Italy – CB Qualified Shareholding Process

Italy – CB Qualified Shareholding Process

On 20 January 2021, ITA CB issued draft rules on qualified shareholdings.

  • ITA CB draft new provisions on identification information, documents to be submitted for authorization request re acquisition of qualifying holdings in banks, intermediaries.
  • Falling under art 106 of TUB; electronic money institutions (IMEL); payment entities (IP); investment managers (SGR) and certain investment UCITS funds (SICAV, SICAF).
  • Follows ITA CB, Consob May 2020 issued rules on qualified stakes in CCP.


  • Lists the information, documents that candidates acquiring qualified shareholdings in supervised intermediaries operating in banking, financial sectors are required to send.
  • As part of their authorization request; the list of information is prepared in line with Consolidated Law on Banking (TUB), Finance Law (TUF), in compliance with EU law.
  • I.e. directives, regulations and guidelines of EU supervisory authorities; also takes into account ECB's policy statements on the matter.
  • Re those who they intend to acquire a qualified stake in a stock brokerage companies (SIM) reference is made to information and documents identified in reg 2017/1946.

Legal Framework and Scope

  • Consultation framed in context of MIFID, MIFIR, EMIR, EMD, AMLD, UCITS, AIFMD, CRD, CRR and guidance issued by ESAs in 2016.
  • The provisions apply to all candidate buyers of qualified holding in an Italian target company with exception of candidate purchasers of qualified equity investments.
  • In investment/brokerage firms (SIM) to which regulation 2017/1946 applies.
  • Buyer candidates must send required information and documents in annex I to ITA CB.

Target Audience

  • All natural or legal persons who intend to acquire a qualified holding (i.e. 10%, 20%, 30%, 50% share capital or voting rights; significant influence; control) in banks.
  • Or intermediaries under art 106 TUB; IMEL, IP, SGR, SICAV and SICAF.
  • Banks and other intermediaries to which qualified shareholdings refer (target companies), also through their trade associations; anyone interested in commenting.


  • Consultation open for 60 days of document publication on ITA CB site i.e. until 22 March 2021.
  • Comments by certified email or paper form; report on feedback will be published.