REGULATION ON THE ACTIVITY OF GRANTING LOANS

(FINANCE COMPANIES)

Year 2011 / Number 03

(Consolidated text as of 29/01/2026 - Update XX)

Central Bank of the Republic of San Marino

Regulation No. 2011-03 on the activity of granting loans (finance companies) (Update XX)

INDEX

PART I INTRODUCTION

TITLE I PRELIMINARY PROVISIONS

Article I.I.1 - Legislative sources Article I.I.2 - Definitions

TITLE II OBJECTIVES AND STRUCTURE OF THE PROVISION

Article I.II.1 - Purposes Article I.II.2 - References Article I.II.3 - Preparation Article I.II.4 - Structure

PART II ACTIVITIES OF FINANCE COMPANIES

TITLE I PRELIMINARY PROVISIONS

Article II.I.1 - Legislative sources Article II.I.2 - Administrative sanctions

TITLE II ACTIVITIES OF FINANCE COMPANIES

Article II.II.1 - Reservation of credit activity Article II.II.2 - Illegal lending Article II.II.3 - Reserved activities Article II.II.4 - Other permissible activities Article II.II.5 - Activities exercisable upon authorization Article II.II.6 - Savings collection instruments

PART III AUTHORIZATION FOR CREDIT ACTIVITY

TITLE I PRELIMINARY PROVISIONS

Article III.I.1 - Legislative sources Article III.I.2 - Administrative sanctions

TITLE II AUTHORIZATION FOR CONSTITUTION

Article III.II.1 - Signatories of the application Article III.II.2 - Form of the application Article III.II.3 - Content of the application Article III.II.4 - Declaration of controlling subjects Article III.II.5 - Ultimate beneficial owners Article III.II.6 - Methods of submitting the application Article III.II.7 - Time limit for the decision Article III.II.8 - Suspension of the time limit Article III.II.9 - Interruption of the time limit

TITLE III MINIMUM REQUIREMENTS

Article III.III.1 - Criteria for drafting the articles of association Article III.III.2 - Legal form Article III.III.3 - Company seat Article III.III.4 - Share capital Article III.III.5 - Locked deposit Article III.III.6 - Requirements for promoters Article III.III.7 - Requirements for management personnel Article III.III.8 - Business plan

TITLE IV INTERMEDIATE COMPLIANCE

Article III.IV.1 - Constitution of companies Article III.IV.2 - Transmission of the articles of association

TITLE V AUTHORIZATION TO BEGIN OPERATIONS

Article III.V.1 - Preliminary provisions Article III.V.2 - Time limits for the application Article III.V.3 - Form of the application Article III.V.4 - Content of the application Article III.V.5 - Variations and integrations to the business plan Article III.V.6 - Methods of submitting the application Article III.V.7 - Time limit for the decision Article III.V.8 - Reiteration of the application Article III.V.9 - Minimum requirements Article III.V.10 - Inspections Article III.V.11 - Notification of commencement of operations

TITLE VI ACTIVITIES OF FOREIGN ENTITIES

Chapter I Branches of foreign finance companies

Article III.VI.1 - Requirements for authorization Article III.VI.2 - Authorization application Article III.VI.3 - Business plan Article III.VI.4 - Requirements for branch managers Article III.VI.5 - Authorization procedure Article III.VI.6 - Applicable provisions

Chapter II Provision of services without a permanent establishment

Article III.VI.7 - Scope of application of the discipline Article III.VI.8 - Conditions for authorization Article III.VI.9 - Authorization application Article III.VI.10 - Authorization procedure Article III.VI.11 - Applicable provisions

Chapter III Representative offices

Article III.VI.12 - Prohibition on exercising reserved activities Article III.VI.13 - Requirements Article III.VI.14 - Procedure

TITLE VII VARIATION, WAIVER, AND REVOCATION OF AUTHORIZATION

Article III.VII.1 - Request for variation Article III.VII.2 - Waiver of authorization Article III.VII.3 - Revocation of authorization

PART IV MANAGEMENT PERSONNEL

TITLE I REFERENCES

Article IV.I.1 - Applicable provisions for management personnel of finance companies

PART V OWNERSHIP STRUCTURES

TITLE I PRELIMINARY PROVISIONS

Article V.I.1 - Legislative sources Article V.I.2 - Administrative sanctions

TITLE II REQUIREMENTS

Chapter I Honesty and Integrity

Article V.II.1 - Requirements Article V.II.2 - Certification methods Article V.II.3 - Foreign certificates Article V.II.4 - Validity requirements for certificates Article V.II.5 - Exempted subjects

Chapter II Sound and Prudent Management

Article V.II.6 - Requirements Article V.II.7 - Information note Article V.II.8 - Attached documentation

TITLE III AUTHORIZATION FOR ACQUISITION OF SIGNIFICANT PARTICIPATIONS

Article V.III.1 - Scope of application Article V.III.2 - Subjects obliged Article V.III.3 - Authorization application Article V.III.4 - Declaration of controlling subjects Article V.III.5 - Time limits for the decision Article V.III.6 - Evaluation criteria

TITLE IV COMMUNICATION OBLIGATIONS

Article V.IV.1 - Ownership structures Article V.IV.2 - Voting agreements

TITLE V INTERVENTION POWERS

Article V.V.1 - Revocation of authorization Article V.V.2 - Annulment of shareholder resolutions Article V.V.3 - Order to alienate the participation Article V.V.4 - Verification of the permanence of requirements

PART VI FINANCIAL STATEMENTS

TITLE I PRELIMINARY PROVISIONS

Article VI.I.1 - Legislative sources Article VI.I.2 - Administrative sanctions

TITLE II GENERAL RULES

Article VI.II.1 - General obligations Article VI.II.2 - Composition of the financial statements Article VI.II.3 - Audit obligations for Sanmarinese finance companies and branches of foreign finance companies Article VI.II.4 - Certification of the audit firm and auditors Article VI.II.5 - References

PART VII PRUDENTIAL SUPERVISION

TITLE I PRELIMINARY PROVISIONS

Article VII.I.1 - Legislative sources Article VII.I.2 - Administrative sanctions

TITLE II SUPERVISORY CAPITAL

Article VII.II.1 - Structure of supervisory capital Article VII.II.2 - Core capital Article VII.II.3 - Supplementary capital Article VII.II.4 - Deductions Article VII.II.5 - Limits and restrictions Article VII.II.6 - Minimum amount of supervisory capital Article VII.II.7 - Hybrid capital instruments Article VII.II.8 - Subordinated liabilities Article VII.II.9 - Guarantees provided upon the issuance of hybrid capital instruments and subordinated liabilities and consequent "on-lending" operations Article VII.II.10 - Request for approval from the Central Bank Article VII.II.11 - Repurchase by the issuing finance company of shares of hybrid capital instruments or subordinated liabilities Article VII.II.12 - Derogations Article VII.II.13 - Adjusted supervisory capital

TITLE III CAPITAL ADEQUACY AND SOLVENCY RATIO

Article VII.III.1 - Mandatory provision Article VII.III.2 - Structure of the ratio Article VII.III.3 - Weighting criteria Article VII.III.4 - Debtor counterparties Article VII.III.5 - Country risk Article VII.III.6 - Received guarantees Article VII.III.7 - Personal guarantees Article VII.III.8 - Off-balance sheet operations Article VII.III.9 - Minimum capital coverage for debtor default risks Article VII.III.10 - Minimum capital coverage for operational risks

TITLE IV RISK CONCENTRATION

Article VII.IV.1 - Large exposures Article VII.IV.2 - Limitations on large exposures Article VII.IV.3 - Large exposures towards shareholders and connected subjects Article VII.IV.4 - Derogations Article VII.IV.5 - Resolution procedure Article VII.IV.6 - Limitations on large exposures in the case of groups

TITLE V CONTRACTUAL RELATIONS WITH RELATED PARTIES AND SUBJECTS CONNECTED TO THEM

Article VII.V.1 - General principle Article VII.V.2 - Significant positions Article VII.V.3 - Procedural aspects Article VII.V.4 - Limitation on an individual and aggregate basis Article VII.V.5 - Limitations on risk positions in the case of groups

TITLE VI LIMITS ON MATURITY TRANSFORMATION

Article VII.VI.1 - Limits on medium-long term investments Article VII.VI.2 - Limits on medium-long term loans granted

TITLE VII INVESTMENTS IN REAL ESTATE

Article VII.VII.1 - Acquirable real estate assets Article VII.VII.2 - Acquisition of real estate for debt recovery Article VII.VII.3 - Real estate subject to financial leasing

TITLE VIII HOLDABLE PARTICIPATIONS