assistance pursuant to article 19 of Regulation (EU) No. 1093 / 2010 , November 24, 2010. The decision set the mattress to these exhibitions will be suspended until the European banking authority has spoken.

Article 70. Procedure for the establishment of the mattress against systemic risks greater than 5 percent.

1. before set the mattress against systemic risks in a percentage higher than the 5 per cent or modify it in that sense, the Bank of Spain will notify to the Commission, the European systemic risk Board, the European banking authority, and competent and designated authorities of the Member States concerned. If the mattress is applicable to exhibitions located in States not members of the European Union, it also shall notify the supervisory authorities of those States. Notification will describe detail the following elements: a) the macroprudential or systemic risk existing in the Member State.

(b) the reasons for which the extent of systemic or macro-prudential risks pose a threat to the stability of the financial system at the national level that justifies the percentage of mattress against systemic risks.

(c) the reasons why the mattress against systemic risk is deemed effective and provided to mitigate the risk.

(d) an assessment of the likely positive or negative impact of the mattress against systemic risks in the domestic market on the basis of the information available to the Member State.

(e) the reason why any of the available measures under the auspices of Regulation (EU) No. 575/2013, on June 26, 2013, excluding articles 458 and 459, or of the law 10/2014, 26 June, and of this Royal Decree are sufficient, by itself alone or in combination, to deal with the macroprudential or systemic risk that is taking into account the relative effectiveness of these measures.

(f) the percentage of mattress against systemic risks that you want to require.

2. the Bank of Spain will only adopt mattress against systemic risks that referred to in paragraph 1 or the modification of the same if you have the relevant authorization from the European Commission pursuant to article 113.15 of Directive 2013/36/EU, June 26.

Article 71. Advertisement for mattresses against systemic risks.

The Bank of Spain will announce the fixation of the mattress against systemic risks through publication in a proper web page. The announcement shall include, at least, the following information: a) the percentage of mattress against systemic risks.

(b) the entities to which applies the mattress against systemic risks.

(c) the reasons which justify the mattress against systemic risks.

(d) the date from which entities should apply the mattress against systemic risk that has been set or changed.

e) the names of the countries where exhibitions are located that applies the mattress against systemic risks.

The information indicated in (b)) is not included in the advertisement if publication could endanger the stability of the financial system.

Article 72. Recognition of the percentage of mattress against systemic risks.

1. the Bank of Spain may recognize the percentage of mattress against systemic risks fixed by a competent or designated authority in another Member State and applying that percentage of mattress to Spanish institutions for exhibitions located in the Member State which establishes the percentage of mattress.
2. when the Bank of Spain recognize the percentage of mattress against systemic risks fixed by the competent or designated authority in another Member State with regard to entities authorized at the national level shall notify the European Commission, the European systemic risk Board, the European banking authority and the Member State which has set the mattress.

3. at the time of deciding whether recognized or not a percentage of mattress against systemic risks, the Bank of Spain will take into account the information submitted by the Member State to set the percentage of mattress against systemic risks in accordance with their national legislation implementing article 133 of Directive 2013/36/EU, on June 26, 2013 paragraphs 11, 12 or 13, as appropriate.

Article 73. Calculation of the maximum amount distributable.

1. subject to the provisions of article 48.2 of the law 10/2014, 26 June, credit institutions which do not meet the combined requirement of capital cushions or for which the realization of a tier 1 ordinary capital distribution implies its decline to a level that is not already respected combined requirement must calculate the maximum amount distributable (in later IMD) according to what is established in the (2).

2 entities shall calculate the IMD in accordance with the duration of the Bank of Spain and, in any case, based on the following elements: to) temporary benefits of exercise.

(b) benefits to the end of the year.

((c) amounts that would be paid in taxes retained the elements specified in letters a) and b).

((d) a multiplier factor depending on the tier 1 capital ordinary, maintained by the entity, which is not used to meet the requirement of own resources provided for in article 92.1. c) of the Regulation (EU) No. 575/2013, on June 26, 2013, according to the following criteria: 1 when the tier 1 ordinary capital is in the first quartile (i.e. (, the lowest) the combined requirement of capital cushions the factor will be 0;

2nd when the tier 1 ordinary capital is in the second quartile of the combined requirement of capital cushions, the factor will be 0.2;

3rd when the tier 1 ordinary capital is in the third quartile of the combined requirement of capital cushions, the factor will be 0.4;

4th when the tier 1 ordinary capital is in the fourth quartile (i.e., the highest) of the combined requirement of capital cushions, the factor will be 0.6.

The upper and lower limits of each quartile of the combined requirement of mattress shall be calculated in the following way: lower limit of the quartile = combined requirement of capital cushions / 4 × (Qn - 1) upper limit of the quartile = combined requirement of capital cushions / 4 × Qn Qn indicates the ordinal number of the corresponding quartile.

3. institutions will benefit from mechanisms to ensure that the sum of profits distributable and IMD be calculated accurately and must be able to demonstrate that accuracy to the Bank of Spain when so requested.

Article 74. Obligations in the event of non-compliance with the combined requirements of mattress.

When an entity does not fulfil requirements combined mattress and intends to distribute all or part of its distributable profits or take any of the actions referred to in article 48.2 of the law 10/2014, 26 June, shall notify the competent authority and shall provide the following information: a) the amount of capital held by the entity subdivided as follows: 1st tier 1 ordinary Capital.

2nd tier 1 additional Capital.

3rd tier 2 Capital.

(b) the amount of intermediate profits and the end of the year.

(c) the IMD calculated as provided for in article 73.

(d) the amount of profits distributable which intends to assign to the following: 1 payment of dividends.

2. purchase of own shares.

3rd payment linked to tier 1 additional capital instruments.

4th payment of discretionary pension benefits or a variable remuneration, whether as a result of the assumption of a new obligation for payment or a payment obligation assumed at a time in which the entity not adhered to the combined requirements of mattress.

Article 75. Content of the plan for the conservation of capital.

In accordance with article 49 of law 10/2014, June 26, where a credit institution does not comply combined mattress requirement shall establish a plan for the conservation of capital and submit it to the Bank of Spain within a maximum period of five working days from the date that check your breach of these requirements unless the Bank of Spain to authorize one period of up to ten days. This plan, shall have the following contents: to) estimates of income and expenditure and a balance sheet forecast.

(b) measures to increase the institution's capital ratios.

(c) a plan and a timetable for increasing the own resources in order to fully meet the combined requirements of mattress.

(d) any other information deemed necessary to carry out the assessment provided for in article 49.2 of the law 10/2014, 26 June by the Bank of Spain.

Title III Supervision chapter I scope objective function of supervisor article 76. Content review and evaluation supervisor.

1. in accordance with articles 51 and 52 of the Act 10/2014, 26 June, and, taking into account the technical criteria set out in article 77, the Bank of Spain will submit to review systems, strategies, procedures and mechanisms applied by entities in order to comply with the rules of solvency provisions, and evaluate (: a) the risks to which the entities and their consolidated groups are or could be exposed.

(b) the risks posed by an entity for the financial system, taking into account the identification and measurement of systemic risk pursuant to article 23 of Regulation (EU) No. 1093 / 2010, November 24, 2010, or the recommendations of the European systemic risk Board.

(c) the risks that have been revealed in the stress tests.

Based on this review and evaluation, the Bank of Spain will determine if systems, strategies, procedures and mechanisms used by entities and own funds and liquidity maintained by them guarantee management and solid coverage of their risks.

2. the Bank of Spain shall establish the frequency and intensity of the review and evaluation referred to in paragraph 1, taking into account the size, systemic importance, nature, dimension and complexity of the activities of the entity concerned, as well as the principle of proportionality. The review and evaluation shall be updated, at least, with annual periodicity.

3. to entities which, in the opinion of the Bank of Spain, have profiles similar risk by, among other reasons, the affinity of their business models, the location of his exhibitions or nature and the magnitude of the risks people are exposed or that could be presented to the financial system, the Bank of Spain may decide to apply a review process supervisory and evaluation of similar or identical way.

The decision taken under the previous paragraph shall be notified by the Bank of Spain to the European banking authority.

4. the Bank of Spain will inform the European banking authority of the functioning of the process of review and evaluation supervisor, as well as the methodology used to make use of the powers supervising laid down in title III of the law 10/2014, 26 June, and in chapter IV of this title provided that the review process shows that a credit institution could pose a risk of systemic in accordance with article 23 of the Regulation (EU) No. 1093 / 2010, November 24, 2010.

Article 77. Criteria for the review and evaluation supervisor.

1 in addition to credit, market and operational risk risk risk, review and evaluation carried out by the Bank of Spain in accordance with the preceding article shall include, as a minimum, all the following aspects: to) the results of the stress tests carried out in accordance with article 177 of Regulation (EU) No. 575/2013, on June 26, 2013 by the entities that use the method based on internal ratings.

(b) exposure to the risk of concentration and its management by the authorities, including the fulfilment by them of the requirements established in the fourth part of the Regulation (EU) No. 575/2013, on June 26, 2013, and in article 48 of this Royal Decree.

(c) the soundness, adequacy and application of the policies and procedures established by the entities for the management of the residual risk associated with the use of recognized credit risk mitigation techniques.

(d) the adequacy of own resources that possess an entity with respect to assets that are securitized.

(e) the exposure to the risk of liquidity and its measurement and management by institutions.

(f) the incidence of effects of diversification and the way in which these effects are taken into account in the risk assessment system.

(g) the results of the stress tests carried out by entities that use internal methods for estimating requirements of own resources by market in accordance with the third-party risk, title IV, Chapter 5 of the Regulation (EU) No. 575/2013, of 26 June 2013.

(h) the geographic location of the exhibitions of the entities.

(i) the business model of the entity.

(j) evaluation of systemic risk.
(k) the exhibition of the entities to the risk of interest rate derived from the trading book activities.

(l) the exhibition of the entities to the risk of excessive leverage. In determining the adequacy of the leverage ratio of the entities and of the systems, strategies, procedures and mechanisms used by entities to manage the risk of excessive leverage, the Bank of Spain will take into account the business model of these institutions.

(m) systems of corporate governance of institutions, their culture and their corporate values and the capacity of the members of the Board of Directors to perform its functions. To carry out this review and evaluation, the Bank of Spain will have access, at a minimum, the orders of the day and the documentation in support of the meetings of the Board of Directors and its committees, as well as the results of internal and external evaluation of the performance of the Board of Directors.

2 a provisions in section 1.e), the Bank of Spain shall periodically make a comprehensive assessment of the overall liquidity risk management for institutions and promote the development of sound internal methodologies.

To perform these tests the Bank of Spain shall take into consideration the role of institutions in the financial markets, and the potential impact of their decisions on the stability of the financial system of the other Member States of the European Union affected.

3. the Bank of Spain will control if an entity has provided implicit support to a securitisation. Where an entity has provided implicit on more than one occasion support to a securitisation, thereby preventing to achieve a significant transfer of risk, the Bank of Spain shall take appropriate measures according to the highest expectations that provide support to the securitisation in the future.

Article 78. Internal methods for the calculation of own resources requirements.

1. the Bank of Spain will control, taking into account the nature, scale and complexity of the activities of the entity, which this does not depend solely or mechanically from external credit ratings when assessing the creditworthiness of an entity, or a financial instrument.

2. without prejudice to compliance with the criteria established for the trading book in the third part, title I, Chapter 3 of the Regulation (EU) No. 575/2013, June 26, 2013, the Bank of Spain will promote that entities that are significant because of its size, its internal and organization by the nature, the dimension and complexity of its activities develop their capacity of internal evaluation of credit risk and use to a greater extent the method internal ratings-based to calculate their own resources by credit risk requirements when exhibitions are significant in absolute terms and when they are at the same time a large number of significant partners.

3. without prejudice to the fulfilment of the criteria for the use of internal methods for the calculation of own resources established in the third party requirements, title IV, Chapter 5 of the Regulation (EU) No. 575/2013, of 26 June 2013, the Bank of Spain will promote that entities, taking into account its size, their internal organisation and the nature dimension and complexity of its activities, to develop capacities of internal assessment of the specific risk and to a greater extent use internal methods for the calculation of your requirements of own resources by specific risk of the trading book debt instruments, as well as internal methods for the calculation of the requirements of own resources by default and migration risk when their specific risk exposures are significant in absolute terms and when they have a large number of significant positions in different issuers of debt instruments.

4. in order to promote the use of internal methods, the Bank of Spain may, among other measures, publish guidelines on the development and application of these methods for the calculation of equity requirements.

Article 79. Establishment of references of supervision of internal methods for the calculation of equity requirements.

1 the entities that are allowed to use internal methods for the calculation of weighted by risk or the requirements of equity exposures, except for operational risk, they shall inform the Bank of Spain the results of the implementation of its internal methods to their exhibitions or positions included in the portfolios of reference drawn up by the European banking authority in accordance with article 78.8. b) of the Directive 2013/36/EU , June 26, 2013.

2. the entities referred to in the preceding paragraph will present the results of their calculations to the Bank of Spain and the European banking authority, accompanied by an explanation of the methods used to produce these results, at least once a year.

In the presentation of these results, entities will use the template developed by the European banking authority for these communications.

3. Notwithstanding the provisions of the preceding paragraph, the Bank of Spain may, after consultation with the European banking authority, develop portfolios specific to assess internal methods used by entities. In such cases the entities shall communicate these results separate from the results of the calculations relating to the portfolio of the European banking authority.

4. the Bank of Spain, based on information submitted by entities in accordance with paragraphs 2 and 3, will monitor the variety of results in risk-weighted exposures or the requirements of own resources, as appropriate, except for operational risk exposures or transactions of reference portfolios resulting from the application of internal methods of these entities. A_el_menos once a year, the Bank of Spain will be an assessment of the quality of the aforementioned models paying special attention to the methods as: to) will deliver significant differences in requirements from own resources for the same exposure.

(b) reflect a particularly high or low range.

(c) significant and systematically underestimate resources requirements.

5. when an entity diverge significantly most of such institutions or when, for its scant homogeneity, methods give rise to very divergent results, the Bank of Spain will investigate the reasons for this.

If you can establish with clarity that an entity model leads to underestimation of requirements of own resources that is not attributable to differences in the underlying risks of exposures or positions, the Bank of Spain will take corrective measures.

6 corrective measures taken pursuant to the preceding paragraph shall not: to) lead to normalization or preferred methodologies.

(b) create incentives.

(c) lead to herding behavior.

Article 80. Permanent review of the authorization to use internal methods.

1. the Bank of Spain shall submit to review regularly and at least every three years, the observance by entities from the requirements to models whose use for the calculation of own resources requirements requires the prior authorization in accordance with the third part of the Regulation (EU) No. 575/2013, of 26 June 2013.

In case of significant deficiencies in the capacity of the internal model of an entity be seen to reflect the risks, the Bank of Spain may require that deficiencies are remedied or take steps to mitigate its consequences, such as the imposition of higher multiplication coefficients, increases in the requirements of equity or other measures that are considered appropriate and effective.

2. If, in the case of an internal model concerning the risk of market, a large number of excess of loss with respect to the value at risk calculated by the model of the entity, pursuant to article 366 of the Regulation (EU) No. 575/2013, of 26 June 2013, indicates that the model is not or is no longer sufficiently precise the Bank of Spain may revoke authorization to use it or impose measures so that it is perfect without delay.

3. If an institution would have been authorised to apply a method of calculation of equity requirements requiring the prior permission of the Bank of Spain in accordance with the third part of the Regulation (EU) No. 575/2013, of 26 June 2013, and no longer meet the requirements to be applied, the entity shall demonstrate that the consequences of failure are irrelevant in accordance with the Regulation (EU) No. 575/2013 , June 26, 2013, either must present a plan to return to timely these requirements and set a deadline for to carry it out.

The company refined that plan if it is unlikely that it lead to a total compliance with the requirements or if the term is inappropriate. If it is unlikely that the entity can again meet the requirements within a suitable period and does not satisfactorily demonstrate that the consequences of failure are irrelevant, the authorization to use the method will be revoked or is limited to areas where there is no breach or those that can reach compliance within an appropriate period.
4. the Bank of Spain will take into account the analysis of internal methods and parameters of reference drawn up by the European banking authority to review authorisations granting entities to use these models.

Chapter II subjective scope of function supervisor article 81. Supervision of consolidated groups.

1 in accordance with article 57 of the law 10/2014, on 26 June, will be up to the Bank of Spain supervision on a consolidated basis of: to) the consolidated groups of credit institutions in which matrix is a credit institution authorized in Spain.

(b) the consolidated groups in which the matrix is a financial holding company or a mixed financial holding company whose subsidiaries are credit institutions or investment services companies authorized in Spain, provided that credit institutions have a balance higher than the investment services companies.

(c) the groups consolidated where the matrix is a financial holding company or a mixed financial holding Spanish company which have as subsidiaries credit institutions or investment services undertakings authorised in Spain and other Member States of the European Union. In addition, the balance sheet of credit institutions authorized in Spain must be greater than the enterprises investment services authorized in Spain.

(d) the consolidated groups that have as matrix more of one financial holding company or financial company mixed portfolio with registered office in Spain and in another Member State of the European Union whose subsidiaries are credit institutions or investment services companies authorized in each of the Member States of the European Union in which their headquarters are financial holding companies or mixed financial holding companies dies provided that the credit institution authorized in Spain have the highest balance.

(e) the consolidated groups of credit institutions or investment services undertakings authorised in other Member States of the European Union whose matrix is a financial holding company or a financial joint holding company with registered office in a Member State other than those which have been authorised credit institutions and investment service subsidiaries companies provided that the credit institution authorized in Spain have the highest balance.

(f) the groups determined as consolidated pursuant to article 18.6 of Regulation (EU) No. 575/2013, June 26, 2013, in the terms established by the Bank of Spain.

(g) the institutional systems of protection provided for in the fifth additional provision of law 10/2014, 26 June.

2 Notwithstanding paragraph 1.b), c), d) and e), the Bank of Spain, in agreement with the National Commission of the stock market or with the authorities of other Member States of the European Union responsible for the supervision on an individual basis of credit institutions or investment from a group service companies It may waive the application of the criteria set out in these letters if the relative importance of the activities of the group in any of the other Member States in which they operate advises that consolidated basis supervision exercised by a competent authority distinct from the Bank of Spain.

In the cases referred to in the preceding paragraph, the Bank of Spain will provide, as appropriate, to the financial holding company, the mixed financial portfolio, or the Spanish credit institution with the highest balance of the group, the opportunity to express their point of view on the matter.

The Bank of Spain will be notified to the European Commission and the European banking authority, any agreement adopted in accordance with this section.

Article 82. Inclusion of holdings in consolidated supervision.

1. financial holding companies and mixed financial holding companies will be included in the consolidated supervision.

2. when subsidiaries of credit institutions of the financial holding company or a mixed financial holding company are not included in the supervision on the basis established under any of the cases referred to in article 19 of Regulation (EU) No. 575/2013, June 26, 2013, the Bank of Spain will ask the parent company information that can facilitate the exercise of supervision of the subsidiary said.

3. the Bank of Spain, where the supervisor on a consolidated basis, may request the information referred in article 83 subsidiaries of an institution, a financial company portfolio or a financial joint holding company which are not included in the scope of supervision on a consolidated basis. In this case, apply procedures for the transmission and testing provided for in that article.

4. the Bank of Spain, as a supervisor on a consolidated basis, shall draw up a list of financial companies portfolio and the mixed financial holding companies referred to in article 11 of the Regulation (EU) No. 575/2013, of 26 June 2013. This list shall be forwarded by the Bank of Spain to the rest of competent authorities of other Member States, the European banking authority and the European Commission.

Article 83. Requests for information and checks of activity of joint holding companies.

1 when the parent undertaking of one or several Spanish banks is a mixed holding company, the Bank of Spain will require the mixed holding company and its subsidiaries, directly addressing those or through subsidiaries that are entities, the communication of all relevant information to exercise the supervision over such subsidiaries.

2. the Bank of Spain may perform or instruct Auditors of accounts checking «in situ» information provided by mixed holding companies and their subsidiaries. When the joint venture's portfolio or one of its subsidiaries is an insurance undertaking, may be equally to the procedure laid down in article 67 of law 10/2014, 26 June.

It should testing be carried out by auditors of accounts, it should be provisions regarding the regime of independence which are subjects in accordance with Chapter III of the revised text of the law on audit of accounts, approved by Royal Legislative Decree 1/2011 from 1 July.

When the joint venture's portfolio or one of its subsidiaries is situated in another Member State of the European Union, checking in-situ information will take place according to the procedure laid down in article 87.

Chapter III cooperation between authorities of supervision article 84. The Bank of Spain's collaboration with other competent authorities.

1 pursuant to articles 61 and 62.1. e) Law 10/2014, 26 June, in collaboration with authorities carrying out supervisors from other countries the Bank of Spain will provide all relevant information that is requested you by those authorities and, in any case, nursing, information which may influence significantly in the assessment of the financial soundness of a credit institution or a financial institution's another State.

En_particular, the information referred to in the first subparagraph shall include: a) the legal structure and the governance structure of a consolidatable group of credit institutions.

(b) procedures for the collection of information for the entities of a group and its verification.

(c) adverse developments in entities or other companies in a group that seriously affect the credit institutions.

((d) sanctions for exceptional serious or very serious and measures offences adopted by the Bank of Spain, including the imposition of a specific requirement of own resources pursuant to article 68.2. to) of law 10/2014, June 26, and the imposition of any limitation on the use of method of measuring advanced for the calculation of own resources requirements pursuant to article 312.2 of Regulation (EU) No. 575/2013 , 26 June.

(2. planning and coordination, in collaboration with the competent authorities involved, and with central banks, monitoring in emergency situations or in anticipation of them pursuant to article 62.1. c) of law 10/2014, 26 June, will include the preparation of joint assessments, the implementation of emergency plans and communication to the public.

3. the Bank of Spain will provide to the European banking authority all the information it needed to carry out the tasks assigned in the Directive 2013/36/EU, of 26 June, Regulation (EU) No. 575/2013, of 26 June 2013, and the Regulation (EU) No. 1093 / 2010 November 24, 2010, pursuant to article 35 of this last regulation.

4 the Bank of Spain will inform and request assistance from the European banking authority when the competent authorities of other Member States of the European Union involved in the supervision of consolidatable Group entities: to) not to communicate essential information.

(b) refuse a request for cooperation and, in particular, for the exchange of relevant information, or not give course to it within a reasonable time.

(c) not to carry out properly the tasks which they are entitled as supervisors on a consolidated basis.

Article 85. The Bank of Spain's collaboration with authorities of other countries in the framework of the supervision of branches.

1. with the aim of monitoring the activity of Spanish banks that operate through a branch in other countries, the Bank of Spain will work closely with the competent authorities of such countries.
In the framework of this collaboration, the Bank of Spain shall communicate all relevant information to the leadership, management and ownership of these entities that can facilitate their supervision and examination of the conditions for its approval, as well as any other information likely to facilitate the supervision of these institutions, particularly in the areas of liquidity, solvency, deposit-guarantee , large risk limitation, other factors that might influence the systemic risk posed by the entity, administrative and accounting procedures and internal control mechanisms.

The communication of information referred to in the previous paragraph will be conditional, in the case of States not members of the European Union, to the submission of supervisory authorities foreign obligations of professional secrecy equivalent, at least to those established in article 82 of the law 10/2014, of 26 June.

2 in terms of liquidity, the Bank of Spain shall immediately inform the competent authorities of the countries where they operate branches of Spanish credit institutions: to) any information or observation regarding the supervision liquidity, in accordance with the sixth part of the Regulation (EU) No. 575/2013, on June 26, 2013, and title III of the law 10/2014 26 June, the activities undertaken by the entity through the branches, to the extent that such information or findings pertinent for the purpose of protection of depositors or investors of the host State.

(b) any liquidity crisis that occurs or fit reasonably expect will occur. This information shall contain, in addition, prudential supervision measures in this regard and the details of the plan of recovery and any measure of prudential supervision adopted in that context.

3. the Bank of Spain, as a competent authority of the State of reception of a branch of a credit institution from another State may ask the competent authorities of the State of origin that communicate and explain the way in which have been taken into account information and findings transmitted by this.

If after these explanations the Bank of Spain considers that the authorities of the State of origin have failed to take adequate measures it may take measures to protect the interests of depositors and investors and the stability of the financial system, after informing the competent authorities of the State of origin and, if it is authorities of a Member State of the European Union , also to the European banking authority.

4. when the Bank of Spain is the supervisor of a credit institution with branches in other Member State of the European Union-Spanish and disagrees with the measures being taken by the competent authorities of the Member State where the branch is located, may inform the European banking authority and assistance in accordance with article 19 of Regulation (EU) No. 1093 / 2010 , 24 November.

Article 86. Functioning of the colleges of supervisors.

1 the Bank of Spain will establish and preside over colleges of supervisors to facilitate the exercise of the tasks referred to in the articles 62.1. to) to d), 65 and 81 of the law 10/2014, 26 June, when: to) apply monitoring based on consolidated a group of credit institutions.

(b) is also the of supervisor of a credit institution with branches deemed to be significant according to the criteria of article 59.2 of the law 10/2014, of 26 June.

2 in the cases referred to in the preceding paragraph, the Bank of Spain: to) decide the competent authorities participating in a meeting or in an activity of the College of supervisors.

(b) you shall keep all members of the College fully informed of the Organization of the meetings, of the agreed decisions and measures carried out.

(c) it shall inform the European banking authority, subject to the requirements of confidentiality laid down in article 82 of the Act 10/2014, on June 26, the activities of the College of supervisors, especially those developed in emergency situations, and communicate to that authority all information that is of particular interest for the purposes of the convergence of supervisory activity.

3 Notwithstanding the provisions of the preceding paragraph, in the colleges of supervisors may take part: to) the European banking authority as it deems appropriate in order to promote and controlling the efficient, effective and consistent operation of such associations in accordance with article 21 of Regulation (EU) No. 1093 / 2010 of 24 November.

(b) the competent authorities responsible for the supervision of subsidiaries of a credit institution matrix of the European Union or of a financial holding company or mixed financial parent holding of EU company.

(c) the competent authorities of the Member State in which they are established significant branches.

(d) central banks.

(e) competent authorities of third countries subject to confidentiality requirements that are equivalent, in the opinion of all competent authorities, to those set forth in article 82 of the law 10/2014, June 26.

4. the Bank of Spain, as a member of a College of supervisors, will work closely with the rest of competent authorities that form it. Requirements of confidentiality laid down in article 82 of the law 10/2014, June 26, shall not prevent the exchange of confidential information between the Bank of Spain and the rest of the competent authorities in the bosom of the colleges of supervisors.

5. the Bank of Spain may be raised to the European banking authority under article 19 of Regulation (EU) No. 1093 / 2010, 24 November, 2010, any disagreement with other competent authorities to integrate the school and request its assistance.

6. the establishment and functioning of colleges of supervisors shall not affect the rights and obligations of the Bank of Spain collected on solvency rules.

Article 87. Exchange of information in the field of supervision on a consolidated basis.

1. when the parent undertaking and the entity or entities that are affiliates theirs are located in different EU Member States, the Bank of Spain will inform the competent authorities of each of those Member States all relevant information to facilitate the exercise of supervision on a consolidated basis.

2 when applicable to the Bank of Spain supervision of parent companies not located in Spain by virtue of the provisions of article 81, it can urge the competent authorities of the Member State where you are located the parent company to ask the parent undertaking relevant information for the exercise of supervision on a consolidated basis and to transmit this information to the Bank of Spain.

Article 88. On-site checks the activity of the branches.

1. to exercise the supervision of branches of credit institutions Spanish in other Member States of the European Union, the Bank of Spain, after consulting the competent authorities of the host Member State, may carry out checks «in situ» of the information referred to in article 85. This check will also be conducted through the competent authorities of the Member State where they operate the branch or through Auditors Auditors or experts.

Testing be carried out by auditors of accounts, should be provisions regarding the regime of independence to which are subject in accordance with Chapter III of the text of the law on audit of accounts, approved by Royal Legislative Decree 1/2011, from July 1, or, in the event that the Auditors of accounts are established in other States members of the European Union It should be provisions regarding a regime of independence comparable to the Spanish.

2. in order to exercise the supervision of branches in Spain of credit institutions authorized in other Member States of the European Union, the competent authorities of these Member States, after consultation with the Bank of Spain, may carry out on-site verifications of the information referred to in article 85. These checks will be carried out, in any case, without prejudice to the applicable Spanish legislation.

Article 89. Verification of information relating to institutions of other Member States of the European Union.

1 within the framework of the application of the rules of solvency, the Bank of Spain may ask the competent authorities of other Member States checking for information to the following entities established within its territory: to) credit institutions.

(b) investment services companies.

(c) financial holding companies.

(d) mixed financial holding companies.

(e) financial institutions.

(f) auxiliary services companies.

(g) Ventures portfolio.

((h) subsidiaries, located in another Member State of the European Union, of: 1 financial holding companies, of financial Ventures portfolio or portfolio ventures, which are insurance companies or other companies of investment services not referred to in article 4.1.2) of the Regulation (EU) No. 575/2013, of 26 June 2013, subject to a regime of authorization.

2. credit institutions, services companies of investment, financial institutions portfolio or mixed financial holding companies, that are not included in the scope of supervision on a consolidated basis.
2 when the Bank of Spain received an application similar to the paragraph 1 the competent authorities of other Member States of the European Union, must give you course, within the framework of its competence, through one of the following methods: to) proceeding itself to checking.

(b) allowing that competent authorities that have submitted the request come to her.

(c) allowing that an auditor of accounts or expert comes to it.

In addition, the Bank of Spain will allow the requesting competent authority to participate in testing, if desired, when not performing it by itself.

It should testing be carried out by auditors of accounts, it should be provisions regarding the regime of independence which are subjects in accordance with Chapter III of the revised text of the law on audit of accounts, approved by Royal Legislative Decree 1/2011 July 1 article 90. Joint decision.

1. within the framework of the collaboration established in article 62 of law 10/2014, June 26, the Bank of Spain, where the supervisor at consolidated a group basis or the competent authority responsible for the supervision of subsidiaries of a credit institution matrix of the European Union, of a financial company portfolio or a financial mixed holding company parent of the European Union in Spain (, it will seek to achieve, with all its means, a decision agreed upon with the other European Union supervisory authorities: to) the application of the provisions of articles 41 and 51 of the law 10/2014, from 26 June to determine the adequacy of the consolidated level of own resources that possess the group in relation to its financial situation and risk profile and the level of own resources necessary for the implementation of article 68 of the aforementioned law to each of the companies of the Group and on a consolidated basis.

(b) the measures to solve any significant issues and important findings related to the supervision of the liquidity.

2 the joint decision referred to in paragraph 1 shall be taken: a) for the purposes of paragraph 1.a), within a period of four months from the submission by the supervisor on a consolidated basis, the other relevant competent authorities, of a report containing the risk assessment of the group, in accordance with articles 41, 51 and 68.2. to) of law 10/2014 , 26 June.

((b) for the purposes of paragraph 1.b), within a period of one month from the presentation by the supervisor on a consolidated basis, the other relevant competent authorities, of a report including the assessment of the risk profile of liquidity of the group, in accordance with articles 53 of this Royal Decree and 42 of the Act 10/2014 , 26 June.

3. the joint decision will be exposed in a document containing the fully reasoned decision and that the Bank of Spain, where the supervisor on a consolidated basis, be forwarded to the EU parent credit institution.

In case of disagreement, on its own initiative or at the request of any of the other competent authorities concerned, the Bank of Spain, before taking the decision referred to in the following paragraph, it shall consult the European banking authority. The result of the query will not link you.

4 in the absence of the aforementioned joint decision between the competent authorities within the time limits referred to in paragraph 2, the Bank of Spain, where exercise of the supervisor on a consolidated basis, shall take the decision regarding the implementation of articles 41, 42, 51 and 68.2. to) of law 10/2014, June 26, and article 53 of this Royal Decree on a basis consolidated, after duly take into consideration the risk assessment of subsidiaries performed by relevant competent authorities and, where appropriate, the outcome of the consultation to the European banking authority, explaining any significant variation from the opinion received from the same.

If at the end of the periods referred to in paragraph 2 any of the competent authorities concerned has referred the matter to the European banking authority in accordance with article 19 of Regulation (EU) No. 1093 / 2010, November 24, 2010, the Bank of Spain postponed its resolution and will wait for the decision that the European banking authority may adopt in accordance with article 19.3 of the said regulation. Afterwards, will be addressed in accordance with the decision of the European banking authority. The time limits referred to in paragraph 2 shall be considered periods of conciliation in the sense of article 19 of that regulation.

The matter not be sent to the European banking authority once completed the four-month period or the period of a month, as appropriate, or joint after having taken a decision.

5. Similarly, in the absence of the aforementioned decision joint venture, the Bank of Spain, as responsible for the oversight of the subsidiaries of a credit institution matrix of the European Union or a financial company's portfolio or a financial mixed holding company parent of the European Union, will take a decision on the application of articles 41, 42 (51 and 68.2. to) of law 10/2014, June 26, and article 53 of this Royal Decree, on a basis of individual or subconsolidated, after taking duly into consideration the remarks and the reservations expressed by the supervisor on a consolidated basis and, where appropriate, the outcome of the consultation to the banking authority European, explaining any significant variation with respect to the opinion received from the same.

If at the end of the period of four months or one month, as appropriate, any of the competent authorities concerned has referred the matter to the European banking authority in accordance with article 19 of Regulation (EU) No. 1093 / 2010, November 24, 2010, the Bank of Spain postponed its resolution and will wait for the decision that the European banking authority may adopt in accordance with article 19.3 of the said regulation. Afterwards, will be addressed in accordance with the decision of the European banking authority. The time limits referred to in paragraph 2 shall be considered periods of conciliation in the sense of article 19 of that regulation.

The matter not be sent to the European banking authority once completed the four-month period or the period of a month, as appropriate, or joint after having taken a decision.

6. the decisions referred to in the two preceding paragraphs will be showcased in a document containing the fully reasoned decisions and shall take into account the risk assessment, the observations and the reservations expressed by the other competent authorities over the periods referred to in paragraph 2.

The Bank of Spain, when exercise supervisor on a consolidated basis, shall forward the document to all competent authorities concerned and to the credit institution, subsidiary or parent of the European Union affected.

7. the decisions referred to in paragraph 1 and the decisions of supervisors on a consolidated basis from other Member States of the European Union, affecting credit institutions Spanish subsidiaries of the consolidated groups to which they refer such decisions, will have identical legal effect to the decisions taken by the Bank of Spain.

8. the decision jointly to that referred to in paragraph 1 and the decisions taken in the absence of a joint decision in accordance with paragraphs 4 and 5 will be updated every year or, in exceptional circumstances, when a competent authority responsible for the supervision of subsidiaries of a credit institution or an EU parent investment services firm (, a financial holding company or a mixed financial holding company matrix of the European Union presented a fully reasoned written request that the decision on the application of articles 42 and 68.2 is updated to the supervisor on a consolidated basis. to) of law 10/2014, 26 June. In the second case, the supervisor on a consolidated basis and the competent authority which submitted the request may be bilateral mode update.

Article 91. Proceedings for a declaration of how significant branches and obligations of Bank of Spain concerning information.

1 with respect to branch offices of Spanish credit institutions established in other Member States, the Bank of Spain: to) promote the adoption of a joint decision on designation as significant within a maximum period of two months from the receipt of the request to which refers article 62.1. f) of law 10/2014, 26 June. In case of not reaching decision any joint, the Bank of Spain should recognize and apply the decision taken in this regard by the competent authority of the host Member State.

((((b) shall inform the competent authorities of the Member State of the European Union where a significant branch of a Spanish credit institution is established the information referred to in article 61.2. c) and e) of law 10/2014, 26 June, and carry out the tasks referred to in article 62.1. c) of the Act , in collaboration with the competent authorities of the Member State in which the branch operates.

Also, the Bank of Spain inform the Spanish credit institution the decision taken in this regard by the competent authority of the host Member State.
2. with regard to the branches in Spain from other Member States of the European Union credit institutions, the Bank of Spain may request supervisory authorities competent that initiate actions appropriate to recognize the significant nature of the branch and, in his case, deciding to such an extent. For this purpose, if in the two months following the receipt of the request made by the Bank of Spain will not reach a joint decision with the supervisor of the Member State of origin, the Bank of Spain will have an additional period of two months to make its own decision. When taking its decision, the Bank of Spain will take into account the views and reservations which, in his case, having expressed the supervisor on a consolidated basis or the competent authorities of the host Member State.

3 in proceedings referred to in paragraphs 1.a) and 2, the Bank of Spain shall be: to) take into account the views and reservations which, where appropriate, the competent authorities of the Member States concerned have expressed.

(b) consider elements such as the market share of the branch in terms of deposits, in particular, if it exceeds the 2 per cent; the likely impact of the suspension or cessation of operations of a credit institution in market liquidity and the payment and clearing and settlement systems; and dimensions and the importance of the branch by number of customers.

These decisions will translate into a document that will contain the decision and their motivation and shall be notified to the other competent authorities and the concerned entity.

4 the Bank of Spain will inform the competent authorities of the States members of host in which are established significant branches of credit institutions Spanish: to) the results of the risk assessments of entities with branches of this kind made in accordance with articles 51 and 52 of the Act 10/2014 , 26 June.

(b) the decisions adopted pursuant to article 68.2 of the Act 10/2014, 26 June, to the extent that these assessments and decisions are relevant to these branches.

In addition, the Bank of Spain shall consult the competent authorities of the host Member States about the operational measures undertaken by entities to ensure that recovery of liquidity schemes can be applied immediately, when this is relevant to the risks of liquidity in the currency of the host Member State.

5 the Bank of Spain may have recourse to the European banking authority and assistance in accordance with article 19 of Regulation (EU) No. 1093 / 2010, 24 November 2010, when: a) the competent authorities of the Member State of origin of a significant branch operating in Spain have not consulted the Bank of Spain at the time of establishing the plan of recovery of liquidity.

(b) when the Bank of Spain hold that recovery of liquidity schemes imposed by the competent authorities of the Member State of origin of a significant branch operating in Spain are not suitable.

Chapter IV obligations of information and publicity article 92. Obligations of advertising from the Bank of Spain.

1 the Bank of Spain shall be published on its website: to) the texts of the legal and regulatory provisions, as well as the General guidelines adopted in the field of the solvency rules.

(b) mode that have exercised the options and abilities offered by the law of the European Union.

(c) the criteria and methodology followed by the Bank of Spain to review the arrangements, strategies, procedures and mechanisms applied by entities and their societies in order to comply with the rules of solvency and assess the risks to which they are or could be exposed.

(d) the general criteria and methods adopted to check compliance with the provisions of articles to 409 405 of Regulation (EU) No. 575/2013, of 26 June 2013.

(e) a brief description of the outcome of the supervisory review and description of the measures imposed in cases of non-compliance with the provisions in articles 405-409 of Regulation (EU) No. 575/2013, of 26 June 2013.

(f) any other provided for in article 80 of the law 10/2014, 26 June.

2, when the Bank of Spain, according to article 7.3 of the Regulation (EU) No. 575/2013, of 26 June 2013, decides to exempt an entity's compliance with article 6(1) of the said regulation, shall publish the following information: a) the criteria applied to determine that important, current or anticipated, impairment of type legal or practical for the immediate transfer of funds or repayment of liabilities there are no.

(b) the number of parent entities that benefit from this exemption and, among them, the number of entities that have branches located in a country outside the European Union.

(c) on a base aggregate for Spain: 1 the consolidated total amount of own resources of the parent company in Spain that this exemption applies that is in the power of affiliates located in States not members of the European Union.

2 the percentage of consolidated total equity of parent entities in Spain to which this exemption applies represented by own resources held by subsidiaries located in States not members of the European Union.

3rd the percentage of consolidated total own resources required pursuant to article 92 of the Regulation (EU) No. 575/2013, on June 26, 2013, parent entities in Spain to which this exemption applies, represented by own resources held by subsidiaries located in States not members of the European Union.

3 when the Bank of Spain, in accordance with article 9(1) of Regulation (EU) No. 575/2013, of 26 June 2013, authorize an entity to incorporate, in its calculation of the contemplated requirement in article 6(1) of the regulation, to those of its subsidiaries which meet the conditions laid down in article 7(1). c)) and (d) of that regulation and whose exhibitions or significant liabilities with respect to such parent entities are what (, you must publish the following information: a) the criteria applied to determine that they there important, current or anticipated, impairment of type legal or practical for the immediate transfer of funds or repayment of liabilities.

(b) the number of parent entities to which this permission is granted and, among them, the number of parent entities that have branches located in States not members of the European Union.

(c) on a base aggregate for Spain: 1 the total amount of own resources of the parent entities that has been granted this authorization that is held by subsidiaries located in States not members of the European Union.

2 the percentage of total own resources of parent entities that has been granted this authorization represented by own resources held by subsidiaries located in a States not members of the European Union.

3rd the percentage of total own resources required pursuant to article 92 of the Regulation (EU) No. 575/2013, on June 26, 2013, parent entities that authorisation has been issued is represented by own resources held by subsidiaries located in States not members of the European Union.

Article 93. Information with reasonable relevance of credit institutions.

1. in accordance with article 85 of law 10/2014, on 26 June, the consolidated groups of credit institutions and credit institutions non-integrated into one of these groups consolidated will make public duly integrated in a single document called 'Information with reasonable relevance', specific information about those details of your financial situation and activity where the market and other interested parties may have interest in order to assess the risks to that face, its market strategy, its risk management, its internal organization and their situation in order to comply with the minimum requirements of own resources provided for in the rules of solvency.

2 obligations of disclosure will be required, either individual or subconsolidated, Spanish credit institutions or foreign incorporated in another Member State of the European Union, subsidiaries of Spanish, where credit institutions the Bank of Spain thus consider it in view of its activity or materiality within the group. Where the obligation to affect foreign subsidiaries, the Bank of Spain will send the corresponding resolution to Spanish parent company, which will be obliged to take the necessary measures to provide effective enforcement.

3. institutions may omit not significant and timely warning, information deemed reserved or confidential data. You can also determine the means, place and mode of dissemination of the document.

4. the publication of the document "Information with reasonable relevance" must be done frequently at least annual and as soon as. In any case the publication may not take place after the date of approval of the annual accounts of the entity.

However the above, credit institutions will evaluate the need to publish any or all information with a higher frequency taking into account the nature and characteristics of its activities.
Also, the Bank of Spain may determine the information that credit institutions must provide particular attention when evaluating if a publication frequency greater than the annual for such data is necessary.

5. credit institutions may determine the means, place and verification mode more suitable in order to effectively comply with the disclosure requirements laid down in article 85 of law 10/2014, 26 June. To the extent possible, all disclosures shall be made in a single medium or place.

First additional provision. Prior approval of level 2 and level 1 additional equity instruments.

The computation of equity instruments and level 1 additional capital of level 2 of credit as such shall be subject to prior approval by the Bank of Spain in accordance with the criteria laid down by the Regulation (EU) No. 575/2013, 26 June.

Second additional provision. Integration of the Bank of Spain at the single supervisory mechanism.

1. the powers of authorization and supervision of the Bank of Spain provided for in this Royal Decree shall apply within the framework of the attributed the European Central Bank and the unique mechanism of Supervision in the European legislation and, in particular, in the Regulation (EU) No. 1024 / 2013 of the Council of 15 October 2013, which instructs the European Central Bank specific tasks with regard to policies relating to the prudential credit institutions supervision and in the Regulation (EU) No. 468/2014 of the European Central Bank, on April 16, 2014, which sets out the framework of cooperation in the unique mechanism of Supervision between the ECB and the competent national authorities and designated national authorities.

2 shall, in particular, the European Central Bank allow credit institutions, revoke such authorization and the opposition or no opposition to the acquisition of a significant stake in the terms provided for in the regulations referred to in the preceding paragraph. In these cases, the Bank of Spain, as that competent national authority, it shall submit to the European Central Bank projects for the granting of the authorisation, or for the acquisition of meaningful participation and, in cases corresponding proposals for the revocation of the authorization.

3. the powers and duties conferred on the Bank of Spain in chapter IV of title I and title II and III will be attributed or they shall be exercised by the European Central Bank in accordance with the provisions of the regulations referred to in paragraph 1, in particular in cases in which that authority is considered the competent authority pursuant to paragraphs 4 and 5 of article 6 of Regulation (EU) No. 1024 / 2013 , of the Council of 15 October 2013.

Third additional provision. Activities related to the stock markets.

When administrative procedures provided for in title I, chapter I is that a credit institution intends to carry out activities related to the stock markets, the Bank of Spain will this circumstance to the attention of the National Commission of the stock market, by specifying the activities, and indicating, where necessary, if the aim is to perform as a member of an official secondary market other market regulated domiciled in the EU or in a multilateral trading system.

Fourth additional provision. Authorization for the transformation in societies already established banks.

The authorization for the transformation into a bank may be granted to companies already incorporated only in the case of credit or financial institutions of credit cooperatives.

For authorization will be necessary to meet the requirements laid down in title I, chapter I of this Royal Decree, but in relation to item 4.b), shall be fulfilled provided that the sum of the resulting net worth of the balance corresponding to the year prior to the application for conversion, that it must necessarily be audited, and of contributions in cash to reach 18 million euros.

In addition, the authorization you can dispense compliance with temporary limitations provided for in article 8.

Fifth additional provision. Composition of the Board of Trustees of the banking foundations and requirements of commercial and professional honorability.

1 persons who have knowledge and experience in financial matters, specific under article 39.3. e) of law 26/2013, of 27 December, boxes of savings and banking foundations, constitute the Board of the banking foundations according to the following percentages: to) at least one-fifth of the number of members of the Board of Trustees, in General.

(b) at least one third of the number of members of the Board, in the case of banking foundations that have a stake equal to or superior to 30 percent of the capital in a credit institution.

(c) at least half the number of Board members, in the case of banks owning a stake equal to or greater than 50 percent in a credit institution or foundations which allowed the control of the same under the terms of article 42 of the code of Commerce.

2. employers referred to in the preceding paragraph shall meet the suitability requirements required by the law applicable to the members of the body of administration and equivalent positions of credit institutions.

The other members of the Board of Trustees shall meet requirements of commercial and professional honorability members of the body of administration and equivalent positions of credit institutions.

Sixth additional provision. Representatives of the organisations adhering to the management Commission of the deposit guarantee fund.

Representatives of the adhered entities who must be appointed by the representative associations of banks as provided for in article 7.2, fourth paragraph, of Royal Decree-Law 16, 2011, on 14 October, whereby the deposit guarantee fund of credit is created be distributed among the various representative associations of these credit institutions in way proportional to the volume of guaranteed deposits of their represented.

Also, the representatives of the participating institutions who must be appointed by the representative of savings and credit cooperatives associations, will be attributed to the representative associations of these credit institutions that accumulate a greater volume of guaranteed deposits of their represented.

For the computation of the volume of guaranteed deposits existing guaranteed deposits shall be taken into account at 31 December of the previous year, and the case that in a same association if the status of representative of credit of a different kind, are only counted belonging to nature whose representative has to be appointed.

Seventh additional provision. References to the repealed regulations.

The references that legislation made to repealed regulations in accordance with provisions in the sole repeal provision, shall be made to the corresponding provisions of this Royal Decree.

First transitional provision. Transitional regime for the implementation of article 458 of Regulation No. 575/2013/EU, of 26 June 2013.

While the Spanish legislation does not provide for the creation of a specific macro-prudential authority, the Bank of Spain will be the competent authority for the application of article 458 of Regulation (EU) No. 575/2013, 26 June.

Also, until the creation of a specific macro-prudential authority, increases that the Bank of Spain may apply certain weights by risk or limits to large exposures pursuant to article 458.10 will be 25 and 15 percent maximum, respectively.

Second transitional provision. Proceedings underway.

Authorization, revocation and expiry of credit entities, procedures initiated prior to 4 November 2014 that were not resolved to the entry into force of this Royal Decree, shall be conducted in accordance with the procedure laid down in this Decree.

Sole repeal provision. Repeal legislation.

All provisions of equal or lower rank who are opposed to this Royal Decree and, in particular, the following are hereby repealed: a) the Royal Decree 1245 / 1995, of July 14, about creation of banks, cross-border activity and other issues relating to the legal regime of credit institutions.

(b) the Royal Decree 216/2008, of 15 February, own resources of financial institutions, with the exception of those provisions relating to investment services companies).

(c) the order of September 20, 1974, of capital increases.

First final provision. Modification of the rules of development of the law 13/1989, of May 26, credit unions, approved by Royal Decree 84/1993, January 22nd.

The regulation of development of law 13/1989, of May 26, credit unions, approved by Royal Decree 84/1993, of 22 January, is to be re-worded as follows: one. The first subparagraph of article 1(1) is worded as follows: «corresponds to the Bank of Spain raised a proposal for authorization for access to the activity of the credit institution, following a report from the Executive service of the Commission for prevention of money laundering and monetary offences, the National Commission of the stock market and the General Directorate of insurance and pension funds to the European Central Bank ", in aspects of their competence."

Two. (The letter d) and e) article 4.1, are worded as follows:
(d) list persons who have integrated the first Executive Council and of those who have to exercise as directors general or similar, as well as those responsible for the functions of internal control and other key positions for the daily development of the activity of the cooperative, with detailed information about the career and profession of them all.

(e) justification after constituted a deposit in cash in the Bank of Spain or justification for having fixed assets values of debt in favour of the Bank of Spain by an amount equivalent to 20 per cent of the minimum share capital required.»

3. Article 5(1) is worded as follows: ' 1. without prejudice to the powers of the European Central Bank to refuse the request for authorisation by the Bank of Spain, the latter, by a reasoned decision, shall refuse authorization, where the requirements of article 2 are not fulfilled or when, taking into account the situation financial or patrimonial promoters expected to have a significant stake in the capital» the sound and prudent management of the projected entity, all as provided for in the legislation of credit institutions is not clamped. In addition, the Bank of Spain may refuse the authorisation when in the project not to appreciate the existence of interests or common economic needs that form the associative basis of the cooperative.

Four. Article 8 is worded as follows: ' 1. authorized the creation of a Credit Union will have to begin operations at the end of a year from your notice.» Otherwise, except causes not attributable to the Organization, there will be the authorisation, as provided for in article 10 of the law 10/2014, on June 26, management, supervision and solvency of credit institutions.

(2. El depósito previsto en el artículo 4.1.e) will be released automatically once constituted society and registered in the corresponding register of credit unions, as well as in cases of refusal, revocation and, if it had not been released previously, repeal or waiver of the authorization. "

5. Article 30 is worded as follows: «article 30. Spin-offs and mergers: assumptions.

1 are subject to the requirement of prior administrative authorisation, those spin-offs and mergers affecting cooperatives of credit, in the following terms: to) divisions that relate to promoting Credit Union, whether from other entities or a credit section of cooperatives of other classes, as well as those that affect, in whole or in part on the heritage and the social group of any credit union.

(b) mergers that take place between cooperatives of other kinds - except, the of insurance-to promote one credit, and which occur between pre-existing credit unions, or between these and other deposit institutions when other societies of the co-operative sector will inhibit purpose fusionist within three months upon receipt of the information of the governing body of the affected credit cooperative.

(c) mergers which, excluding the insurance, also occur among credit unions and cooperatives of another kind or degree provided that they have credit section or the core of its corporate purpose, at least, can be validly assumed, as supplementary or auxiliary, by absorbing or new credit union services.

(d) the global or partial transfer of assets and liabilities in a Credit Union which intervene. Means partial transfer of assets and liabilities the operation defined in article 11.2 of the Royal Decree 84/2015, which develops the law 10/2014, 26 June, management, supervision and solvency of credit institutions.

(e) any agreement having legal or economic effects analogous to the cases referred to in the previous letters.

2 may be mergers, demergers or global or partial transfers of assets and liabilities affecting credit unions outside the cases referred to in the previous number.

3. the prior administrative authorisation must be requested by the administrators of the entities concerned after they had approved the draft merger or scission and until it is submitted to the respective general assemblies.

4. the competent authority to authorize the merger or demerger will be also to approve the acts and agreements necessary to complete the transaction; ' if it gives place to the creation of a new credit union shall apply, in addition, article 1. '

6. Added a new article 39, which is worded as follows: «article 39. Procedure for revocation of the authorization to operate as a credit institution.

1. the Bank of Spain will be competent to initiate and process and raise a proposal for revocation of the authorization to the European Central Bank. The Bank of Spain can only start this procedure under the terms laid down in article 69 of the law 30/1992, of 26 November, legal regime of public administrations and common administrative procedure, and by the cases referred to in article 8 of the law 10/2014, 26 June, or other rules of legal rank ex officio. To the resolution of the revocation of authorization by decision of the European Central Bank shall apply the challenge regime laid down in the rules of the European Union and, in particular, in the Regulation (EU) No. 1024 / 2013 of the Council of 15 October 2013, which instructs the European Central Bank specific tasks with regard to policies relating to the prudential credit institutions supervision.

2. the Bank of Spain will give hearing process stakeholders once instructed the procedure and immediately before drafting the motion for a resolution, granting them a period of fifteen days to make declarations alegaciones and submit documents and justifications that they deem relevant.

3. in addition, the Bank of Spain rise a proposal for revocation of the authorization to the European Central Bank when the credit institution renounces the authorisation granted either expressly refused the resignation, in the period of three months from causing its communication.

Credit institutions will be the communication of the resignation of a cessation of the activity plan.

4. the waiver procedure shall be governed by the rules laid down for the revocation, unless it is necessary to proceed with the dissolution and liquidation of the entity if you intend to continue with the exercise of non-reserved activities.

5. in case of refusal of the waiver, the Bank of Spain should motivate the reasons which, in its view, to consider that the cessation of activity may cause serious risk to financial stability. For this purpose, shall take into account the need: to) ensure the continuity of the activities, services and operations whose interruption could disrupt the economy or the financial system and, in particular, systemically important financial services and payment, clearing and settlement systems.

(b) avoid harmful effects for the stability of the financial system.

(c) protect to depositors and other active and reimbursable funds of credit institutions customers.»

7. Added a new article 40, which is worded as follows: «article 40. Expiration of the authorization.

1. the Bank of Spain shall expressly declare the authorisation to operate as a credit institution when within twelve months following the date of notification, not give beginning to the specific activities included in the programme of activities referred to in the authorization for reasons attributable to the entity. Resolution of revocation applies the challenge regime envisaged in the law 13/1994 of 1 June, autonomy of the Bank of Spain, and the law 30/1992, of 26 November.

2. the procedure for declaring the expiration only may initiate ex officio in the terms provided for in article 69 of the law 30/1992, of 26 November.

3. once agreed to the commencement of the procedure shall be in within ten days to your notification to stakeholders so that they can make declarations alegaciones and provide documents or other evidence at any time before the process of hearing referred to in the following paragraph.

«4. the Bank of Spain will give hearing process stakeholders once instructed the procedure and immediately before drafting the motion for a resolution, granting them a period of fifteen days to make declarations alegaciones and submit documents and justifications that they deem relevant.»

Second final provision. Modification of the Royal Decree 2660 / 1998, of 14 December, on the foreign currency exchange in establishments open to the public other than credit institutions.

The Royal Decree 2660 / 1998 of 14 December, on the foreign currency exchange in establishments open to the public other than credit institutions is to be re-worded as follows: one. (1) article 1 is worded as follows: «article 1. Scope of application.

1. the operations of foreign currency exchange, anyone that is its name, are free, no more limits than those laid down in the law of change control. However, the professional activity consisting of foreign currency exchange, what ever their denomination, in premises open to the public (hereinafter, currency exchange establishments), is subject to authorisations and regime set out in the present Royal Decree and its implementing rules.
«Such currency exchange activity involves the purchase or sale of foreign banknotes and travellers cheques in the terms provided for in this Decree.»

Two. Are deleted paragraphs 4, 5 and 6 of article 2 and amending paragraphs 1, 2 and 3 of the same article which is worded as follows: 'article 2. Operations of currency exchange establishments.

1. persons, physical or legal, other than credit institutions, intending to perform in establishments open to the public purchases of foreign banknotes or checks of travelers, with payment in euros, must meet the requirements set out in paragraphs 1 and 3 of article 4 of this Royal Decree, obtain the prior authorisation of the Bank of Spain for the exercise of that activity and entered in the register in charge currency exchange establishments of This institution.

Such activity may be exercised either exclusive or complementary nature of business that constitutes the main activity.

2. those who without prejudice to carry out the operations referred to in the preceding paragraph, intend to perform in establishments open to the public of foreign ticket sales operations shall meet the requirements laid down in article 4 of this Royal Decree, obtain the prior authorisation of the Bank of Spain, as well as to register in the register of establishments of cambio Valuta in charge of him.

3. for the purposes of the provisions of the preceding paragraph, they shall be regarded as sales operations of foreign banknotes and travellers cheques sale of foreign banknotes and checks travellers against delivery of its equivalent in euros or other banknotes foreigners.»

3. Amending paragraph 1 of article 3, which is worded as follows: ' 1. corresponds to the Bank of Spain, report of the Executive service of the Commission for prevention of money laundering and monetary offences in the aspects within its competence, authorize the exercise of the activity of exchange of currency exchange establishments referred to in Royal Decree. " Such authorization shall be granted with submission to the procedure laid down in Title VI of the law 30/1992, of 26 November, legal regime of public administrations and common administrative procedure. The activities that may be mentioned currency exchange establishments shall be specified in the authorization.

The Bank of Spain refused, by a reasoned decision, the approval of a settlement of currency exchange when not to comply with the requirements laid down in articles 4 and 5 of this Royal Decree. Against the refusal of the request may bring is appeal to the Minister of economy and finance."

Four. Amending article 4, which is worded as follows: «article 4. Requirements to obtain and retain the authorization to pursue the activity of foreign currency exchange.

1 will be requirements to obtain and retain the authorization to perform operations of purchase of foreign banknotes or travelers checks, payment in euros, that the owners of the establishments and, where appropriate, partners and administrators as well as the members of the Board of Directors of its parent when there is, whether people of recognized commercial and professional honorability. The good-repute requirement shall also attend the Directors General or similar, as well as those responsible for the functions of internal control and other key positions for the daily development of the activity of the entity and its dominant, according to the Bank of Spain stated.

To these effects, the assessment of the suitability of the members of the Board of Directors, as well as of the Directors General or similar and of those responsible for the functions of internal control and other key positions for the daily development of the activity of the entity, shall be subject to the criteria and procedures of control of good repute laid down in article 30 of the Royal Decree 84/2015 , 13 February, which develops the law 10/2014, 26 June, management, supervision and solvency of credit institutions.

2 to obtain and retain the authorization to carry out the operations referred to in article 2(2) will be required, in addition, that the establishment meets the following requirements: to) take the form of joint-stock company incorporated by means of simultaneous Foundation. Its Constitution as such and entry in the commercial register will be prior access to the register of establishments of currency exchange, based in the Bank of Spain, process that must be completed at the end of six months from the notification of the authorization.

(b) have as unique social object the operations of purchase and sale of foreign banknotes and travelers checks. This requirement shall not apply to payment institutions and electronic money institutions.

(c) have a minimum share capital of 60,000 euros fully subscribed and paid-up in cash, represented by shares.

(d) have procedures and adequate internal control and communication organs to forestall and prevent operations related to money laundering, under the conditions laid down in articles 31 to 40 of regulation of the law 10/2010 of 28 April, of the laundering of capital and financing of terrorism, approved by the Royal Decree 304/2014 , may 5.

3. in the case provided for in article 2(1), shall be considered to meet the requirements of commercial and professional repute by the existence of an establishment open to the public in which the main activity of the applicant is developing.'

5. Amending paragraph 5 of article 5, which is worded as follows: "5. the modification of any of the information contained in applications for authorization referred to in this article, the opening of new premises, as well as the cessation of the establishment's change in foreign exchange activity, should contact the Bank of Spain within the month following the date on which such events have occurred."

When the owner of a property that only perform operations of purchase of foreign banknotes or traveller's cheques with payment in euros seeks to extend them to the contained in paragraph 2 of article 2 is will follow established procedures to obtain prior authorization, and meet the requirements in article 4(2) and submit a new request accompanied by the documents and information that apply in the terms provided for in this article.

6. Amending article 11, which is worded as follows: «article 11. Registration of operations.

Currency exchange establishments must register operations that conduct subject to this Royal Decree, identify individually to persons involved in these operations, and reporting to the Bank of Spain and to the competent organs of the tax administration in the form and with the limits which establishes the regulatory framework current and which are established in the Royal Decree implementing rules ", for the purposes of statistical and fiscal monitoring of such operations."

7. Amending the sole additional provision, which is worded as follows: «sole additional provision. Application of other regulations.

Currency exchange establishments regulated in this decree applies to them the law 10/2010 of 28 April, the laundering of capital and financing of terrorism, and its implementing regulations.»

Third final provision. Modification of the Royal Decree 1332 / 2005 of 11 November, which develops law 5/2005, of 22 April, supervision of financial conglomerates and amending other laws in the financial sector.

The Royal Decree 1332 / 2005 of 11 November, which develops law 5/2005, of 22 April, supervision of financial conglomerates and amending other laws in the financial sector, is to be re-worded as follows: one. The fourth paragraph of the explanatory statement is drawn up as follows: «Chapter I of the Royal Decree is dedicated to the establishment of the scope of the regulation, with the delimitation of the entities subject to the supplementary supervision regime, form of identification and the determination of the relevant competent authorities.»

Two. In article 2, paragraph 2 is deleted and paragraphs 3 and 4 become, respectively, paragraphs 2 and 3, the new paragraph 2 is worded as follows: "2. in groups that referred to in the last subparagraph of the second paragraph of article 2(5) of the Act, the Coordinator and the relevant competent authorities may decide» (, by common agreement: to) that are not subject to all the obligations under this Royal Decree unless the referral of information necessary for the identification of financial conglomerates according to the arranged in the article 13.2, as well as those provisions of articles 5, 6 and 7 of the Act necessary to make effective the previous request.

(b) they are subject to the obligations provided for in this Royal Decree with the exception of the contained in articles 8 to 11.
The indicated authorities may take decisions referred to in this section if they consider that the implementation of all the obligations laid down in this Royal Decree is not necessary, or is inadequate, or it could mislead with respect to the objectives of supplementary supervision. «Such authorities at least annually re-evaluate decisions of total or partial exemption contained in this paragraph, and be reviewed quantitative indicators laid down in article 2 of the law and the assessment of the risks associated with each group.»

3. Amending the letter c) of paragraph 1 and paragraph 2 of article 3 as follows: «c) venture capital companies.»

2. the banking and investment services sector shall consist of credit institutions and the financial conglomerate investment services companies, as well as other entities that integrate a group or subgroup consolidatable of banks or a group or consolidatable subgroup of investment services companies.

Insurance consists of insurance and reinsurance entities in the financial conglomerate, as well as other entities that integrate a group or subgroup consolidatable of insurance companies.

The management companies for collective investment institutions and venture capital management firms will be added to the sector to which they belong within the group. If the latter does not belong exclusively to a sector within the group is added to the smaller financial sector.»

Four. Paragraphs 1 and 3 of article 4 is amended as follows: ' 1. the calculations referred to in article 2 of the law will be held twice a year in all groups in which at least one of the entities of the Group belong to the insurance and at least one banking and investment services sector.»

3 the relevant competent authorities may by common agreement: to) exclude an entity to carry out the calculations provided for in article 2.4 and 5 of the Act unless there is evidence that the entity has transferred from a Member State of the European Union to a third country in order to circumvent the regulation.

(b) take into account to comply with the thresholds provided for in the law for three consecutive years, to avoid sudden changes of regime and stop taking into account this circumstance if the structure of the group undergoes significant changes.

(c) exclude one or more stakes in the smaller sector if such shares are decisive for identifying a financial conglomerate and collectively have significant interest in relation to the objectives of supplementary supervision.

For already identified as financial conglomerates the previous decisions are taken based on a proposal by the Coordinator of that conglomerate.»

5. The letter c is modified) article 5 as follows: «c) other competent authorities concerned, when so decide by common agreement the authorities referred to in the two preceding paragraphs;» «(a tal efecto, y en ausencia de normas de las Autoridades Europeas de Supervisión ael respecto, las autoridades mencionadas en las letras a) and b) will take into account especially the market share of the regulated entities of the conglomerate in other Member States of the European Union, in particular if it is higher than five percent, as well as the importance that the conglomerate any regulated entity established in another Member State.»

6. Paragraphs 1, 2 and 4 of article 6 are written as follows: ' 1. in the cases where the parent of the conglomerate is a Spanish regulated entity or when all the relevant competent authorities are Spanish, the rules laid down in paragraphs 2, 3 and 4 shall apply.»

In cases other than those provided for in the preceding paragraph, the Coordinator shall decide, after consultation with the other relevant competent authorities and the obliged entity in the financial conglomerate, according to which method described in the annex shall be calculated requirements of the regulated entities in the financial conglomerate capital adequacy.

2 Computable equity in the financial conglomerate shall include the result of the sum of: a) the Computable equity of the credit institution or consolidatable group of credit institutions, which form part of the financial conglomerate, as they are defined in the second part of Regulation (EU) No. 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms, and by which modifies Regulation (EU) No. 648/2012.

(b) the Computable equity of the utility of investment or consolidatable group of these, forming part of the financial conglomerate, as they are defined in the second part of Regulation (EU) No. 575/2013, of 26 June 2013.

(c) the unencumbered own assets of the insurance company or consolidatable group of insurance companies, which form part of the financial conglomerate, as it is defined in the regulation of management and supervision of private insurance, approved by Royal Decree 2486 / 1998, dated 20 November.

That sum shall be deducted: 1 the shareholdings between entities in the financial conglomerate, unless the amount has been already eliminated by consolidation or deducted from Computable equity of consolidated members of those groups / entities. The deductions shall be made by the value in the books of the entity holding such shares.

2. the surplus, where appropriate, those elements of Computable equity or own unencumbered assets that do not have such consideration according to the rules applicable to individual financial institutions or consolidated financial groups supervised by the Spanish authority who acts as coordinator of the financial conglomerate, on own resources or unencumbered heritage requirements minimum of the individual financial institution or consolidatable group in which are Computable. To determine such excess they will be applied first, there, computable equity of lesser quality in accordance with the applicable sectoral legislation, and will be distributed pro rata to those requirements covered by the own resources of the same group of the elements to exclude.

The coordinator may establish that the amount of those operations or financial commitments that are carried out, be deducted from effective financial conglomerate's own resources between the different financial institutions belonging to the conglomerate that are not consolidated among them, between any of the financial of the Group entities and any third party, that generate a doubling in the computation of the own resources of the financial conglomerate or undermine the effectiveness of the resources to cover loss or deal with the risks assumed by the financial conglomerate as a whole.

Likewise, the coordinator may authorize calculation of Computable equity of the financial conglomerate based on the sectoral consolidated. For that purpose, insurance and reinsurance entities shall be understood as such that group of credit institutions and investment service companies on the one hand, and on the other.»

«(4. El coordinador podrá decidir no incluir una entidad concreta en el cálculo de los requisitos de adecuación deel capital adicional en los siguientes casos: a) when the entity is situated in a third country where there are legal impediments to the transfer of the necessary information unless there is evidence that the entity has transferred from a Member State of the European Union to a third country in order to circumvent the regulation.»

(b) where the entity considered individually present an insignificant interest in attention to the objectives of supplementary supervision. As several companies of the group in these circumstances, not may be excluded rather than as a whole show a little significant interest for the expressed purpose.

(c) when may the inclusion of the entity be inadequate or misleading in relation to the objectives of supplementary supervision. In this case, and unless urgent situations, the Coordinator shall consult the other relevant competent authorities before making the decision.

However the above, the Coordinator must re-evaluate annually the reasons that justified the exclusion.

«(Adicionalmente, cuando una entidad regulada sea excluida en función de lo previsto en las letras b) and c), the competent authority responsible for their individual supervision may ask the obliged entity in the financial conglomerate of information that can facilitate the supervision of the regulated entity.»

7. Added two new paragraphs 6 and 7 article 11 with the following wording: «6. obliged authorities of financial conglomerates should submit annually the coordinating detailed about its legal structure and its governance structure and organizational information, including all regulated entities, non-regulated subsidiaries and major branches.» The Coordinator will provide the above information to the Joint Committee of European supervisory authorities. In addition, the obliged entities published annually, at the level of the conglomerate financial, full or through references to equivalent information, a description of its legal structure and its governance structure and organizational.
7. the coordinator may test resistance at the level of the financial conglomerate with the periodicity and scope determined in each case. To that end, you can merge additional parameters covering the specific risks associated with the financial conglomerates those stress tests carried out at the sectoral level.»

8. Paragraph 2 of article 13 is worded as follows: "2. in the case of the intended groups in article 4.1, the obliged entity should send to Coordinator the information you required in relation to the calculations provided for in article 2 of the Act, for the purposes of check the fastening of the obligations relating to the supplementary supervision group» , and in relation to the calculation of the additional capital that could eventually be payable if you acquire the condition of financial conglomerate.

In addition, the groups provided for in article 2.3. b) shall forward information concerning the calculation of capital adequacy equivalent to that expected for financial conglomerates as a result of the application of paragraph 1.

The entity obliged to that referred to in the preceding paragraph shall be that appropriate application of criteria analogous to those provided for in article 5(5) of the Act.'

9. Paragraphs 1 and 2 of article 15 are written as follows: ' 1. the Bank of Spain, the National Commission of the values and the General Directorate of insurance and pension funds market shall cooperate closely among themselves and with other authorities, to identify financial conglomerates on which, if any, were included Spanish institutions.» For this purpose, they can head to regulated entities that are under its jurisdiction to collect them, if not in its possession, the necessary information to carry out such identification work.

If a competent authority considers that a regulated entity authorised by it is a member of a group which could constitute a financial conglomerate yet identified in accordance with the law and this Royal Decree, it shall communicate to the other competent authorities concerned and to the Joint Committee of the European supervisory authorities.

2 identified a financial conglomerate, the Coordinator shall inform the obliged entity financial conglomerate referred to in article 5(5) of the Act, such circumstances, of their status as Coordinator, as well as the scope of the obligations of the conglomerate as provided for in paragraph first of article 2.1 of this Royal Decree.

«(Idéntico procedimiento se seguirá, a los efectos de lo previsto en el artículo 12, respecto de los grupos a que se refiere el artículo 2.3.a) and b).»

10. Letters to)) and (d) of article 16 are worded as follows: «a) identification of the legal group and its structure of governance structure, including all regulated entities, non-regulated subsidiaries and major branches belonging to the financial conglomerate and significant stakeholders at the level of the last parent company, as well as of the competent authorities of the regulated entities in the group. "This information will be provided by the Coordinator to the Joint Committee of the European supervisory authorities."

'(d) identification of the main shareholders and financial conglomerate and of the regulated entities in the same direction.'

Eleven. The first transitional provision shall be deleted.

12. Method 3 of the annex shall be deleted and the method 4 becomes 3 method and is drawn up in the following way: "method 3: combined method.»

The calculation of the requirements of the adequacy of the additional capital of the regulated entities in a financial conglomerate shall be through the combination of the two above methods.»

Fourth final provision. Skill-related title.

1. this Royal Decree is issued under the aegis of the provisions in article 149.1, rules for 11th and 13th, of the Spanish Constitution, which attribute to the State competition on bases of management of credit, banking and insurance, and coordination of the general planning of economic activity, respectively.

2. the provisions of the preceding paragraph is understood without prejudice to the powers that autonomous communities have attributed in terms of supervision of credit institutions and within the framework set by the law of the European Union.

Fifth final provision. Incorporation of European Union law.

By this Royal Decree are incorporated into Spanish law Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013, the access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, amending Directive 2002/87/EC and repealing directives 2006/48/EC and 2006/49/EC; and the directive 2011/89/EU of the European Parliament and of the Council of 16 November 2011, that amending directives 98/78/EC, 2002/87/EC, 2006/48/EC and 2009/138/EC on the supplementary supervision of financial institutions that are part of a financial conglomerate.

Sixth final provision. Schools of development.

Without prejudice to the provisions in this Decree and the law 10/2014, on June 26, management, supervision and solvency of credit institutions, the Bank of Spain will be able: to) make use of the options that are attributed to the national competent authorities in the Regulation (EU) No. 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms, and by which modifies Regulation (EU) No. 648/2012 and in Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013, concerning the access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms that amending Directive 2002/87/EC and Directive 2006/48/EC and 2006/49/EC shall be repealed.

b) make use of the options attributed to States members in the articles 412.5 and 413.3 493.3 of Regulation (EU) No. 575/2013, of 26 June 2013.

(c) credit institutions and their groups to conducting reviews by independent experts on those aspects that it considers relevant for the purposes of the obligations of the entities or groups in the solvency regulations and, especially regarding the consistency and quality of the data of internal methods provided for in the same urge.

(d) to determine the types of financial institutions to be included in the consolidatable group of credit institutions.

(e) receive communications remaining bodies responsible for the supervision of individual or subconsolidated basis of entities in a consolidatable group in which institutions other than credit institutions are integrated when the Bank of Spain is responsible for the supervision of the aforementioned group. These communications will be carried out whenever it is necessary and at least twice a year. Its content will be the relative to the requirements of minimal own resources which, in accordance with its specific rules, are enforceable either individual or subconsolidated entities subject to its supervision, deficits showing in relation to such minimum requirements, and the measures taken to correct.

(f) to enact precise provisions for the proper execution of this Royal Decree.

Any rule that decisions handed down in development of what is expected in the present Royal Decree and may directly affect financial entities subject to the supervision of the National Commission of the stock market or the General Directorate of insurance and pension funds will require prior report of these bodies.

Seventh final disposition. No increase in spending.

The measures foreseen in this Royal Decree will not bring increased remuneration, allowance, or other personnel costs.

Disposal the eighth. Entry into force.

This Royal Decree shall enter into force the day following its publication in the "Official Gazette".

However the above, to provide on its website the information provided for in article 37 of this Royal Decree, credit institutions will have within three months from the date that the Bank of Spain published the planned developments.

Given in Madrid on February 13, 2015.

PHILIP R.

The Minister of economy and competitiveness, LUIS DE GUINDOS jury

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