Supervisory Consolidation (Investment Firms Directive)

Suppliment tal-Gazzetta tal-Gvern ta’ Malta Nru. 21,478, 29 ta’ Lulju, 2025 B 1561

L.N. 152 of 2025

INVESTMENT SERVICES ACT

(CAP. 370)

Supervisory Consolidation (Investment Firms Directive)

(Amendment) Regulations, 2025

IN EXERCISE of the powers conferred by article 12 of the

Investment Services Act, the Minister responsible for the regulation of

financial services, acting on the advice of the Malta Financial Services

Authority, has made the following regulations:-

(1) The title of these regulations is the Supervisory Citation and

(Amendment) scope.

Consolidation

(Investment

Firms

Directive)

Regulations, 2025 and these regulations shall be read and construed as

one with the Supervisory Consolidation (Investment Firms Directive) S.L. 370.49.

Regulations, hereinafter referred to as the "principal regulations".

(2) The scope of these regulations is to further transpose, in

part, Articles 3, 46, 47, 48, and 49 of Directive (EU) 2019/2034 of the

European Parliament and of the Council of 27 November 2019 on the

prudential supervision of investment firms and amending Directives

2002/87/EC, 2009/65/EC, 2011/61/EU, 2013/36/EU, 2014/59/EU and

2014/65/EU.

Sub-regulation (1) of regulation 2 of the principal Amends

regulation 2 of

regulations shall be amended as follows

the principal

regulations.

(a) the definition "ancillary services undertaking" shall

be substituted by the following new definition

" "ancillary services undertaking" shall have the same

meaning as assigned to it in point (1) of Article 4 of the

IFR;";

(b) immediately after the definition "financial institution"

there shall be added the following new definition

" "group supervisor" means a competent authority

responsible for the supervision of compliance with the

group capital test of EU parent investment firms and

investment firms controlled by EU parent investment

holding companies or EU parent mixed financial holding

companies;".

Regulation 3 of the principal regulations shall be amended

(a)

sub-regulation (1) thereof shall be amended as

(i) the words "on a consolidated basis:" shall be

substituted by the words "on a consolidated basis or

supervision of compliance with the group capital test:";

(ii) paragraph (c) thereof shall be substituted by the

following new paragraph

"(c) where two (2) or more investment firms

authorised in two (2) or more Member States, at least

one of which is licensed in accordance with the Act,

have as their parent the same EU parent investment

holding company or the same EU mixed financial

holding company which is established in Malta;";

(iii) paragraph (d) thereof shall be substituted by the

following new paragraph

"(d) where two (2) or more investment firms

are authorised in two (2) or more Member States, one

of which is licensed in accordance with the Act,

having parent undertakings comprise more than one

EU investment holding company or EU mixed

financial holding company with head offices in

different Member States and there being an

investment firm in each of those Member States, and

the investment firm with the largest balance sheet

total is that licensed in terms of the Act; and";

(iv) paragraph (e) thereof shall be substituted by the

following new paragraph

"(e) where two (2) or more investment firms,

one of which is licensed in accordance with the Act,

having the same EU parent investment holding

company or EU parent mixed financial holding

company and none of those investment firms have

been authorised in the Member State in which the EU

parent investment holding company or EU parent

mixed financial holding company are set up, and the

investment firm licensed in terms of the Act has the

largest balance sheet total.";

(b) sub-regulation (2) thereof shall be substituted by the

following new sub-regulation

"(2) In particular cases, the competent authority

may, by common agreement with other European

regulatory authorities, waive the criteria referred to in sub-

regulation (1)(c), (d) and (e) if their application would be

inappropriate for the effective supervision on a

consolidated basis or supervision of compliance with the

group capital test, taking into account the investment firms

and the relative importance of their activities in the relevant

European Member States, and designate another European

regulatory authority to exercise supervision on a

consolidated basis or supervision of compliance with the

group capital test. In these cases, before taking its decision,

the competent authority shall give the EU parent

investment holding company, EU parent mixed financial

holding company or the investment firm with the largest

balance sheet total, as appropriate, an opportunity to state

its opinion on that decision. The competent authority shall

notify the Commission and the EBA of any such

agreement.";

(c) in sub-regulation (3) thereof the words "the

competent authority may" shall be substituted by the words "a

college of supervisors may be established to".

In sub-regulation (1) of regulation 4 of the principal Amends

regulations the words "the competent authority acting as consolidating regulation

the principal

supervisor, shall" shall be substituted by the words "the college of regulations.

supervisors shall provide a framework to the competent authority, as

consolidating supervisor to".

In regulation 5 of the principal regulations the words Amends

"where entities of a group have been authorised and where the regulation

the principal

competent authority is the consolidating supervisor," shall be regulations.

substituted by the words "where entities of an investment firm group

have been authorised and where the competent authority is the group

supervisor in accordance with regulation 3(1) and (2),".

Regulation 6 of the principal regulations shall be amended Amends

regulation 6 of

as follows

the principal

regulations.

(a) sub-regulation (1) thereof shall be substituted by the

following new sub-regulation

"(1) Where the competent authority is the group

supervisor as determined in regulation 3, it may, if

appropriate, establish a college of supervisors to facilitate

the tasks under Article 48 of the IFD as transposed in

Maltese legislation and to ensure coordination and

cooperation with third-country supervisory authorities in

particular where this is needed for the purpose of applying

Article 23(1)(c) and (2) of the IFR, to exchange and update

relevant information on the margin model with the

supervisory authorities of qualifying central counterparties

(QCCPs).";

(b) immediately after sub-regulation (1) thereof, as

substituted, there shall be added the following new sub-

regulation

"(1a) The competent authority shall also ensure that

the following are members of the college of supervisors

(a) the competent authorities responsible for the

supervision of subsidiaries of an investment firm group

headed by an EU investment firm, EU parent investment

holding company or EU parent mixed financial holding

company;

(b) where appropriate, third-country supervisory

authorities, subject to confidentiality requirements that

are equivalent in the opinion of all competent authorities

to the requirements established in Section 2 of Chapter I

of Title IV of the IFD.";

(c) sub-regulation (3) thereof shall be substituted by the

following new sub-regulation

"(3) Where the competent authority is the group

supervisor, as determined in Regulation 3, it shall chair the

meetings of the college and adopt decisions. Such decisions

shall take into account the relevance of the supervisory

activity to be planned or co-ordinated by the authorities as

referred to in regulation (1a)(a) and (b), the potential

impact on the stability of the financial system in the

Member States concerned and, in particular, in emergency

situations, based on the information available at the

relevant time.";

(d) in sub-regulation (4) thereof the words "consolidating

supervisor" shall be substituted by the words "group supervisor".

Regulation 7 of the principal regulations shall be amended

as follows

(a) in the proviso of paragraph (b) to sub-regulation (3)

thereof the words "consolidating supervisor" shall be substituted

by the words "group supervisor";

(b)

sub-regulation (4) thereof shall be amended as

follows

(i) the words "The competent authority may refer

to the EBA any of the following situations:" shall be

substituted by the words "The competent authority and the

group supervisor may refer to the EBA, in accordance with

Article 19(1) of Regulation (EU) No 1093/2010, in any of

the following situations:";

(ii) in paragraph (a) thereof the words "essential

information;" shall be substituted by the words "essential

information in accordance with sub-regulation (1) and (2),

without undue delay;".

€0.72