Danish Act on Financial Business — FT — DK

Act on Financial Business 1)

This Act reproduces the Act on Financial Business, cf. Act No. 1013 of 21 August 2024, with the amendments resulting from Section 19 of Act No. 1602 of 17 December 2024, Section 2 of Act No. 1666 of 30 December 2024, Section 12 of Act No. 1668 of 30 December 2024, and Section 74 of Act No. 52 of 28 January 2025.

Part I

General Provisions

Chapter 1 Scope of Application

General rules on scope of application

Section 1. This Act applies to financial undertakings, cf. Section 5, subsection 1, no. 1, as well as undertakings covered by subsections 2-11 and 15.

Subsection 2. For financial holding companies, Sections 6, 6 a and 6 b, Section 43, subsection 1, Chapter 7, Section 64, subsection 7, Section 64 e, subsection 1, Sections 70, 71, 75, 79 a, 117, 175 a and 179-181, Chapter 13, Sections 344, 345, 346 and 347-348 a, Section 350, subsection 3, Section 351, subsections 1, 2 and 6-9, Sections 355 and 357, Section 361, subsection 1, nos. 3 and 9, and subsection 2, Section 368, subsections 2 and 3, subsection 4, no. 1, and subsection 5, and Sections 369, 370, 372, 373, 373 a and 374 shall apply. For financial holding companies, Section 46, subsections 2 and 3, Section 64 c, subsection 5, cf. subsections 1 and 4, Sections 71 b, 77 a-77 d, 170-175, 176-178 and 182 b-182 f, Section 245 a, subsection 5, Sections 245 b and 260, Section 266, subsection 1, and Sections 271, 274-276, 310, 312, 313, 313 b and 344 d shall also apply. For mixed holding companies, Section 64, subsection 7, Section 260, Section 264, subsection 1, no. 13, Section 266, subsection 1, Sections 271, 274-276, 344 and 345, Section 347, subsection 1, Section 351, subsections 1, 2 and 6-9, and Sections 355, 372 and 373 shall also apply.

Subsection 3. This Act applies to branches in Denmark of credit institutions and management companies that have been granted authorization in a country outside the European Union, with which the Union has not concluded an agreement in the financial sector, with the deviations that the branch relationship necessitates, or as provided for in or pursuant to an international agreement. The Danish Financial Supervisory Authority may lay down further rules on the organization of undertakings covered by the first sentence, including rules on capital requirements etc. The Danish Financial Supervisory Authority may lay down further rules that branches covered by the first sentence must carry out their activities in a subsidiary. The provisions of the Companies Act on branches of foreign limited liability companies shall apply to the branches mentioned in the first sentence.

Subsection 4. For branches in Denmark of foreign undertakings that have been granted authorization to carry out the activities mentioned in Sections 7-10 a in a country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, Sections 6, 6 a, 6 b, 30, 32, 43, 43 b, 47-48 a, 50-54, 344 and 345, Section 347, subsections 1-3, 5 and 7, Sections 347 b, 347 c and 348, Section 352, subsection 2, and Sections 354 a, 354 b, 360, 363 a, 368-370 and 373-374 shall apply with the deviations provided for in or pursuant to international agreements. For branches in Denmark of credit institutions, Section 152 a, subsection 4, second sentence, shall apply with the deviations provided for in or pursuant to international agreements. For branches in Denmark of a foreign undertaking that has been granted authorization to carry out the activities mentioned in Sections 7-10 a in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, Section 347 a shall also apply with the deviations provided for in or pursuant to international agreements. For branches and associated agents in Denmark of credit institutions that have been granted authorization to provide investment services or perform investment activities in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, and which carry out such activities in Denmark, Sections 30, 32, 344 and 345, Section 347, subsections 1-3, 5 and 7, Sections 348, 354 a and 354 b and Section 363 b, subsections 1 and 2, shall apply with the deviations provided for in or pursuant to international agreements. Section 43 and rules issued pursuant thereto shall apply correspondingly to situations mentioned in the fourth sentence.

Subsection 5. For services provided in Denmark by credit institutions and management companies that have been granted authorization in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, Sections 6, 6 a, 6 b, 31, 43 and 46-54, Section 347, subsection 1, and Section 348, subsection 1, shall apply with the deviations provided for in or pursuant to international agreements. For services provided in Denmark by credit institutions that have been granted authorization to provide investment services or perform investment activities in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, Section 31, Section 347, subsection 1, and Section 348, subsection 1, shall apply with the deviations provided for in or pursuant to international agreements.

Subsection 6. For services involving securities trading provided in Denmark by credit institutions that have been granted authorization in a country outside the European Union, with which the Union has not concluded an agreement in the financial sector, and for which the Commission has not adopted a decision as referred to in Article 47, subsection 1, of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, or where such a decision is no longer valid, Sections 6, 6 a, 6 b, 33 and 43, Section 347, subsection 1, Section 348, Section 363 b, subsection 4, and Section 373, subsections 3 and 5, shall apply.

Subsection 7. For services provided in Denmark by insurance companies that have been granted authorization in a country outside the European Union, with which the Union has not concluded an agreement in the financial sector, Sections 6, 6 a, 6 b and 37 shall apply.

Subsection 8. Chapter 20 shall apply to savings banks.

Subsection 9. Chapter 20 b shall apply to credit rating agencies.

Subsection 10. Chapter 20 f shall apply to CO2 quota traders.

Subsection 11. Chapter 20 h shall apply to STS certification bodies.

Subsection 12. Provisions on the board of directors or members thereof in Section 5, subsection 1, no. 6, Section 77, subsections 1 and 3, Section 78, subsection 1, no. 1, Section 98, Section 144, subsection 1, Section 199, subsections 10 and 11, and Sections 203, 209 and 247 shall in SE companies with a two-tier management system only apply to the supervisory body or members thereof with the necessary adaptations.

Subsection 13. Chapter 20 a shall apply to crowdfunding service providers.

Subsection 14. Chapter 19 b shall apply to natural and legal persons and other undertakings involved in the issuance, public offering and admission to trading of crypto-assets, or who provide services in connection with crypto-assets.

Subsection 15. Chapter 19 c shall apply to operators of financial digital infrastructure.

Subsection 16. Provisions on the board of directors or members thereof and provisions on management in Section 14, subsection 1, no. 2, Sections 64, 65, 73-75, 80 and 117, Section 124, subsections 1 and 4, Section 179, no. 2, Section 180, no. 2, Sections 184, 185 and 233, Section 346, subsections 2 and 3, Section 349, subsection 2, no. 2, Section 351, Section 355, subsection 2, no. 8, and subsection 3, and Sections 356 and 373-374 shall in SE companies with a two-tier management system, in addition to the management body and its members, also apply to the supervisory body or members thereof with the necessary adaptations.

Subsection 17. For suppliers and subcontractors to outsourcing undertakings, cf. Section 5, subsection 1, nos. 21 and 22, Sections 6, 6 a and 6 b and Section 347, subsections 1 and 6, shall apply.

Subsection 18. For investment firms covered by Article 1, subsections 2 and 5, of Regulation (EU) 2019/2033 of the European Parliament and of the Council of 27 November 2019 on prudential requirements for investment firms, and for investment firms covered by Section 236 in the Act on Investment Firms and Investment Services and Activities, the provisions implementing Parts VII and VIII of Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions shall apply.

Subsection 19. For credit institutions that have simultaneously been granted authorization as central counterparties (CCPs) pursuant to Article 14 of Regulation (EU) No 648/2012 of 4 July 2012 on OTC derivatives, central counterparties and trade repositories, Sections 71 a-71 c, 177 a, 177 b, 182 b-182 f and 224 a and Chapters 15 a, 17 and 17 a of this Act shall not apply.

Sections 2-4. (Repealed)

Chapter 2 Definitions

Section 5. In this Act, the following definitions shall apply:

1) Financial undertakings:
a) Credit institutions. b) Mortgage credit institutions. c) Investment management companies.

2) Credit institution:
a) An undertaking whose business is to receive deposits or other repayable funds from the public and to grant credits for its own account. b) An undertaking that carries out all the activities referred to in Part A, points 3 and 6, of Annex 1 to the Act on Investment Firms and Investment Services and Activities, if one of the following conditions applies, but the undertaking is not a commodity or emission allowance trader, a collective investment scheme or an insurance company:
i) The total value of the undertaking's consolidated assets amounts to or exceeds EUR 30 billion. ii) The total value of the undertaking's assets is less than EUR 30 billion, and the undertaking is part of a group where the total value of the consolidated assets of all the undertakings in the group that individually have total assets of less than EUR 30 billion, and that carry out one or more of the activities referred to in Part A, points 3 and 6, of Annex 1 to the Act on Investment Firms and Investment Services and Activities, amounts to or exceeds EUR 30 billion, cf. however subsection 8. iii) The total value of the undertaking's assets is less than EUR 30 billion, and the undertaking is part of a group where the total value of the consolidated assets of all the undertakings in the group that carry out one or more of the activities referred to in Part A, points 3 and 6, of Annex 1 to the Act on Investment Firms and Investment Services and Activities, amounts to or exceeds EUR 30 billion, if the consolidating authority decides this in consultation with the supervisory college to take into account potential risks of circumvention and potential risks to financial stability in the Union, cf. however subsection 8.

3) Investment services and investment activities: Activities as referred to in Annex 1, Part A, to the Act on Investment Firms and Investment Services and Activities in connection with the instruments listed in the same Act's Annex 2.

4) Management company: A company that can manage UCITS (in Denmark: investment management company).

5) Finance company: An undertaking that is not a credit institution, an investment firm, cf. the Act on Investment Firms and Investment Services and Activities, or a pure industrial holding company, and whose main business consists of acquiring shareholdings or carrying out one or more of the activities specified in Annex 2, nos. 2-12 and 15.

6) Parent undertaking: An undertaking that has one or more subsidiary undertakings.

7) Subsidiary undertaking: An undertaking over which a parent undertaking has dominant influence.

8) Group: A parent undertaking and its subsidiary undertakings, cf. Section 5 a.

9) Financial holding company:
a) A parent undertaking that is not a financial undertaking in a group where at least one of the subsidiary undertakings in the group is a financial undertaking, and where at least 40 percent of the total balance sheet total for the group and the parent undertaking's associated undertakings relates to the financial sector, cf. however subsection 7. b) A parent undertaking whose business consists exclusively or mainly of acquiring shareholdings in subsidiary undertakings that are financial undertakings or finance companies. Subsidiary undertakings are mainly financial undertakings.

*Footnote 1: The Act contains provisions implementing Council Directive 86/635/EEC of 8 December 1986 (Banking Accounting Directive), OJ 1986, No. L 372, p. 1, Council Directive 89/117/EEC of 13 February 1989 (Publication of annual accounting documents for branches of non-member countries), OJ 1989, No. L 44, p. 40, Council Directive 91/674/EEC of 19 December 1991 (Insurance Accounting Directive), OJ 1991, No. L 374, p. 7, Directive 95/26/EC of the European Parliament and of the Council of 29 June 1995 (BCCI Directive), OJ 1995, No. L 168, p. 7, Directive 2001/24/EC of the European Parliament and of the Council of 4 April 2001 (Banking Resolution Directive), OJ 2001, No. L 125, p. 15, Directive 2002/13/EC of the European Parliament and of the Council of 5 March 2002 (Solvency I Directive), OJ 2002, No. L 77, p. 17, Directive 2002/87/EC of the European Parliament and of the Council of 16 December 2002 (Conglomerates Directive), OJ 2003, No. L 35, p. 1, parts of Directive 2006/31/EC of the European Parliament and of the Council of 5 April 2006 (Deferral Directive), OJ 2006, No. L 114, p. 60, Directive 2007/44/EC of the European Parliament and of the Council of 5 September 2007 (Acquisition Directive), OJ 2007, No. L 247, p. 1, parts of Directive 2007/64/EC of the European Parliament and of the Council of 13 November 2007 (Payment Services Directive), OJ 2007, No. L 319, p. 1, parts of Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 (UCITS Directive), OJ 2009, No. L 302, p. 32, parts of Directive 2009/138/EC of the European Parliament and of the Council of 25 November 2009 (Solvency II Directive), OJ 2009, No. L 335, p. 1, Commission Directive 2010/43/EU of 1 July 2010, OJ 2010, No. L 176, p. 42, parts of Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 (CRD IV), OJ 2013, No. L 176, p. 338, parts of Directive 2014/49/EU of the European Parliament and of the Council of 16 April 2014 (DGSD), OJ 2014, No. L 173, p. 149, parts of Directive 2014/50/EU of the European Parliament and of the Council of 16 April 2014, OJ 2014, No. L 128, p. 1, parts of Directive 2014/59/EU of the European Parliament and of the Council of 15 May 2014 on a framework for the recovery and resolution of credit institutions and investment firms (BRRD), parts of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 (MiFID II), OJ 2014, No. L 173, p. 349, parts of Directive 2014/91/EU of the European Parliament and of the Council of 23 July 2014 (UCITS V Directive), OJ 2014, No. L 257, p. 186, parts of Directive 2015/849/EU of the European Parliament and of the Council of 20 May 2015 (4th Anti-Money Laundering Directive), OJ 2015, No. L 141, p. 73, parts of Directive 2018/843/EU of the European Parliament and of the Council of 30 May 2018, OJ 2018, No. L 156, p. 43, parts of Directive 2016/97/EU of the European Parliament and of the Council of 20 January 2016, OJ 2016, No. L 26, p. 19,
parts of Directive (EU) 2019/878 of the European Parliament and of the Council of 20 May 2019, OJ 2019, No. L 150, p. 253, parts of Directive 2017/828/EU of the European Parliament and of the Council of 17 May 2017, OJ 2017, No. L 132, p. 1, parts of Directive 2019/879/EU of the European Parliament and of the Council of 20 May 2019 (BRRD II), OJ 2019, No. L 150, p. 296, parts of Directive 2017/828/EU of the European Parliament and of the Council of 17 May 2017, OJ 2017, No. L 132, p. 1, parts of Directive 2019/1160/EU of the European Parliament and of the Council of 20 June 2019, OJ 2019, No. L 188, p. 106, parts of Directive (EU) 2019/2162 of the European Parliament and of the Council of 27 November 2019 on covered bonds and public supervision of covered bonds and amending Directives 2009/65/EC and 2014/59/EU, OJ 2019, No. L 328, p. 29, parts of Commission Delegated Directive (EU) 2021/1270 of 21 April 2021 amending Directive 2010/43/EU as regards the sustainability risks and sustainability factors to be taken into account in connection with undertakings for collective investment in transferable securities (investment undertakings), OJ 2021, No. L 277, p. 141, parts of Directive (EU) 2022/2555 of the European Parliament and of the Council of 14 December 2022 on measures to ensure a high common level of cybersecurity across the Union, OJ 2022, No. L 333, p. 80-152, and parts of Directive (EU) 2022/2556 of the European Parliament and of the Council of 14 December 2022, OJ 2022, No. L 333, p. 153-163, parts of Directive (EU) 2022/2464 of the European Parliament and of the Council of 14 December 2022 amending Regulation (EU) No 537/2014, Directive 2004/109/EC, Directive 2006/43/EC and Directive 2013/34/EU as regards corporate sustainability reporting, OJ 2022, No. L 322, p. 15, and parts of Directive (EU) 2024/1174 of the European Parliament and of the Council of 11 April 2024 amending Directive 2014/59/EU and Regulation (EU) No 806/2014 as regards certain aspects of the minimum requirement for own funds and eligible liabilities, OJ L of 22 April 2024. The Act also includes certain provisions from Commission Regulation No 584/2010/EU of 1 July 2010, OJ 2010, No. L 176, p. 16, Regulation No 1092/2010/EU of the European Parliament and of the Council of 24 November 2010, OJ 2010, No. L 331, p. 1, Regulation No 1093/2010/EU of the European Parliament and of the Council of 24 November 2010, OJ 2010, No. L 331, p. 12, Regulation No 1094/2010/EU of the European Parliament and of the Council of 24 November 2010, OJ 2010, No. L 331, p. 48, Regulation No 1095/2010/EU of the European Parliament and of the Council of 24 November 2010, No. L 331, p. 84, Regulation No 346/2013/EU of the European Parliament and of the Council of 17 April 2013, OJ 2013, No. L 115, p. 18, Regulation No 345/2013/EU of the European Parliament and of the Council of 17 April 2013, OJ 2013, No. L 115, p. 1, Regulation No 575/2013/EU of the European Parliament and of the Council of 26
June 2013 (CRR), OJ 2013, No. L 176, p. 1, Regulation No 600/2014/EU of the European Parliament and of the Council of 15 May 2014 (MiFIR), OJ 2014, No. L 173, p. 84, Regulation No 1286/2014/EU of the European Parliament and of the Council of 26 November 2014 (PRIIPs), OJ 2014, No. L 352, p. 1, Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets. According to Article 288 of the TFEU, a regulation applies directly in each Member State. The reproduction of these provisions in the Act is therefore solely justified by practical considerations and does not affect the direct validity of the regulations in Denmark.

Published in the Official Gazette A
2025 Published on 13 June 2025
9 June 2025. No. 650.
Ministry of Industry, Business and Financial Affairs, Danish Financial Supervisory Authority, ref. no. 25-002263 CQ003235

or financing institutions, if at least one is a financial undertaking and more than 50% of the parent undertaking's consolidated assets are linked to subsidiary undertakings that are financial undertakings or financing institutions. A parent undertaking as mentioned in the first sentence is not a financial holding undertaking if the financial subsidiary undertakings in the group are exclusively insurance undertakings.

10) Credit institution holding undertaking: A parent undertaking whose business consists exclusively or mainly in holding capital shares in subsidiary undertakings that are credit institutions or financing institutions, and where the group's main business is to carry on credit institution business.

11) Mortgage credit holding undertaking: A parent undertaking whose business consists exclusively or mainly in holding capital shares in subsidiary undertakings that are credit institutions or financing institutions, and where the group's main business is to carry on mortgage credit institution business.

12) Investment management holding undertaking: A parent undertaking whose business consists exclusively or mainly in holding capital shares in subsidiary undertakings that are credit institutions or financing institutions, and where the group's main business is to carry on investment management business.

13) Associated undertaking: An undertaking in which a financial undertaking and its subsidiary undertakings hold capital shares and exercise significant influence over its operational and financial management, but which is not a subsidiary undertaking of the financial undertaking. A financial undertaking and its subsidiary undertakings are presumed to exercise significant influence if they collectively hold 20% or more of the voting rights.

14) Exposure: The sum of all claims on a customer or a group of interconnected customers that entails credit risk for the undertaking, and capital shares issued by the customer or by one among a group of interconnected customers. As far as provisions on exposures in Sections 78 and 182 are concerned, the following claims are exempted:
a) In connection with foreign exchange transactions: Claims arising in connection with the normal settlement of a transaction, within a period of 48 hours after payment has been made. b) In connection with the purchase or sale of transferable securities: Claims arising in connection with the normal settlement of a transaction, within a period of 5 working days after payment has been made or the transferable securities have been delivered, depending on which date occurs first. c) In connection with payment intermediation, including the execution of payment orders, clearing and settlement of transferable securities in any currency and correspondent banking or offers of clearing, settlement and deposit of financial instruments to customers: Claims regarding delayed receipt of financing and other claims arising as a result of customer activity, and which do not last longer than the following working day. d) In connection with payment intermediation, including the execution of payment orders, clearing and settlement of transferable securities in any currency and correspondent banking: Intraday claims with institutions providing these services.

15) Close links:
a) Direct or indirect links of the type specified in item 8, b) capital interests, meaning a company's direct or indirect holding of 20% or more of the voting rights or capital in a company, or c) multiple companies' or persons' common link, cf. letter a, with a company.

16) Zone A countries: Member states of the EU, other countries that are full members of the Organisation for Economic Co-operation and Development (OECD), and other countries that have entered into special loan agreements with the International Monetary Fund (IMF) and are linked to the General Arrangements to Borrow. A country that, as a result of inability to pay, restructures its foreign state debt is excluded from Zone A for a period of 5 years.

17) Branch: A division that legally constitutes a non-independent part of a credit institution or administration company, and which carries on business of the type that the undertaking is authorized to conduct.

18) Multilateral Trading Facility (MTF): Any system or facility where the buy and sell interests of various third parties in financial instruments can be brought together, and which is operated in accordance with the rules in Chapter 17, 18, 20, 22 and 23 of the Capital Markets Act.

19) Outsourcing: Any form of arrangement between an undertaking and a supplier, under which the supplier performs a process, a service or an activity that the undertaking would otherwise perform itself. For insurance companies, outsourcing is defined as an arrangement of any kind between an insurance company and a service provider, where the service provider either directly or through further outsourcing performs a process, a service or an activity that the insurance company would otherwise have performed itself.

20) Outsourcing undertaking: A financial undertaking that outsources activities to a supplier.

21) Supplier: An undertaking that handles outsourced tasks for the outsourcing undertaking.

22) Further outsourcing: A supplier's outsourcing of tasks, which it handles in accordance with an agreement with the outsourcing undertaking, to a sub-supplier and the sub-supplier's possible further outsourcing of the tasks to the next link in the chain of sub-suppliers and any further outsourcing to other links in the chain of sub-suppliers.

23) UCITS: An investment undertaking that has authorization in accordance with rules implementing the UCITS Directive, and which may be established pursuant to Article 1(3):
a) in accordance with an agreement as investment funds administered by investment management companies or administration companies (in Denmark: investment funds), b) as trusts (unit trusts) or c) in accordance with articles of association as investment companies (in Denmark: investment companies and companies for investment with variable capital (SICAVs)).

24) Competent authorities: The national authorities that are empowered by law or other regulations to exercise supervision over the types of undertakings covered by this Act.

25) Reference rate: A published interest rate calculated using a formula based on individual submissions from a number of independent contributors in accordance with an agreement or regulations thereon, and which is intended to form the basis for an agreed interest rate setting between credit institutions or between credit institutions and their customers.

26) Combined capital buffer requirement: The total common equity tier 1 capital necessary to meet the requirement for a capital conservation buffer, cf. item 27, increased by a company-specific countercyclical capital buffer, cf. item 31, a SIFI buffer, cf. item 31, a G-SIFI buffer, cf. item 34, and a systemic buffer, cf. item 36, cf. however Section 125 e, subsection 2.

27) Capital conservation buffer: The capital base that an undertaking must maintain in accordance with Section 125 a, subsection 3.

28) Company-specific countercyclical capital buffer: The capital base that an undertaking must maintain in accordance with Section 125 a, subsection 4.

29) Countercyclical buffer rate: The rate that undertakings must use to calculate their company-specific countercyclical capital buffer, and which is set in accordance with Section 125 f, subsections 1-3, 5 and 6.

30) Company-specific countercyclical capital buffer rate: The weighted average of the countercyclical buffer rates applicable to the countries where an undertaking's relevant credit exposures are located, cf. Section 125 f, subsections 1-3, 5 and 6.

31) SIFI buffer: The capital base that a systemically important financial institution (SIFI), cf. Section 308, must maintain in accordance with Section 125 a, subsection 5, on an individual, sub-consolidated and consolidated basis.

32) SIFI buffer rate: The rate that a systemically important financial institution (SIFI) must use to calculate its SIFI buffer, and which is set in accordance with Section 125 g.

33) Leverage ratio buffer: The capital base that a global systemically important financial institution (G-SIFI) must maintain in accordance with Article 92(1a) of Regulation (EU) No 876/2019 of the European Parliament and of the Council of 20 May 2019 amending Regulation (EU) No 575/2013.

34) G-SIFI buffer: The capital base that a global systemically important financial institution (G-SIFI), cf. Section 310, must maintain in accordance with Section 125 a, subsection 6, on a consolidated basis.

35) G-SIFI buffer rate: The rate that a global systemically important financial institution (G-SIFI) must use to calculate its G-SIFI buffer, and which is set in accordance with Section 125 g.

36) Systemic buffer: The capital base that an undertaking must maintain in accordance with Section 125 a, subsection 7.

37) Systemic buffer rate: The rate that an undertaking must use to calculate its systemic buffer, and which is set in accordance with Section 125 h.

38) Variable components of remuneration: Remuneration schemes where part of the remuneration is not known in advance, including bonus schemes, performance contracts, one-off payments and other similar schemes that are not part of the fixed component of remuneration.

39) Mixed holding undertaking: A parent undertaking that is not a financial holding undertaking or a credit institution or a mortgage credit institution, in a group where at least one subsidiary undertaking in the group is a credit institution or a mortgage credit institution.

40) Beneficial owner: A natural person who ultimately directly or indirectly owns or controls a sufficient part of the share capital or voting rights, or who exercises control by other means.

41) Mortgage-like loan: A loan that at the time of borrowing has an agreed maturity of more than 10 years and a principal of at least 100,000 DKK. Furthermore, the loan must have a mortgage on an owner-occupied house, a holiday home or a farm property that can be mortgaged in accordance with the rules for owner-occupied houses and holiday homes, located in Denmark, and the loan must at the time of borrowing be within the loan limits following from Section 5, or be granted pursuant to Section 7 of the Act on Mortgage Loans and Mortgage Bonds etc., and it must be able to serve as security for special covered bonds or bonds that can be described as special covered bonds.

42) Accessory service: Services as mentioned in Annex 1 of the Act on Securities Brokerage Companies and Investment Services and Activities.

43) Execution of orders for investors' account: Entering into agreements for the purchase or sale on behalf of investors of one or more financial instruments.

44) Trading for own account: Trading over own inventory, which results in transactions with one or more financial instruments.

45) Financial instrument: Instruments as mentioned in Annex 2 of the Act on Securities Brokerage Companies and Investment Services and Activities, including such instruments that are issued using distributed ledger technology.

46) Derivative: Derivative as defined in Article 2(1)(29) of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments.

47) Structured deposit: Deposit as defined in Article 2(1)(3)(c) of Directive 2014/49/EU of the European Parliament and of the Council on deposit guarantee schemes, which shall be repaid in full at maturity under provisions that any interest or premium is paid or is at risk after a formula that includes factors such as an index or a combination of indices, except for deposits with variable interest, where the return is directly linked to an interest index such as EURIBOR or LIBOR, a financial instrument or a combination of financial instruments, a commodity or a combination of commodities or other material or intangible non-transferable assets or an exchange rate or a combination of exchange rates.

48) STS certification body: A legal person covered by Article 28 of Regulation (EU) No 2017/2402 of the European Parliament and of the Council of 12 December 2017 laying down a general framework for securitisation and creating a specific framework for simple, transparent and standardised securitisation, which checks and declares whether a securitisation meets the criteria in Article 19-22, 23-26 or 26b-26e of the STS Regulation.

49) Intermediary: An undertaking that has authorization in accordance with this Act to carry out activities mentioned in Annex 1, Section A, item 4, of the Act on Securities Brokerage Companies and Investment Services and Activities, when the undertaking provides services in relation to the custody of shares with voting rights in companies that have shares admitted to trading on a regulated market.

50) Capital manager: An undertaking that has authorization in accordance with this Act to carry out activities mentioned in Annex 1, Section A, item 4, of the Act on Securities Brokerage Companies and Investment Services and Activities, when the undertaking provides services in relation to the portfolio management of shares with voting rights in companies that have shares admitted to trading on a regulated market.

51) Advisory proxy: A financial undertaking that on a commercial and professional basis analyzes information from listed companies, and, if relevant, other information with a view to enabling investors to make informed decisions in connection with voting in the relevant companies by providing research, advice or recommendations regarding the exercise of shareholders' voting rights.

52) Write-down eligible liabilities: Liabilities that are covered by bail-in, and which are covered by Section 267 a, subsection 1, or Section 267 e.

53) Subordinated write-down eligible instruments: Instruments that meet the conditions in Article 72a, Article 72b(1) and (2), and Article 72c of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

54) Resolution entity:
a) An undertaking that is covered by resolution measures in a resolution plan prepared in accordance with Section 259. b) An undertaking that is covered by resolution measures in a group resolution plan prepared in accordance with Section 260.

55) Resolution group:
a) A resolution entity and its subsidiary undertakings. A subsidiary undertaking is not covered by a resolution group if i) the subsidiary undertaking itself is a resolution entity, ii) the subsidiary undertaking is a subsidiary of another resolution entity or iii) the subsidiary undertaking is established in a third country, unless the subsidiary undertaking is included in the resolution group in accordance with the resolution plan. b) Credit institutions that are permanently affiliated to a central body, and the central body, when at least one credit institution or the central body is a resolution entity. The subsidiary undertakings of the credit institutions and the central body are also covered by the resolution group.

56) Liquidation entity:
a) An undertaking that, according to a resolution plan prepared in accordance with Section 259, is to be placed under bankruptcy proceedings. b) An undertaking that, according to a group resolution plan prepared in accordance with Section 260, is to be placed under bankruptcy proceedings. c) An undertaking in a resolution group that is not a resolution entity, and which is covered by a group resolution plan prepared in accordance with Section 260, for which no exercise of write-down or conversion powers is set, cf. Section 24 of the Act on Restructuring and Resolution of Certain Financial Undertakings.

57) Gender-neutral pay policy: A pay policy based on equal pay for equal work or work of equal value regardless of the employee's gender.

58) Sustainability risk: Sustainability risk as defined in Article 2(22) of Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainability-related disclosures in the financial services sector.

59) Outgoing net cash flows: All outgoing payment flows that fall due on a day, including principal and interest payments and payments in accordance with derivative contracts linked to the issuance of special covered bonds, minus all incoming payment flows that fall due on the same day for claims related to the underlying assets.

60) Severance pay: Any form of payment that the recipient acquires the right to in connection with their departure, and which does not
a) constitute salary or value of staff benefits during the notice period, b) constitute reasonable compensation for assuming non-compete clauses or customer clauses or c) follow from mandatory legislation.

Subsection 2. Capital interests mean a company's direct or indirect holding of 20% or more of the voting rights or capital in a company.

Subsection 3. Qualified holding means direct or indirect holding of at least 10% of the capital or voting rights or a share that makes it possible to exercise significant influence over the management of the financial undertaking or the financial holding undertaking.

Subsection 4. Capital shares mean shares in limited liability companies (shares), in private limited companies (partnership shares) and in other companies' equity.

Subsection 5. In the calculation of voting rights and rights to appoint or dismiss members of management bodies, rights held by both the parent undertaking and its subsidiary undertakings are included.

Subsection 6. In this Act is understood:

Solvency requirement in accordance with Section 124, subsection 3, and Section 126 a, subsection 7.
Solvency need in accordance with Section 124, subsections 1 and 2, and Section 126 a, subsection 1.
Minimum capital requirement in accordance with Sections 124 and 126 a.
Capital base in accordance with Section 126 a, subsection 9, Article 4(1)(118) of Regulation (EU) No 575/2013 on prudential requirements for credit institutions and rules established pursuant to Section 128, subsections 1 and 2.
Common equity tier 1 capital in accordance with Article 50 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and rules established pursuant to Section 128, subsections 1 and 2.
Tier 1 capital in accordance with Article 25 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and rules established pursuant to Section 128, subsections 1 and 2.
Additional capital in accordance with Article 71 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and rules established pursuant to Section 128, subsections 1 and 2.
Hybrid tier 1 capital in accordance with Article 61 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and rules established pursuant to Section 128, subsections 1 and 2.
Additional capital instruments in accordance with Article 63 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and rules established pursuant to Section 128, subsections 1 and 2.
Total risk exposure in accordance with Article 92(3), Article 95(2), Article 96(2) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and rules established pursuant to Section 142, subsection 1.

Subsection 7. A parent undertaking that has been covered by subsection 1, item 9, letter a, is still considered a financial holding undertaking if at least 35% of the total balance sheet total for the group and the parent undertaking's associated undertakings relate to the financial sector. The first sentence does not, however, apply if the total balance sheet total mentioned in the first sentence has been below 40% for 3 years in a row.

Subsection 8. If the undertaking is part of a third-country group, the total assets of each branch of the third-country group that has been granted authorization in the Union are included in the calculation of the total value of the assets in all the group's undertakings pursuant to subsection 1, item 2, letter b, items ii and iii.

Subsection 9. The Danish Financial Supervisory Authority may establish detailed rules on the claims mentioned in subsection 1, item 14, letters c and d.

Groups

Section 5 a. A parent undertaking together with one or more subsidiary undertakings constitutes a group. An undertaking can only have one direct parent undertaking. If several undertakings meet one or more of the criteria in Section 5 b, it is solely the undertaking that actually exercises the dominant influence over the undertaking's economic and operational decisions that is considered to be the parent undertaking.

Section 5 b. Dominant influence is the power to direct the economic and operational decisions of a subsidiary undertaking.

Subsection 2. Dominant influence in relation to a subsidiary undertaking exists when the parent undertaking directly or indirectly through a subsidiary undertaking owns more than half of the voting rights in an undertaking, unless it can clearly be demonstrated in special cases that such ownership does not constitute dominant influence.

Subsection 3. If a parent undertaking does not own more than half of the voting rights in an undertaking, dominant influence exists if the parent undertaking has

control over more than half of the voting rights by virtue of an agreement with other investors,
the power to direct the financial and operational affairs of an undertaking in accordance with articles of association or an agreement,
the power to appoint or dismiss the majority of the members of the highest management body and this body holds the dominant influence on the undertaking or
control over the actual majority of votes at the general meeting or in a corresponding body and thereby holds the actual dominant influence over the undertaking.

Subsection 4. The existence and effect of potential voting rights, including subscription rights and purchase options on capital shares, which can currently be exercised or converted, must be taken into account when assessing whether an undertaking has dominant influence.

Subsection 5. In the calculation of voting rights in a subsidiary undertaking, voting rights linked to capital shares held by the subsidiary undertaking itself or its subsidiary undertakings are disregarded.

Chapter 2 a
Communication

Section 6. The Minister for Business Affairs may establish rules that written communication to and from the Danish Financial Supervisory Authority, the Minister for Business Affairs...

steren and the Danish Business Authority regarding matters covered by this Act or regulations issued pursuant to this Act must take place digitally.

Subsection 2. The Minister for Business Affairs may set detailed rules on digital communication, including the use of specific IT systems, special digital formats, and digital signatures etc.

§ 6a. A digital message is deemed to have been received when it is available to the recipient of the message.

§ 6b. Where it is required under this Act or regulations issued pursuant to this Act that a document, which has been issued by parties other than a public authority, cf. § 6, subsection 1, must be signed, this requirement can be fulfilled by using a technique that ensures unique identification of the party who issued the document, subject however to subsection 2. Such documents are treated as equivalent to documents with a personal signature.

Subsection 2. The Minister for Business Affairs may set detailed rules on derogation from the signature requirement. It may be determined hereunder that the requirement for a personal signature cannot be derogated from for certain types of documents.

Section II
Authorization, exclusive right, area of business and foreign institutions
Chapter 3
Authorization, exclusive right etc.
Authorization for credit institutions, mortgage credit institutions and investment management companies

§ 7. Companies carrying on business consisting in receiving deposits or other funds repayable from the public as well as lending on their own account, but not on the basis of the issuance of mortgage bonds, cf. § 8, subsection 3, must have authorization as a credit institution. Credit institutions may only carry on business as mentioned in Annex 1 as well as business according to §§ 24-26. Credit institutions may provide or perform investment services and activities covered by Annex 1, Section A, of the Act on Securities Firms and Investment Services and Activities. In connection with credit institutions' provision or performance of investment services and activities, § 28, § 30, subsection 4, §§ 45-48, 67 and 94, § 95, subsections 1-5 and 7, and §§ 96, 108 and 243 and regulations issued pursuant thereto as well as chapters 22-27 of the Act on Securities Firms and Investment Services and Activities apply. Companies meeting the conditions in § 5, subsection 1, no. 2, letter b, must have authorization as a credit institution.

Subsection 2. The following have the exclusive right to receive deposits and other funds repayable from the public:
1) Credit institutions.
2) Foreign credit institutions meeting the conditions in § 1, subsection 3, or §§ 30 or 31.
3) Savings banks.
4) The State.
5) Danmarks Nationalbank.

Subsection 3. The following may receive other funds repayable from the public, excluding deposits:
1) Mortgage credit institutions.
2) A ship financing institute.
3) KommuneKredit.
4) Project owners, provided that the funds received are received as part of a crowdfunding offering covered by the rules in Regulation (EU) No 2020/1503 of the European Parliament and of the Council of 7 October 2020 on European crowdfunding service providers for businesses.
5) Companies, provided that the receipt of other funds repayable or lending business is not a significant part of the company's operations.

Subsection 4. Credit institutions, the State and foreign credit institutions meeting the conditions in § 1, subsection 3, and §§ 30 or 31, have the exclusive right to offer themselves as receivers of deposits through contact with the public.

Subsection 5. Credit institutions have the exclusive right to use respectively the terms "bank", "savings bank" or "cooperative bank" in their name. Other companies, except banks established by law, must not use names or designations for their business that are suitable to create the impression that they are credit institutions. A credit institution must not describe its business in a way that is suitable to create the impression that it is the country's national bank.

Subsection 6. Credit institutions must use respectively the terms "bank", "savings bank" or "cooperative bank" in their name, subject however to subsection 7. The Companies Act § 2, subsections 2-4, §§ 3 and 347, apply mutatis mutandis to savings banks and cooperative banks.

Subsection 7. A joint-stock company that, pursuant to the rules in §§ 207-213, takes over a cooperative bank or a savings bank, is entitled to describe itself as a cooperative bank or savings bank, provided that the word "joint-stock company" or abbreviations derived therefrom must be added to the name.

Subsection 8. A company applying for authorization according to subsection 1 must have a share capital amounting to at least an amount corresponding to 5 million euros.

§ 8. Companies lending against registered security in real estate on the basis of the issuance of mortgage bonds must have authorization as a mortgage credit institution and authorization to issue mortgage bonds. Mortgage credit institutions may only carry on business as mentioned in Annex 3 as well as business according to §§ 24-26, subject however to subsection 2.

Subsection 2. Mortgage credit institutions having authorization according to subsection 1 may carry on the activities mentioned in Annex 1, Section A, nos. 1 and 2, of the Act on Securities Firms and Investment Services and Activities, insofar as they concern mortgage bonds, particularly covered bonds, particularly covered mortgage bonds and derivatives thereof, and the activities mentioned in Annex 1, Section A, no. 3, as well as the activities mentioned in Annex 1, Section A, no. 5, when investment advice is provided in connection with and as a precondition for the execution of customers' borrowing, repayment, refinancing or restructuring of a loan secured by real estate. In connection with mortgage credit institutions' provision or performance of investment services and activities, § 28, § 30, subsection 4, §§ 45-48, 67 and 94, § 95, subsections 1-5 and 7, §§ 96, 108 and 243 and regulations issued pursuant thereto as well as chapters 22-27 of the Act on Securities Firms and Investment Services and Activities apply.

June 9, 2025. 8 No. 650.

Subsection 3. Mortgage credit institutions and foreign credit institutions meeting the conditions therefor in the Act on Mortgage Loans and Mortgage Bonds etc., have the exclusive right to issue mortgage bonds.

Subsection 4. Financial instruments other than mortgage bonds must not bear this designation or designations suitable to create the impression that they are mortgage bonds. Mortgage bonds may bear the designation European Covered Bond.

Subsection 5. Mortgage credit institutions have the exclusive right to use designations such as "mortgage credit institution", "mortgage credit joint-stock company", "credit association" or "mortgage fund" in their name. KommuneKredit may, however, continue to use the designation Kreditforeningen af Kommuner i Danmark. Other companies must not use names or designations for their business that are suitable to create the impression that they are mortgage credit institutions.

Subsection 6. Mortgage credit institutions converted into joint-stock companies, which until now have used designations such as "credit association", "mortgage fund" or "real loan fund" in their name, must add the word "joint-stock company" or abbreviations derived therefrom after the name.

Subsection 7. A company applying for authorization according to subsection 1 must have a share capital amounting to at least an amount corresponding to 5 million euros.

§§ 9–9b. (Repealed)

§ 10. Companies must have authorization as an investment management company to carry out the daily management of investment funds and administer other UCITS, cf. Annex 6. Investment management companies may otherwise only carry on business as mentioned in subsection 2 and §§ 10a, 10b and 28.

Subsection 2. Investment management companies that as a regular occupation or on a professional basis provide investment services covered by Annex 1, Section A, nos. 4, 5 and 10, and Section B, no. 4, of the Act on Securities Firms and Investment Services and Activities, must have authorization. Activities covered by Annex 1, Section A, nos. 4 and 5, may be provided with instruments covered by Annex 2 of the Act on Securities Firms and Investment Services and Activities. Activities covered by Annex 1, Section A, no. 10, may only be provided with instruments covered by Annex 2, no. 3. Authorization to provide activities covered by Annex 1, Section A, nos. 5 and 10, may only be granted in connection with authorization for activity covered by Annex 1, Section A, no. 4. The authorization must indicate the activities in Annex 1 that the authorization covers.

Subsection 3. In connection with investment management companies' provision and performance of investment services and activities, §§ 45-48, 67 and 94, § 95, subsections 1-5 and 7, and §§ 96, 108 and 243 and regulations issued pursuant thereto as well as chapters 22-27 of the Act on Securities Firms and Investment Services and Activities apply.

Subsection 4. Investment management companies may be registered as managers of European Social Entrepreneurship Funds pursuant to Regulation (EU) No 346/2013 of the European Parliament and of the Council of 17 April 2013 on European Social Entrepreneurship Funds.

Subsection 5. Investment management companies may be registered as managers of qualified venture capital funds pursuant to Regulation (EU) No 345/2013 of the European Parliament and of the Council of 17 April 2013 on European Venture Capital Funds.

Subsection 6. Investment management companies and administration companies meeting the conditions in § 1, subsection 3, and §§ 30 or 31, have the exclusive right to carry out the daily management of investment funds and administer other UCITS.

Subsection 7. An investment management company must have a share capital amounting to at least a value corresponding to 125,000 euros. However, an investment management company that must be a member of a regulated market or store and manage the instruments mentioned in Annex 2, no. 3, of the Act on Securities Firms and Investment Services and Activities, including being a member of a securities depository or a clearing center where the company participates in clearing and settlement, must have a share capital amounting to at least a value corresponding to 730,000 euros.

§ 10a. An investment management company may, in addition to the activities that the company may carry out under this Act, manage one or more alternative investment funds, provided that the company has authorization therefor pursuant to § 11 of the Act on Managers of Alternative Investment Funds etc.

§ 10b. An investment management company may deliver services with crypto-assets as specified in Article 60, subsection 5, of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets corresponding to the services for which it has been granted authorization under § 10, if the company notifies the Danish Financial Supervisory Authority at least 40 working days before these services are delivered for the first time. The notification must be accompanied by the information specified in Article 60, subsection 7, of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets.

§ 11. (Repealed)

§ 12. Banks, mortgage credit institutions and investment management companies must be joint-stock companies. Cooperative banks must be cooperative companies, subject however to § 207. Savings banks must be self-governing institutions, subject however to § 207. Insurance companies must be joint-stock companies, mutual companies or cross-border pension funds.

Subsection 2. The financial companies mentioned in subsection 1 must have a board of directors and a management.

Subsection 3. A cooperative bank that, at the time when the cooperative bank becomes subject to § 85a, has not set the voting right limitation so that each shareholder has 1 vote according to the articles of association, is not considered to be a cooperative company.

§ 13. The share capital in financial companies and the share or partnership capital in financial holding companies must be fully paid up. Intangible assets cannot be used for payment of share capital.

Subsection 2. In credit institutions, investment management companies, mortgage credit institutions, and financial holding companies, division of the share capital or partnership capital into classes with different voting power cannot take place, subject however to subsection 3.

Subsection 3. In mortgage credit institutions converted into joint-stock companies, where a foundation or association established in connection with the conversion is the main shareholder, the articles of association may provide for a division of the institute's share capital into share classes with and without voting rights. All shares with voting rights must have the same voting value.

Subsection 4. If a mortgage credit institution converted into a joint-stock company, where a foundation or association established in connection with the conversion is the main shareholder, issues non-voting shares, cf. subsection 3, the Companies Act § 73 on redemption rights for minority shareholders and the Companies Act § 70 on redemption rights for major shareholders do not apply to these shares. If the mortgage credit institution has one or more share classes admitted to trading on a regulated market or an alternative trading platform and a shareholding is transferred as part of a takeover bid, the first sentence does not apply.

Subsection 5. A financial company must not acquire its own shares for consideration as owner or pledge, if the nominal value of the company's and its subsidiaries' total holdings of shares in the company as a result of the acquisition will exceed 10 percent. The permitted holding of own shares includes shares acquired by third parties in their own name, but for the company's account.

Subsection 6. The Danish Financial Supervisory Authority may set rules for own issued instruments that can constitute capital base, including rules on redemption and acquisition of own issued instruments for investment management companies and for financial holding companies that are not covered by Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

§ 13a. The Companies Act §§ 110, 286, 306 and 318k do not apply to credit institutions, mortgage credit institutions and financial holding companies.

§ 14. The Danish Financial Supervisory Authority grants authorization when
1) the requirements in §§ 7, 8 or 10 are met,
2) the members of the applicant's board of directors and management meet the requirements in § 64 and for systemically important financial institutions (SIFI) and globally systemically important institutions (G-SIFI) also § 313,
3) the employees in credit institutions who must be identified as key persons pursuant to § 64c, subsection 1, meet the requirements in § 64,
4) owners of qualifying holdings, cf. § 5, subsection 3, meet the criteria in § 61a, subsection 1,
5) there are no close links, cf. § 5, subsection 1, no. 17, between the applicant and other companies or persons that could hinder the performance of the supervisory authority's tasks,
6) the legislation in a country outside the European Union, with which the Union has not concluded an agreement in the financial sector concerning a company or a person with whom the applicant has close links, will not hinder the performance of the Danish Financial Supervisory Authority's tasks,
7) the applicant's business processes and administrative arrangements are sound, including that the requirements in § 71 are met,
8) the applicant has its head office and domicile in Denmark and
9) subsection 2 is met.

Subsection 2. An application for authorization under §§ 7-10a must contain the information necessary for the Danish Financial Supervisory Authority's assessment of whether the conditions in subsection 1 are met, including information about the size of the qualifying holdings and the company's organization. An application for authorization under §§ 7 and 8 to carry on credit institution business must contain information about the identity of the 20 largest shareholders, provided there are no owners of qualifying holdings. An application under §§ 7-10a must furthermore contain a business plan containing information about the nature of the intended business.

Subsection 3. If the Danish Financial Supervisory Authority rejects an application for authorization, this must be justified and communicated to the applicant no later than 6 months after receipt of the application, or, if the application is incomplete, no later than 6 months after the applicant has submitted the information necessary to make the decision. A decision must in any case be made no later than 12 months after receipt of the application. If the Danish Financial Supervisory Authority has not made a decision no later than 6 months after receipt of a complete application for authorization, the company may bring the matter before the courts.

Subsection 4. To comply with a suspension requirement from the Commission in accordance with directives in the financial sector, the Danish Financial Supervisory Authority may suspend processing of applications for authorization under §§ 7-10a and 16 from applicants that are directly or indirectly owned by companies domiciled in a country outside the European Union, with which the Union has not concluded an agreement in the financial sector.

Subsection 5. The Danish Financial Supervisory Authority may refuse to grant authorization according to subsection 1 if the purpose of placing the head office and domicile in Denmark is solely to avoid being subject to the legislation of the country where the majority of the applicant's customers are located.

Subsection 6. For financial companies covered by §§ 7 and 8 and § 10, subsection 2, authorization is further conditional on the business joining the Deposit Guarantee and Investor Compensation Scheme.

Subsection 7. For a credit institution or a mortgage credit institution, authorization is further conditional on the members of the applicant's board of directors and management meeting the requirement for allocation of sufficient time, cf. § 64a, and that the applicant's board meets the requirements for sufficient collective knowledge, professional competence and experience, cf. § 64e, subsection 1.

Subsection 8. A life insurance company applying for authorization to carry on general insurance business in the same company under § 11, subsection 12, must, in addition to meeting the requirements for authorization, demonstrate that it possesses the recognized basic capital base to cover respectively the absolute minimum for the minimum capital requirement for life insurance companies and the absolute minimum for the minimum capital requirement for general insurance companies, cf. § 126d, subsection 5, nos. 1 and 2. The company must also demonstrate that it can fulfill the financial minimum requirements in the future.

June 9, 2025. 10 No. 650.

§ 14a. The Danish Financial Supervisory Authority may grant permission to operate a business in accordance with Section 7, Paragraph 1, Section 8, Paragraph 1, and Section 16a to a bridge institution established in accordance with Section 21, Paragraph 1, of the Act on Restructuring and Resolution of Certain Financial Undertakings, which does not meet all conditions for obtaining permission, if the Danish Financial Supervisory Authority assesses that this is necessary to achieve resolution objectives. However, the requirements of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions must be met. The Danish Financial Supervisory Authority shall simultaneously with the permission set a deadline for compliance with the requirements to obtain permission in accordance with Section 7, Paragraph 1, and Section 8, Paragraph 1, cf. Sections 14 and 16a.

Paragraph 2. The Danish Financial Supervisory Authority may furthermore, when Financial Stability establishes a bridge institution in accordance with Section 21, Paragraph 1, of the Act on Restructuring and Resolution of Certain Financial Undertakings, exempt Financial Stability from complying with the rules for financial holding companies and mixed financial holding companies set out in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, this Act or rules issued pursuant to the Act, taking into account the purpose of the relevant rules and the resolution objectives. The Danish Financial Supervisory Authority shall set a deadline for Financial Stability's exemption from the rules for financial holding companies and mixed financial holding companies. The deadline may be extended if the conditions in Section 22, Paragraph 4, of the Act on Restructuring and Resolution of Certain Financial Undertakings are met.

Paragraph 3. Notwithstanding Paragraph 2, Chapter 9 and Section 181 apply to Financial Stability as a financial holding company or mixed financial holding company.

§ 15. When the Danish Financial Supervisory Authority has granted permission pursuant to Section 14, the Danish Business Authority may carry out the necessary registrations.

Paragraph 2. In connection with notification for registration, cf. Paragraph 1, and notification of articles of association amendments, the financial undertaking shall submit a dated copy of the articles of association with the complete new wording to the Danish Business Authority, which shall forward a copy to the Danish Financial Supervisory Authority.

Paragraph 3. Upon granting permission or changes to the permission to insurance companies, the Danish Financial Supervisory Authority shall simultaneously send a copy thereof to the Danish Business Authority. The Danish Business Authority shall register the date of the permission.

Paragraph 4. For savings banks and cooperative banks, the provisions of the Companies Act regarding notification and registration etc. shall apply correspondingly.

§ 16. The Danish Financial Supervisory Authority may permit credit institutions, real estate credit institutions, and investment management companies to provide services with instruments and contracts that are covered by the Danish Financial Supervisory Authority's decision pursuant to Section 4, Paragraph 2, of the Capital Markets Act.

§ 16a. The Danish Financial Supervisory Authority may permit credit institutions and real estate credit institutions to issue special covered bonds.

Paragraph 2. Credit institutions and real estate credit institutions with permission pursuant to Paragraph 1 and the ship financing institution with permission pursuant to Section 2c of the Act on a Ship Financing Institution have the exclusive right to issue special covered bonds. Real estate credit institutions with permission pursuant to Paragraph 1 also have the exclusive right to issue special covered mortgage bonds. Special covered bonds and special covered mortgage bonds may bear the designation European Covered Bond (Premium).

Paragraph 3. Bonds issued by credit institutions that have been granted permission in another country within the European Union or a country with which the Union has concluded an agreement in the financial field may likewise be designated as special covered bonds if they meet the conditions in Article 129 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Paragraph 4. The Danish Financial Supervisory Authority shall set detailed rules on:
1) under what conditions permission may be obtained pursuant to Paragraph 1, and
2) under what conditions bonds issued by credit institutions and real estate credit institutions may obtain and retain the designation special covered bonds or special covered mortgage bonds.

§ 16b. A credit institution or a real estate credit institution may finance loans secured by mortgage on real estate by special covered bonds or special covered mortgage bonds issued by another credit institution or real estate credit institution.

Paragraph 2. The issuance of special covered bonds or special covered mortgage bonds pursuant to Paragraph 1 must be approved by the Danish Financial Supervisory Authority.

§ 16c. If a loan is to be financed by another credit institution's or real estate credit institution's issuance of special covered bonds or special covered mortgage bonds, this must be stated in the loan agreement between the lending credit institution or real estate credit institution and the borrower. It must also be stated in the loan agreement that information about the borrower may be passed on between the lending institution and the issuing institution, cf. Section 120b.

Paragraph 2. It must be explicitly stated in the loan terms that the lending institution may increase interest rates due to changed financing conditions, cf. Section 152b, Paragraph 4, and Section 6 of the Act on Mortgage Loans and Mortgage Bonds etc.

§ 16d. If a credit institution or a real estate credit institution grants a loan secured by mortgage on real estate based on another credit institution's or real estate credit institution's issuance of special covered bonds or special covered mortgage bonds, the loan together with the accompanying mortgage deed must be transferred to the ownership of the issuing institution.

Paragraph 2. Transfer pursuant to Paragraph 1 cannot be voided pursuant to Sections 67, 70, or 72 of the Bankruptcy Act. Voidance may, however, take place pursuant to the aforementioned provisions if the transfer did not clearly appear to be ordinary.

§ 16e. If a credit institution or a real estate credit institution grants a loan secured by mortgage on real estate based on another credit institution's or real estate credit institution's issuance of special covered bonds or special covered mortgage bonds, the borrower may pay with discharging effect to the lending credit institution or real estate credit institution, unless the borrower receives separate notice to the contrary from the issuing credit institution or real estate credit institution.

June 9, 2025. 11 No. 650.

§ 16f. The lending credit institution or real estate credit institution shall keep incoming payments relating to loans secured by mortgage on real estate based on another credit institution's or real estate credit institution's issuance of special covered bonds or special covered mortgage bonds separate from the institution's other funds.

Paragraph 2. The lending credit institution or real estate credit institution shall carry out continuous control of the segregation.

Paragraph 3. The lending credit institution or real estate credit institution shall settle incoming payments to the issuing institution according to a pre-established plan.

Paragraph 4. The Danish Financial Supervisory Authority shall set detailed rules on:
1) which assets the lending credit institution or real estate credit institution may place incoming payments in until settlement takes place, and
2) the lending credit institution's or real estate credit institution's control of segregation and settlement to the issuing credit institution or real estate credit institution.

§ 16g. In the event of the bankruptcy of the lending credit institution or real estate credit institution, payments covered by Section 16f, cf. Section 16b, Paragraph 1, which the lending credit institution or real estate credit institution has received and which have not yet been settled, shall belong to the issuing credit institution or real estate credit institution outside the bankruptcy estate.

§ 17. The Danish Financial Supervisory Authority shall set rules on which instruments and contracts, in addition to the financial instruments mentioned in Annex 2 of the Act on Securities Trading Companies and Investment Services and Activities, credit institutions may provide services with.

Sections 18-23a. (Repealed)

Chapter 4
Other Permitted Business
General Rules on Other Permitted Business

§ 24. Credit institutions and real estate credit institutions may conduct business that is ancillary to the business for which permission has been granted. Digital solutions and services connected with or lying in natural continuation of the permitted business are also considered ancillary business. The Danish Financial Supervisory Authority may determine that the ancillary business shall be conducted by another company.

Paragraph 2. Credit institutions and real estate credit institutions may conduct other financial business through subsidiary companies.

§ 25. Credit institutions and real estate credit institutions may temporarily conduct other business to secure or resolve previously assumed exposures or with a view to assisting in the restructuring of commercial businesses. The financial undertaking shall notify the Danish Financial Supervisory Authority thereof.

§ 26. Credit institutions and real estate credit institutions may, regardless of Sections 7, 8, 24, and 25, jointly with others conduct other business if:
1) the financial undertaking does not have direct or indirect decisive influence on the business,
2) the financial undertaking does not conduct the business together with financial undertakings that are part of a group with the financial undertaking, and
3) the business is conducted in another company than the financial undertaking.

Paragraph 2. If a credit institution, real estate credit institution, investment management company, or a group comes to conduct other business in violation of Section 7, Paragraph 1, Section 8, Paragraph 1, or Section 26, Paragraph 1, through acquisition, merger etc., the Danish Financial Supervisory Authority may set a deadline for the disposal of the other business if immediate disposal would be associated with an economic loss.

Paragraph 3. Credit institutions may, regardless of Sections 7, 24, and 25 and the rules in Paragraphs 1 and 2, conduct certain activities that are not covered by permitted ancillary business, if the activity lies in continuation of the credit institution's banking business and the following conditions are met:
1) The activities are conducted in another company than the credit institution, and the risks are enclosed therein.
2) The company in which the activities are conducted is a subsidiary of the credit institution.
3) The company in which the activities are conducted is independently capitalized.
4) The company in which the activities are conducted does not constitute a significant part of the credit institution's activities.

§ 27. (Repealed)

Special Rules for Investment Management Companies Regarding Subsidiaries

§ 28. Investment management companies may not have subsidiary companies, unless these are investment management companies or administration companies.

Sections 29-29b. (Repealed)

Chapter 5
Foreign Undertakings
General Rules on Foreign Undertakings

§ 30. A foreign undertaking that has been granted permission to conduct the business mentioned in Sections 7-10a in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field may begin to conduct business in this country through a branch 2 months after the Danish Financial Supervisory Authority has received notice thereof from the supervisory authorities in the home country, cf. Paragraphs 4 and 6-9. The branch may conduct the activities mentioned in Annexes 2 and 3 and in Annex 1 of the Act on Securities Trading Companies and Investment Services and Activities, provided these are covered by the undertaking's permission in the home country. The first sentence applies correspondingly to credit institutions that have been granted permission to perform activities as mentioned in Annex 1 of the Act on Securities Trading Companies and Investment Services and Activities in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, and which will perform such activities in this country through an attached agent established in this country, if the activities are covered by the institution's or company's permission in the home country.

Paragraph 2. Issuance of mortgage bonds, cf. Annex 3, may only be carried out by credit institutions that meet the conditions for this in the Act on Mortgage Loans and Mortgage Bonds etc.

Paragraph 3. If the undertaking is an administration company, cf. Section 5, Paragraph 1, No. 4, the branch may:
1) administer UCITS, and
2) conduct the activities mentioned in Annex 1, Section A, No. 4, 5, and 10, of the Act on Securities Trading Companies and Investment Services and Activities, provided these are covered by the administration company's permission in the home country.

Paragraph 4. The Danish Financial Supervisory Authority shall obtain the following information from the home country's supervisory authorities:
1) A description of the branch's business, including information about organization and planned activities,
2) a declaration that the planned activities are covered by the undertaking's permission in the home country,
3) the branch's address,
4) the names of the branch's management, and
5) for credit institutions that have been granted permission to perform activities as mentioned in Annex 1 of the Act on Securities Trading Companies and Investment Services and Activities, information on whether the branch intends to use attached agents, and the identity of these.

Paragraph 5. If the undertaking is a credit institution that has been granted permission to perform activities as mentioned in Annex 1 of the Act on Securities Trading Companies and Investment Services and Activities in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, and which wishes to perform such activities in this country through an attached agent established in this country without establishing a branch, the Danish Financial Supervisory Authority shall obtain the following information from the home country's supervisory authorities:
1) A description of the attached agent's business, including a description of the planned use of the attached agent.
2) Information about the credit institution's organization, including reporting lines indicating how the agent in question is integrated into the corporate structure.
3) The name and address of the attached agent as well as the management of the attached agent.

Paragraph 6. If the undertaking is a credit institution, the Danish Financial Supervisory Authority shall furthermore obtain information about the size of the undertaking's capital base and solvency ratios and information about any guarantee scheme in the home country covering the branch's depositors or investors.

Paragraph 7. If the undertaking is an administration company, cf. Section 5, Paragraph 1, No. 4, the Danish Financial Supervisory Authority shall furthermore obtain information about any guarantee scheme in the home country covering the branch's investors. When an administration company wishes to offer administration in this country, the Danish Financial Supervisory Authority receives from the home country's competent authority confirmation that the company is approved under the UCITS Directive, a description of the scope of the company's permission and any limitations on which investment companies the company has permission to administer, as well as a description of the company's risk management process and procedures for handling complaints from investors.

Paragraph 8. The undertaking shall notify the Danish Financial Supervisory Authority of any changes to the matters mentioned in Paragraph 4, Nos. 1-5, and Paragraphs 5-9, at least 1 month before the change is made. If it is not possible to notify the Danish Financial Supervisory Authority of the change at least 1 month before the change is made, notification shall be made as soon as possible. The undertaking shall, however, not notify the Danish Financial Supervisory Authority of changes in the undertaking's capital base and solvency ratios.

Paragraph 9. The provisions of the Companies Act regarding branches of foreign joint-stock companies shall apply to the branches mentioned in Paragraph 1.

§ 31. A foreign undertaking that has been granted permission to conduct the business mentioned in Sections 7-10a in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field may begin to provide services in this country when the Danish Financial Supervisory Authority has received notice thereof from the supervisory authorities in the home country. The foreign undertaking may conduct the activities mentioned in Annexes 2 and 3 and in Annex 1 of the Act on Securities Trading Companies and Investment Services and Activities when the supervisory authorities in the home country have declared that these are covered by the undertaking's permission in the home country. If the foreign undertaking is a credit institution that has been granted permission to perform activities as mentioned in Annex 1 of the Act on Securities Trading Companies and Investment Services and Activities, the Danish Financial Supervisory Authority shall furthermore have received information from the supervisory authorities in the home country on whether the undertaking wishes to perform activities as mentioned in Annex 1 of the Act on Securities Trading Companies and Investment Services and Activities through attached agents established in the home country, as well as the identity of these. If the foreign undertaking is an administration company, the Danish Financial Supervisory Authority shall have received from the supervisory authorities in the home country a business plan over the administration company's intended tasks and services, cf. Paragraph 3, and further information about relevant guarantee schemes intended to protect investors. When an administration company wishes to offer administration in this country, the Danish Financial Supervisory Authority receives from the home country's competent authority confirmation that the company is approved under the UCITS Directive, a description of the scope of the company's permission and any limitations on which investment companies the company has permission to administer, as well as a description of the company's risk management process and procedures for handling complaints from investors.

Paragraph 2. Issuance of mortgage bonds, cf. Annex 3, may only be conducted by credit institutions that meet the conditions for this in the Act on Mortgage Loans and Mortgage Bonds etc.

Paragraph 3. If the undertaking is an administration company, the undertaking may:
1) administer UCITS, and
2) conduct the activities mentioned in Annex 1, Section A, No. 4, 5, and 10, of the Act on Securities Trading Companies and Investment Services and Activities,

June 9, 2025. 13 No. 650.

services and activities, provided these are covered by the administration company's authorization in its home country.

Subsection 4. The procedure in subsection 1 applies correspondingly when an administration company delegates the marketing of shares in the host country to an investment management company.

§ 32. A foreign company may use the same name as the company uses in its home country. If there is a risk of confusion with another name used in this country, the Danish Business Authority may require an explanatory addition.

Special rules for foreign credit institutions

§ 33. A foreign credit institution that has been granted authorization in a country outside the European Union, for which the Union has not concluded an agreement in the financial sector, and for which country the Commission has not adopted a decision as referred to in Article 47(1) of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, or where such a decision is no longer valid, must have authorization from the Danish Financial Supervisory Authority (Finanstilsynet) to provide investment services or perform investment activities with or without ancillary services, pursuant to the Act on Securities Firms and Investment Services and Activities, in this country to approved counterparties or professional customers.

Subsection 2. A credit institution that has been granted authorization in a country outside the European Union, for which the Union has not concluded an agreement in the financial sector, that wishes to provide investment services or perform investment activities with or without ancillary services, pursuant to the Act on Securities Firms and Investment Services and Activities, in this country to retail customers or customers who, upon request, may be treated as professional customers, must have a branch authorization pursuant to § 33 a, subsection 1.

Subsection 3. The requirement in subsection 2 does not cover the provision of investment services or investment activities that are initiated exclusively at the specific customers' own initiative.

Subsection 4. The Danish Financial Supervisory Authority may refuse authorization, pursuant to subsection 1, if the legislation in the country where the credit institution is authorized and supervised will hinder the Danish Financial Supervisory Authority's tasks.

Subsection 5. The Danish Financial Supervisory Authority may withdraw an authorization, pursuant to subsection 1, if the credit institution no longer meets the requirements for obtaining an authorization, or if the Danish Financial Supervisory Authority cannot normally collect tax payments pursuant to § 363 b, subsection 4.

Subsection 6. The Danish Financial Supervisory Authority sets detailed rules on the authorization procedure, pursuant to subsection 1, including what documentation must be sent to the Danish Financial Supervisory Authority in connection with the application.

§ 33 a. A foreign credit institution that has been granted authorization in a country outside the European Union, for which the Union has not concluded an agreement in the financial sector, must have authorization from the Danish Financial Supervisory Authority to provide investment services or perform investment activities with or without ancillary services, pursuant to the Act on Securities Firms and Investment Services and Activities, in this country through a branch.

Subsection 2. A foreign credit institution must submit the following information to the Danish Financial Supervisory Authority for the processing of the application for authorization, pursuant to subsection 1:

1) The name of the competent authority in the home country, and if there are several competent authorities, information on their respective areas of competence.
2) Information on the foreign credit institution's name, legal form, statutory seat and address, members of the management body and relevant shareholders.
3) A description of the branch's business, including information on organization and planned activities, as well as a description of any outsourcing of significant operational functions to third parties.
4) The names of the persons responsible for the management of the branch, as well as documentation that they meet the requirements in § 14, subsection 1, no. 2, and § 14, subsection 7.
5) Information on the start-up capital that the branch has free disposal over.

Subsection 3. The Danish Financial Supervisory Authority grants authorization, pursuant to subsection 1, when it is demonstrated that:

1) the activities for which authorization is sought are covered by the foreign credit institution's authorization and are subject to supervision in the home country,
2) there is an international cooperation agreement between the Danish Financial Supervisory Authority and the competent authorities in the foreign credit institution's home country, including provisions on the exchange of information with a view to preserving market integrity and protecting investors,
3) the branch has free disposal over sufficient start-up capital,
4) the branch's management meets the requirements in § 14, subsection 1, no. 2, and § 14, subsection 7,
5) the foreign credit institution's home country has concluded an agreement with Denmark that fully complies with the standards in Article 26 of the Organisation for Economic Co-operation and Development (OECD) Model Tax Convention on Income and on Capital, and which ensures effective exchange of information on tax matters, including multilateral tax agreements,
6) the foreign credit institution participates in an investor compensation scheme that is approved or recognized pursuant to Directive 97/9/EC of the European Parliament and of the Council of 3 March 1997 on investor-compensation schemes, and
7) the branch will be able to meet the requirements in §§ 43-45, 47, 48 and 94, § 95, subsections 1, 2 and 7, and §§ 96 and 108 of this Act, §§ 88-95, 98-109, 114 and 135-140, § 196, subsection 2, and §§ 214 and 218 of the Act on Capital Markets, as well as Articles 3-26 of Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and measures adopted pursuant thereto.

Subsection 4. The Danish Financial Supervisory Authority notifies within 6 months after receipt of a complete application whether authorization may be granted.

Subsection 5. §§ 223 and 224 apply correspondingly to the withdrawal of authorization granted pursuant to subsection 1. In addition to the cases mentioned in §§ 223 and 224, the Danish Financial Supervisory Authority may withdraw an authorization granted pursuant to subsection 1 if the Danish Financial Supervisory Authority cannot normally collect tax payments pursuant to § 363 a and § 363 b, subsection 3.

§§ 34-37 a. (Repealed)

Business of Danish financial companies and certain financing institutions abroad

§ 38. A financial company that wishes to establish a branch in another country must notify this to the Danish Financial Supervisory Authority together with the following information on the branch:

1) In which country the branch is to be established,
2) a description of the branch's business, including information on organization, and the planned activities,
3) the branch's address,
4) the names of the branch's management and
5) for credit institutions and mortgage credit institutions, whether the branch intends to use tied agents, as well as the identity of these.

Subsection 2. A credit institution or a mortgage credit institution that wishes to perform activities as mentioned in Annex 1 to the Act on Securities Firms and Investment Services and Activities through a tied agent, which is established in a country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, where the company or institution has not established a branch, must notify this to the Danish Financial Supervisory Authority together with the following information:

1) In which country the tied agent is established.
2) A description of the tied agent's business, including a description of the planned use of the tied agent.
3) Information on the company's or institution's organization, including reporting lines indicating how the relevant agent is integrated into the corporate structure.
4) The name and address of the tied agent as well as the management of the tied agent.

Subsection 3. Upon establishment of a branch or use of a tied agent, which is established in a country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, the Danish Financial Supervisory Authority forwards the information mentioned in subsections 1 and 2 to the supervisory authorities in the host country. For credit institutions and mortgage credit institutions, solvency ratios are also forwarded to the supervisory authorities in the host country. At the same time, a declaration is forwarded that the planned activities are covered by the financial company's authorization.

Subsection 4. If the branch is established or a tied agent is used in a country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, and the company is a credit institution, a mortgage credit institution or an investment management company, the Danish Financial Supervisory Authority also sends information on the investor and depositor guarantee scheme, and for credit institutions and mortgage credit institutions, information on the company's capital base. For investment management companies, the Danish Financial Supervisory Authority notifies the host country's supervisory authorities of changes in the information on the investor and depositor guarantee scheme.

Subsection 5. The information pursuant to subsections 3 and 4 is sent no later than 3 months after receipt of the information. At the same time as the forwarding, the Danish Financial Supervisory Authority notifies the financial company thereof.

Subsection 6. The Danish Financial Supervisory Authority may refrain from forwarding information pursuant to subsections 3 and 4 if there is reason to doubt that the company's administrative structure and financial situation are sound as a basis for the intended establishment. The Danish Financial Supervisory Authority notifies the company thereof no later than 2 months after receipt of the information mentioned in subsection 1.

Subsection 7. The company must notify the Danish Financial Supervisory Authority of any changes in the matters mentioned in subsections 1 and 2. The Danish Financial Supervisory Authority must receive the notification no later than 1 month before the change is made. If it is not possible to notify the Danish Financial Supervisory Authority of the change no later than 1 month before the change is made, notification must be made as soon as possible. The company is obliged in the same manner to the host country's supervisory authorities if the host country is another country within the European Union or countries with which the Union has concluded an agreement in the financial sector. The Danish Financial Supervisory Authority must notify the investment management company within 15 working days after receipt of the information as mentioned in the first sentence that the investment management company may not initiate the change of the branch if the investment management company no longer complies with Directive 2009/65/EC of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) by reason of the change.

Subsection 8. A financial company must have authorization from the Danish Financial Supervisory Authority to establish a branch in a country outside the European Union, for which the Union has not concluded an agreement in the financial sector. If there is reason to doubt that the company's administrative structure and financial situation are sound as a basis for the intended establishment, the Danish Financial Supervisory Authority may refuse an application for authorization.

§ 38 a. (Repealed)

§ 38 b. A financing institution, which is a subsidiary of a credit institution or a mortgage credit institution or is a jointly owned company of several credit institutions or of several mortgage credit institutions, must give notice to the Danish Financial Supervisory Authority, prior to the financing institution establishing a branch in another member state within the European Union or in a country with which the Union has concluded an agreement in the financial sector. The financing institution must, together with the notice, give the Danish Financial Supervisory Authority the information mentioned in § 38, subsection 1, and state the size and composition of the financing institution's capital base.

Subsection 2. The Danish Financial Supervisory Authority sends information as mentioned in subsection 1 and information on the parent companies' risk exposure amounts to the host country's supervisory authorities no later than 3 months after receipt of the information.

§ 39. A financial company that wishes to conduct business in the form of cross-border services in a country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, must give notice to the Danish Financial Supervisory Authority stating in which country the business is to be commenced and which activities are to be conducted. Credit institutions and mortgage credit institutions must also state if they wish to perform activities as mentioned in Annex 1 to the Act on Securities Firms and Investment Services and Activities through tied agents based in Denmark, as well as the identity of these. Investment management companies must also submit a business plan for intended tasks and services as well as detailed information on relevant guarantee schemes intended to protect investors.

Subsection 2. The Danish Financial Supervisory Authority forwards the notice mentioned in subsection 1 and a declaration that the planned activities are covered by the company's authorization to the supervisory authorities in the host country no later than 1 month after receipt of the notice mentioned in subsection 1. If the Danish Financial Supervisory Authority does not send the notice or the declaration mentioned in the first sentence within the deadline, the Danish Financial Supervisory Authority notifies the company of the reasons thereof. If the company is a credit institution or a mortgage credit institution, the Danish Financial Supervisory Authority also notifies the supervisory authorities in the host country of the identity of the tied agents that the company intends to use. If the company is an investment management company, the Danish Financial Supervisory Authority also sends information on the investor and depositor guarantee scheme.

Subsection 3. If the company is an investment management company, the company is obliged to notify the Danish Financial Supervisory Authority and the host country's supervisory authorities of any changes in the matters mentioned in subsection 1 no later than one month before the changes are made. If it is not possible to notify the Danish Financial Supervisory Authority of the change no later than one month before the change is made, notification must be made as soon as possible.

Subsection 4. An investment management company that delegates the marketing of shares in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector to a third party must use the procedure mentioned in § 31, subsection 1.

Subsection 5. A financial company that wishes to provide services in a country outside the European Union or in a country with which the Union has not concluded an agreement in the financial sector must give notice to the Danish Financial Supervisory Authority thereof no later than 1 month before the activities commence, stating in which country the business is to be commenced and which activities are to be conducted. If it is not possible to give notice to the Danish Financial Supervisory Authority thereof no later than 1 month before the activities commence, notification must be made as soon as possible.

Subsection 6. The companies must notify the Danish Financial Supervisory Authority of any changes in the activities mentioned in subsection 6 no later than 1 month before the change is made. If it is not possible to notify the Danish Financial Supervisory Authority of the change within this deadline, notification must be made as soon as possible.

Administration by investment management companies of investment institutions that are UCITS from a branch or as a cross-border service

§ 39 a. An investment management company that wishes to administer UCITS from a branch in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, or as cross-border services, must, in addition to sending the information appearing in §§ 38 and 39 to the Danish Financial Supervisory Authority, send a description of the company's risk management process and procedures for handling investor complaints. When the Danish Financial Supervisory Authority forwards the information mentioned in the first sentence to the supervisory authorities in the host country, the Danish Financial Supervisory Authority also sends a confirmation that the company is approved pursuant to the UCITS Directive, and a description of the scope of the company's authorization and any limitations on which UCITS the company has authorization to administer.

Subsection 2. An investment management company that administers UCITS as mentioned in subsection 1 must comply with the Act's rules on investment management companies' business, including §§ 70 and 71 on organization, procedures for risk management and internal reporting, as well as §§ 102-105 on delegation.

Subsection 3. An investment management company that administers UCITS as mentioned in subsection 1 must comply with the rules that a UCITS' home country has established on the establishment and operation of UCITS, including the rules that apply to

1) establishment and approval of UCITS,
2) issuance and redemption of shares and stocks,
3) investment policy and investment limits, including the calculation of total risk exposure and gearing,
4) restrictions regarding borrowing, lending and uncovered trading,
5) valuation of a UCITS' assets and accounting,
6) calculation of the issue or redemption price and errors in the calculation of the net asset value as well as compensation to investors in this connection,
7) distribution or reinvestment of dividends,
8) requirements for reporting and publication, including of the prospectus, the key investor information and periodic reports that the relevant UCITS must comply with,
9) measures regarding marketing,
10) relations with participants,
11) merger and restructuring of a UCITS,
12) a UCITS' dissolution and liquidation,
13) the content and form of any register of participants,
14) fees for approval and supervision of a UCITS and
15) exercise of participants' voting rights and other participant rights pursuant to nos. 1-13.

Subsection 4. The investment management company must comply with the obligations set out in a UCITS' fund rules or articles of association and in the prospectus, which must be in accordance with the rules established in the home country, pursuant to subsection 3.

Subsection 5. The competent authorities in a UCITS' home country are responsible for supervising that subsections 3 and 4 are complied with.

Subsection 6. The investment management company's board makes the decision and is responsible for adopting and implementing the measures and organizational decisions that are necessary for the investment management company to comply with the rules for the establishment and operation of UCITS, pursuant to subsection 3, and the obligations set out in the fund rules

or in the articles of association, as well as the obligations set out in the prospectus.

Subsection 7. The Danish Financial Supervisory Authority (Finanstilsynet) is responsible for supervising that the investment management company's measures and organization are sufficient, so that the investment management company is able to comply with the obligations and rules relating to the establishment and operation of the UCITS it administers.

Subsection 8. An investment management company that administers a UCITS established in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, must enter into a written agreement with the depositary regarding the exchange of information necessary for the depositary to perform its duties.

§ 39 b. An investment management company that intends to administer a UCITS established in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, shall send the following documentation to the competent authorities of the UCITS' home country:

1) The written agreement with the depositary referred to in § 39 a, subsection 8.
2) Information on the delegation of tasks within investment management and administration as referred to in Annex II to the UCITS Directive.

Subsection 2. If an investment management company already administers other UCITS of the same type in the UCITS' home country, reference to the documentation referred to in subsection 1, which has already been sent to the competent authorities, is sufficient.

Subsection 3. The investment management company must notify the competent authorities of the administered UCITS' home country of any subsequent significant changes to the documentation referred to in subsection 1.

Danish financial companies' subsidiaries abroad

§ 40. A financial company wishing to establish a subsidiary, which is a credit institution, an investment company, or an insurance company, in a country outside the European Union, with which the Union has not concluded an agreement, must obtain permission from the Danish Financial Supervisory Authority. If there are grounds to doubt that the company's administrative structure and financial situation are sound as a basis for the intended establishment, the Danish Financial Supervisory Authority will not grant permission.

Subsection 2. A financial company must notify the Danish Financial Supervisory Authority of the establishment of subsidiaries in a country outside the European Union, with which the Union has not concluded an agreement, which are not covered by subsection 1.

§ 41. (Repealed)

§ 42. (Repealed)

Section III
Good Conduct etc.

Chapter 6
Good Conduct, Price Information and Contractual Relations

General Rules on Good Conduct, Price Information and Contractual Relations

§ 43. Financial companies and financial holding companies must be operated in accordance with honest business practices and good practice within the field of business.

Subsection 2. The Minister for Industry, Business and Financial Affairs shall lay down detailed rules on honest business practices and good practice for the financial companies. The Minister for Industry, Business and Financial Affairs shall, pursuant to the first sentence, lay down rules on the content of a basic deposit account and on the size of any fee for such an account.

Subsection 3. The Minister for Industry, Business and Financial Affairs shall lay down rules on cost, commission, price and risk information for financial services.

Subsection 4. The Minister for Industry, Business and Financial Affairs shall lay down rules on competence requirements for employees in credit institutions, mortgage credit institutions, investment management companies and branches of foreign credit institutions. The Minister shall also lay down rules on competence requirements for employees in credit institutions and mortgage credit institutions who present, offer, advise on or administer mortgage credit agreements.

Subsection 5. The Minister for Industry, Business and Financial Affairs shall lay down detailed rules on the issuance of central investor information to retail investors by financial companies when broking shares in Danish UCITS.

Subsection 6. The Danish Financial Supervisory Authority may, after consultation with representatives of consumers and the relevant financial industry organizations, draw up and publish guidelines on honest business practices and good practice in specified areas that are considered significant, particularly from the consumer's perspective.

Subsection 7. The Minister for Industry, Business and Financial Affairs shall lay down rules on financial companies' obligation to issue a standardized key information document to consumers when making offers for mortgage and mortgage-like loans.

§ 43 a. Actions contrary to rules issued pursuant to § 43, subsection 2, entail liability for damages in accordance with the general rules of Danish law.

Processing of CPR numbers

§ 43 b. Financial companies may process information about CPR numbers for the purpose of necessary unique identification in relation to existing customer relationships when performing administrative tasks and providing advice.

§ 44. (Repealed)

Special Rules on Contractual Relations for Credit Institutions, Mortgage Credit Institutions and Insurance Companies

§ 45. If subordinated debt is issued in the form of bulk debt certificates, the financial company must designate these capital certificates.

June 9, 2025. 17 No. 650.

§ 46. When a credit institution or mortgage credit institution subscribes to capital contributions covered by the rules on hybrid core capital and the rules on subordinated debt, the company must not simultaneously loan-finance the purchase of capital contributions or parts thereof by retail customers and professional customers.

Subsection 2. The prohibition on loan financing referred to in subsection 1 applies mutatis mutandis to the subscription and sale of shares or partnership or guarantee certificates in the company in question by credit institutions, mortgage credit institutions and financial holding companies, regardless of whether the loan is granted by the institution or the company itself or by a company affiliated with the institution or the financial holding company in question. Notwithstanding the first sentence, credit institutions, mortgage credit institutions and financial holding companies may loan-finance the purchase of employee shares within the group as part of an employee share scheme.

Subsection 3. Subsection 2 applies only to financial holding companies where at least one subsidiary is a credit institution or a mortgage credit institution.

Special Rules for Credit Institutions, Mortgage Credit Institutions and Investment Management Companies

§ 46 a. (Repealed)

§ 46 b. (Repealed)

Special Rules for Credit Institutions

§ 47. If, in a business context, a guarantee has been provided for a loan granted by a credit institution, and the borrower fails to pay the principal, installments or interest, written notice must be given to any of the guarantors or to the one or more of them authorized to receive notice on behalf of all guarantors, no later than 6 months after the due date of the relevant payments. Failure to do so results in the credit institution losing its claim against the guarantors, to the extent that their right of recourse against the borrower has been impaired by the failure.

§ 48. Before entering into an agreement on a guarantee obligation outside a business context for loans or credits granted by a credit institution, the credit institution must ensure that the guarantor is sufficiently informed about the content of the agreement and the consequences of assuming a guarantee obligation. This information must include details of what the specific guarantee obligation entails and contain a balanced description of the risks associated with it. Furthermore, the credit institution must, with the debtor's consent, issue to the debtor whose debt is secured by the guarantee obligation:

1) the latest annual tax assessment from SKAT,
2) the latest three payslips, or
3) the latest annual accounts, if guaranteeing the debt of a business operator.

Subsection 2. A credit institution that has not complied with subsection 1 may only enforce the guarantee obligation if the guarantor has had a sound basis for assessing the risks associated with entering into the guarantee obligation in some other way.

Subsection 3. Guarantee agreements under subsection 1 must be drawn up on paper or other durable medium to be enforceable.

Subsection 4. A guarantor cannot be liable for an amount greater than the principal of the loan or the maximum amount of the credit at the time the guarantee agreement was entered into.

Subsection 5. For guarantee agreements under subsection 1, the credit institution must annually notify the guarantor in writing of the size of the debt item for which the guarantee was provided.

Subsection 6. If the borrower fails to pay the principal, installments or interest, notice thereof must be given to the guarantor on paper or other durable medium no later than 3 months after the due date of the relevant payments. The first sentence applies mutatis mutandis if the credit institution grants the borrower a moratorium without the guarantor's consent.

Subsection 7. If the deadline in subsection 6 is exceeded, the guarantee obligation may only be enforced against the guarantor for the amount that the borrower's debt under the secured claim would have amounted to if the borrower had paid all payments on time until the time that is 3 months prior to the time when notice is given.

Subsection 8. Exceeding the deadline in subsection 6 results, regardless of subsection 7, in the credit institution losing its claim against the guarantor, to the extent that the guarantor's right of recourse against the borrower has been impaired.

Subsection 9. A guarantee obligation under subsection 1 expires after 10 years, or if the guarantee agreement was entered into to secure a credit with a variable amount or a loan without a fixed due date, after 5 years, unless the obligation has been enforced by the credit institution beforehand. The first sentence does not apply to loans that, according to their terms, can be financed by the issuance of special covered bonds, provided that the guarantor has been explicitly informed thereof and of the consequences thereof.

Subsection 10. An agreement on a guarantee obligation under subsection 1 may be set aside in whole or in part if it is disproportionate to the guarantor's economy.

Subsection 11. Subsections 1-10 apply mutatis mutandis to third-party pledges outside a business context.

§ 48 a. §§ 53 b and 53 c also apply to credit institutions when they grant mortgage-like loans.

Subsection 2. § 53 d also applies to credit institutions when they grant mortgage-like loans and the credit institution has notified an increase in an interest margin.

Subsection 3. Subsections 1 and 2 do not apply to pre-agreed changes in interest rates, interest caps or interest floors, when these changes, according to the agreement, can only be implemented with at least 3 years between them.

§ 49. If a savings bank has lost part of its guarantee capital, the savings bank must provide information about this to persons wishing to enter as guarantors.

Subsection 2. If a cooperative bank has lost part of its cooperative capital, the cooperative bank must provide information about this to persons wishing to subscribe to cooperative capital.

Subsection 3. The rules applicable to companies limited by shares regarding the reduction of share capital apply with the necessary adaptations to the reduction of cooperative capital in cooperative banks.

June 9, 2025. 18 No. 650.

§ 50. Capital pension, rate savings, self-pension, old-age savings, child savings and housing savings in a credit institution may be placed on a deposit account either in cash or as pooled deposits and may further be placed in a separate depot.

Subsection 2. A credit institution must not receive and retain fees, commissions or other monetary and non-monetary benefits paid by a third party or a person acting on behalf of a third party in connection with customers' savings in pools covered by rules issued pursuant to subsection 4, first sentence. If a credit institution receives such commissions etc. as referred to in the first sentence, they must be passed on to the pool as soon as possible. The first sentence does not apply to non-monetary benefits of minor value that can increase the quality of the service provided to the customer and that cannot prevent the credit institution from fulfilling its duty to act in the customer's best interest. Such non-monetary benefits must be clearly disclosed to the customer.

Subsection 3. The Minister for Industry, Business and Financial Affairs may lay down detailed rules on which non-monetary benefits are covered by subsection 2, third and fourth sentences, and on requirements for credit institutions' handling of fees, commissions or other monetary and non-monetary benefits paid by a third party or a person acting on behalf of a third party.

Subsection 4. The Danish Financial Supervisory Authority shall lay down detailed rules for savings in pools in a credit institution, including rules on the placement of funds, administration, accounting, audit, and customer information. The Danish Financial Supervisory Authority shall also lay down detailed rules on the placement of funds in securities and on the liquidation of investments in assets, including registration and deregistration in a securities central, account statements, valuation, and deposit.

§ 51. Capital pension, rate savings, self-pension and old-age savings placed on a deposit account must be fully covered by the Deposit and Investor Guarantee Scheme, by a corresponding scheme in the credit institution's home country in the event of the credit institution's restructuring proceedings and bankruptcy, or by a combination of both schemes.

§ 52. Credit institutions and branches of credit institutions with statutory headquarters in another country within the European Union or in a country with which the Union has concluded an agreement in the financial field, which the Danish Financial Supervisory Authority has approved as a depositary pursuant to § 2, No. 11, in the Act on Investment Funds etc., for a Danish UCITS, must act independently and exclusively in the interest of the relevant Danish UCITS as depositary.

Special Rules for Mortgage Credit Institutions

§ 53. A mortgage credit institution must inform the borrower in the loan agreement that mortgage loans granted in violation of the Act on Mortgage Loans and Mortgage Bonds etc. may be reduced under this Act.

Subsection 2. If a mortgage loan is to be reduced pursuant to the Act on Mortgage Loans and Mortgage Bonds etc., the mortgage credit institution must provide a loan on similar terms as compensation, so that the borrower is placed in an unchanged position. All loan costs associated with the restructuring shall be borne by the mortgage credit institution.

Subsection 3. The borrower has no claim to a restructuring under subsection 2 if the mortgage credit institution proves that the borrower knew or should have known that the mortgage loan was granted in violation of the provisions of the Act on Mortgage Loans and Mortgage Bonds etc., or if the violation of the aforementioned provisions is otherwise due to information provided by the borrower.

§ 53 a. §§ 48, subsections 1-8, 10 and 11, apply mutatis mutandis to mortgage credit institutions, subject to subsection 2.

Subsection 2. § 48, subsection 4, does not apply to mortgage loans when the mortgaged property is used for residence by the guarantor and the borrower, and the guarantor has been explicitly informed that the liability may exceed the principal of the loan at the time the guarantee agreement was entered into.

§ 53 b. A mortgage credit institution must not, in ongoing customer relationships, change interest rates, fees, contributions or other remuneration for mortgage loans to the detriment of the consumer without prior notice of 6 months.

Subsection 2. A notice under subsection 1 must contain a justification for the change. The justification must specify:

1) the circumstances that triggered the change and a reference to the parts of the contractual basis that contain the justification for implementing the change, and
2) information on the most significant circumstances that have had an impact on the extent of the change, and the estimated share of these circumstances in the total increase.

Subsection 3. A notice under subsection 1 must also contain the following information:

1) The market value of the consumer's loan. If the rate is not fixed, the mortgage credit institution must inform the consumer thereof and of how the consumer can obtain information on the current rate.
2) Information that the consumer has the possibility to redeem the loan and restructure it into another loan in the same institution or with another lender, and under which conditions the consumer can redeem the loan.
3) Information that other lenders can be found on price portals operated by private providers and on the price portal for housing loans.

Subsection 4. In the event of changes to interest rates, contributions and significant changes to other remuneration or the collection of a new remuneration, the notice must be given to the consumer on paper or other durable medium. The notice must reach the consumer no later than 6 months before the change takes effect.

Subsection 5. Subsections 1, 3 and 4 do not apply to changes justified by external circumstances over which the mortgage credit institution has no influence.

§ 53 c. A mortgage credit institution may only enforce a change in interest rates, fees, contributions or other remuneration if the mortgage credit institution has observed § 53 b, subsections 1, 2 and 4, subject to subsection 2 and § 53 b, subsection 5.

Subsection 2. Subsection 1 does not apply to insignificant increases in fees and other remuneration other than interest and contributions.

§ 53 d. If a mortgage credit institution has notified a consumer of an increase in a contribution, pursuant to § 53 b, subsection 1, and the consumer has terminated the relevant mortgage loan within 6 months from

June 9, 2025. 19 No. 650.

the day the notice was received, to redemption on the first possible date with the chosen redemption method, but no later than a payment term 6 months after the termination, the mortgage credit institution may not charge fees in connection with the redemption of the relevant mortgage loan. The mortgage credit institution may, however, charge half of the fees that are charged in connection with a bond transaction for the redemption of the mortgage loan. The mortgage credit institution is obliged to carry out the bond transaction upon the consumer's request.

Subsection 2. If a mortgage credit institution grants a consumer a loan for the redemption of a mortgage loan or mortgage-like loan in the event that the consumer has terminated the relevant loan as a result of a notified increase in contributions or interest margins within 6 months from the day the notice was received, the receiving mortgage credit institution may only charge half of the fees that are charged in connection with a bond transaction for the redemption of the terminated mortgage loan or mortgage-like loan.

Special Rules for Investment Management Companies

§ 54. When investment management companies perform portfolio management for UCITS, including broking securities for them, the relevant UCITS are covered by the same protection as customers under § 72.

Subsection 2. Investment management companies that have permission to perform discretionary portfolio management for customers must agree in advance with the customer whether the investment management company may place the customer's portfolio funds or part thereof in shares in UCITS that the investment management company administers.

§ 55. (Repealed)

§ 56. (Repealed)

§ 56 a. (Repealed)

§§ 57-60 e. (Repealed)

Section IV
Ownership and Management etc.

Chapter 7
Ownership

§ 61. Any natural or legal person or natural and legal persons acting in concert who intend to directly or indirectly acquire a qualifying holding, pursuant to § 5, subsection 3, in a financial company or a financial holding company, must apply in advance to the Danish Financial Supervisory Authority for approval of the intended acquisition. The same applies to an increase in the qualifying holding that results in it, after the acquisition, amounting to or exceeding a threshold of respectively 20 pct., 33 pct. or 50 pct. of the share capital or voting rights, or results in the financial company or the financial holding company becoming a subsidiary.

Subsection 2. The Danish Financial Supervisory Authority shall confirm in writing and no later than after two working days the receipt of the application, pursuant to subsection 1. The same applies to the receipt of material, pursuant to subsection 4.

Subsection 3. The Danish Financial Supervisory Authority has from the time of the written confirmation of the receipt of the application, pursuant to subsection 2, and the receipt of all documents required to be attached to the application, an assessment period of 60 working days to carry out the assessment referred to in § 61 a. Simultaneously with the confirmation of the receipt of the application, pursuant to subsection 2, the Danish Financial Supervisory Authority notifies the intended acquirer of the date when the assessment period expires.

Subsection 4. The Danish Financial Supervisory Authority may, until the 50th working day in the assessment period, request additional information necessary for the assessment. The request must be made in writing. The first time such a request is made, the assessment period is interrupted for the period between the time of the request and the receipt of the answer thereto. However, the interruption may not exceed 20 working days, subject to subsection 5.

Subsection 5. The Danish Financial Supervisory Authority may extend the interruption of the assessment period as referred to in subsection 4 by up to ten working days, if:

1) the intended acquirer is domiciled or subject to the legislation in a country outside the European Union, with which the Union has not concluded an agreement in the financial field, or
2) the intended acquirer is a natural or legal person who has not been granted permission to carry out the business referred to in §§ 7-10, the business referred to in § 14, subsection 1, in the Act on Insurance Business or the business referred to in § 3, No. 2, in the Act on Capital Markets in Denmark, another country within the European Union or in a country with which the Union has concluded an agreement in the financial field.

Subsection 6. If the Danish Financial Supervisory Authority rejects an application for approval of an intended acquisition, this must be justified in writing and communicated to the intended acquirer immediately after the decision. The notification must be made within the assessment period. The intended acquirer may request the Danish Financial Supervisory Authority to publish the justification for the rejection.

Subsection 7. If the Danish Financial Supervisory Authority does not reject the application for the intended acquisition in writing during the assessment period, the acquisition is deemed to be approved.

Subsection 8. The Danish Financial Supervisory Authority may, when approving an acquisition or increase pursuant to subsection 1, set a deadline for the implementation thereof. The Danish Financial Supervisory Authority may extend such a deadline.

Subsection 9. The Danish Financial Supervisory Authority shall lay down rules on when an acquisition should be included in the calculation pursuant to subsection 1.

§ 61 a. The Danish Financial Supervisory Authority must, in connection with its assessment of an application received pursuant to § 61, subsection 1, ensure consideration for the interest in a sound and prudent management of the company in which the acquisition is intended. The assessment must also take into account the intended acquirer's likely influence on the company, the intended acquirer's suitability and the intended acquisition's financial solidity in relation to the following criteria:

1) The intended acquirer's reputation.
2) The reputation and experience of the person or persons who, after the acquisition, will manage the financial company or the financial holding company.

June 9, 2025. 20 No. 650.

3) The prospective acquirer's financial situation, particularly in relation to the nature of the business activities carried out or intended to be carried out in the financial undertaking or financial holding company in which the acquisition is intended.
4) Whether the undertaking can continue to comply with the supervisory requirements in legislation, in particular whether the group, into which the undertaking may come, has a structure that makes it possible to carry out effective supervision and effective exchange of information between the competent authorities, as well as to determine how responsibility should be distributed between the competent authorities.
5) Whether there are grounds for suspecting, in connection with the intended acquisition, that money laundering or terrorist financing, pursuant to Sections 3 and 4 of the Act on Preventive Measures against Money Laundering and Terrorist Financing, will take place.

Subsection 2. The Financial Supervisory Authority may refuse an application for approval of an intended acquisition if, on the basis of the criteria mentioned in subsection 1, there is reasonable cause to assume that the intended acquirer will hinder sound and prudent management of the undertaking, pursuant to subsection 1, or that the information provided by the intended acquirer is, in the Financial Supervisory Authority's assessment, not sufficient.

Subsection 3. In the Financial Supervisory Authority's assessment pursuant to subsection 1, consideration of the economic needs of the market shall not be included.

Section 61 b. Any natural or legal person, or natural and legal persons acting in concert, who intend directly or indirectly to dispose of a qualifying holding, pursuant to Section 5, subsection 3, or to reduce a qualifying holding in a financial undertaking or a financial holding company such that the disposal results in the threshold of respectively 20%, 33%, or 50% of the share capital or voting rights no longer being reached, or results in the undertaking or holding company ceasing to be a subsidiary of the person concerned, must beforehand notify the Financial Supervisory Authority thereof in writing, stating the size of the intended future shareholding.

Section 61 c. When a financial undertaking or a financial holding company becomes aware of acquisitions or disposals of holdings as mentioned in Section 61, subsection 1, and Section 61 b, the undertaking or holding company must immediately inform the Financial Supervisory Authority thereof.

Subsection 2. Financial undertakings and financial holding companies must, no later than in February, inform the Financial Supervisory Authority of the names of the shareholders who, at the end of the previous year, owned a qualifying holding in the financial undertaking or the financial holding company, and of the size of these holdings.

Section 62. If shareholders holding one of the holdings referred to in Section 61, subsection 1, in a financial undertaking or a financial holding company do not meet the requirements in Section 61 a, subsection 1, the Financial Supervisory Authority may revoke the voting rights attached to the shareholdings of the owners concerned, or order the undertaking to follow certain guidelines.

Subsection 2. The Financial Supervisory Authority may revoke the voting rights attached to shareholdings owned by natural or legal persons who do not comply with the obligation in Section 61, subsection 1, to apply for approval in advance. The shareholdings are assigned full voting rights again if the Financial Supervisory Authority can approve the acquisition.

Subsection 3. If a natural or legal person has acquired shareholdings as referred to in Section 61, subsection 1, despite the Financial Supervisory Authority having refused to approve this acquisition of shareholdings, the Financial Supervisory Authority must revoke the voting rights attached to these shareholdings.

Subsection 4. The Financial Supervisory Authority must inform the relevant financial undertaking, financial holding company, or insurance holding company when the Financial Supervisory Authority has revoked the voting rights attached to shareholdings in the undertaking pursuant to subsections 1-3. The Financial Supervisory Authority must also inform the undertaking if shareholdings are again assigned full voting rights pursuant to subsection 2, second sentence.

Subsection 5. If the Financial Supervisory Authority has revoked the voting rights pursuant to subsections 1-3, the shareholding cannot be included in the calculation of the voting capital represented at a general meeting.

Section 63. The Financial Supervisory Authority must be notified in advance of financial undertakings' and financial holding companies' direct or indirect acquisition of a qualifying holding in a foreign financial undertaking, as well as such increases in the qualifying holding that result in it reaching or exceeding a threshold of respectively 20%, 33%, and 50% of the voting rights or share capital, or that the foreign financial undertaking becomes a subsidiary. The notification must contain information about in which country the undertaking is established.

Subsection 2. Financial undertakings and financial holding companies that have a holding of at least 10% in a foreign financial undertaking, and that intend to reduce this holding so that it falls below one of the thresholds set in subsection 1, must notify the Financial Supervisory Authority thereof and state the size of the intended future holding.

Subsection 3. Where the foreign financial undertaking becomes a subsidiary, the notification to the Financial Supervisory Authority must contain the following information about the subsidiary:
1) In which country the subsidiary is to be established,
2) a description of the subsidiary's business, including information on organization and planned activities,
3) the subsidiary's address, and
4) the names of the subsidiary's management.

Subsection 4. In the event of a change in a matter about which notification has been given pursuant to subsection 3, items 1-4, the financial undertaking or the financial holding company must notify the Financial Supervisory Authority thereof before the change is made. If the financial undertaking or the financial holding company is not aware of the change in advance, notification to the Financial Supervisory Authority must be given immediately after the financial undertaking or the financial holding company has received notification of the change.

June 9, 2025. 21 No. 650.

Chapter 8
Management and Organization of the Undertaking

Section 64. A member of the board of directors or management in a financial undertaking
1) must have sufficient knowledge, professional competence, and experience to be able to perform the office or position,
2) must have a sufficiently good reputation and be able to demonstrate honesty, integrity, and sufficient independence in the performance of the office or position,
3) must not be subject to criminal liability for violation of the Penal Code, financial legislation, or other relevant legislation, if the violation entails a risk that the person cannot perform their office or position in a secure manner,
4) must not have filed a request for or be under restructuring proceedings, bankruptcy, or debt settlement, and
5) must not have exhibited such behavior that there are grounds to assume that the member will not perform the office or position in a prudent manner.

Subsection 2. When a person assumes an office as a board member or a position as a director in a financial undertaking, the Financial Supervisory Authority ensures that the person meets the suitability and integrity requirements in subsection 1. The Financial Supervisory Authority makes a decision on whether the person can hold the office or position in the undertaking concerned.

Subsection 3. If the Financial Supervisory Authority assesses that the person does not meet the requirements in subsection 1, items 2-5, the duration of the decision must be stated in the decision.

Subsection 4. The Financial Supervisory Authority may, in special cases where the Financial Supervisory Authority assesses that a person does not have sufficient professional prerequisites or experience in relation to the position as a member of the management, as the person is assessed to, make a decision that the person can hold the position under strictly defined conditions.

Subsection 5. Members of the board of directors or management in a financial undertaking must inform the Financial Supervisory Authority of matters as mentioned in subsection 1 in connection with their entry into the financial undertaking's management and of matters as mentioned in subsection 1, items 1-5, if the circumstances subsequently change. If a member of the board of directors is appointed or elected to the position of chairman of the board of directors in a credit institution, a mortgage credit institution, or an insurance company, the board member must also inform the Financial Supervisory Authority of matters covered by subsection 1, item 1. The undertaking's assessment of a chairman's personal competences covered by subsection 1, item 1, must be in written form.

Subsection 6. The financial undertaking is obliged to ensure compliance with subsection 1.

Subsection 7. Subsections 1-6 apply mutatis mutandis to members of the board of directors and management in a financial holding company or a mixed holding company.

Subsection 8. For a board member in group 3 and group 4 credit institutions, who is not the chairman of the board, subsections 2 and 5, first sentence, apply only to the requirements in subsection 1, items 2-5.

Subsection 9. The Minister of Industry and Business may set detailed rules on competence and experience requirements pursuant to subsection 1 for members of the management in credit institutions, mortgage credit institutions, systemically important financial institutions (SIFI), and globally systemically important financial institutions (G-SIFI).

Section 64 a. A member of the board of directors or management in a financial undertaking must allocate sufficient time to perform their office as director or board member in the undertaking concerned. The management member must continuously assess whether the person has allocated sufficient time to perform their office. The assessment must include the undertaking's size, organization, and complexity.

Section 64 b. A member of the board of directors in a credit institution or a mortgage credit institution must, as soon as possible and no later than 12 months after entering the board, complete a basic course in the competences necessary to perform the obligations and functions required of board members in the type of undertaking in which the person has entered.

Subsection 2. The Financial Supervisory Authority may exempt a member of the board from the requirement in subsection 1 if the member's knowledge, professional competence, or experience can be considered sufficient.

Subsection 3. The Financial Supervisory Authority may exempt a member of the board from the requirement in subsection 1 if the member's Danish language skills are not sufficient to complete a basic course pursuant to subsection 1 and an approved course is not offered in English. The exemption is conditional on the member completing other training as soon as possible and no later than 12 months after entering the board, the content framework of which is approved by the Financial Supervisory Authority, including an introduction to the Danish corporate law structure and relevant areas that are specific to Danish financial undertakings.

Subsection 4. The Financial Supervisory Authority may, in special cases, allow a member of the board to complete a basic course, pursuant to subsections 1 and 3, later than 12 months after the member's entry into the board.

Subsection 5. The Financial Supervisory Authority sets detailed rules on the content of a basic course as mentioned in subsection 1.

Section 64 c. A credit institution and a mortgage credit institution must, as part of its corporate governance, pursuant to Section 71, subsection 1, identify the institution's key persons.

Subsection 2. Key persons are employees who are part of the actual management on a daily basis, and employees who are responsible for a key function, including
1) the person responsible for the risk management function,
2) the person responsible for the compliance function,
3) the person responsible for the credit area,
4) the person responsible for internal audit,
5) the person responsible for anti-money laundering, pursuant to the Anti-Money Laundering Act Section 7, subsection 2, and
6) members of the actual management who are responsible for the compliance function or anti-money laundering, but who are not the person responsible for the compliance function, pursuant to item 2, or the person responsible for anti-money laundering, pursuant to item 5.

Subsection 3. A credit institution and a mortgage credit institution must, without undue delay, notify the Financial Supervisory Authority of which employees have been identified as key persons pursuant to subsection 1, including which positions the persons concerned hold, and which areas or functions the persons concerned are responsible for. A credit institution and a mortgage credit institution must also, without undue delay, notify the Financial Supervisory Authority if there are significant changes in the areas or functions for which the key person concerned is responsible, or when an employee is no longer considered to be a key person.

Subsection 4. Section 64, subsections 1 and 5, apply mutatis mutandis to employees in a credit institution and a mortgage credit institution who have been identified as key persons pursuant to subsection 1, and to employees who have been identified as key persons in a systemically important financial institution (SIFI) and a globally systemically important financial institution (G-SIFI), which are not a credit institution or a mortgage credit institution.

Subsection 5. For group 1 and 2 credit institutions, mortgage credit institutions, systemically important financial institutions (SIFI), and globally systemically important financial institutions (G-SIFI), which are not credit or mortgage institutions, Section 64, subsections 2-4, apply mutatis mutandis to employees who have been identified as key persons pursuant to subsection 1.

Subsection 6. For group 3 credit institutions, Section 64, subsections 2-4, apply mutatis mutandis to employees who have been identified as key persons pursuant to subsection 1, pursuant to subsection 2, items 1-5.

Subsection 7. For group 4 credit institutions, Section 64, subsections 2-4, apply mutatis mutandis to the employee who has been identified as a key person pursuant to subsection 1, pursuant to subsection 2, item 5.

Subsection 8. Subsection 1, subsection 2, items 1-4, and subsection 3 apply mutatis mutandis to a systemically important financial institution (SIFI) and a globally systemically important financial institution (G-SIFI), which are not a credit institution or a mortgage credit institution.

Subsection 9. The Minister of Industry and Business may set detailed rules on competence and experience requirements for key persons in credit institutions, mortgage credit institutions, systemically important financial institutions (SIFI), and globally systemically important financial institutions (G-SIFI).

Subsection 10. A credit institution and a mortgage credit institution, a systemically important financial institution (SIFI), and a globally systemically important financial institution (G-SIFI), which are not a credit institution or a mortgage credit institution, are obliged to ensure that key persons comply with Section 64, subsection 1.

Section 64 d. (Repealed)

Section 64 e. The board of directors of the financial undertaking must ensure that its members have sufficient collective knowledge, professional competence, and experience to be able to understand the undertaking's activities and the risks associated therewith. The composition of the board must reflect a sufficiently broad experience.

Subsection 2. In group 1 and 2 credit institutions and larger mortgage credit institutions, at least 1 member of the board must have management experience from another relevant financial undertaking.

Subsection 3. In mortgage credit institutions, at least 1 member of the board must have experience or deeper insight into the bond market.

Section 65. The board of directors must, by means of a code of conduct, make further provisions on the execution of its office.

Subsection 2. The Financial Supervisory Authority may set rules on the content of the code of conduct.

Section 66. The right of representation, which pursuant to Section 135, subsection 2, of the Companies Act belongs to members of the board of directors or management, can only be exercised by at least two in concert.

Section 67. Notice of a general meeting in a financial undertaking respectively a representative body meeting in a savings bank must be publicly accessible and in accordance with the provisions of the articles of association. The press must have access to the general meetings respectively the representative body meetings in the savings banks.

Subsection 2. Subsection 1 does not apply to undertakings that are 100% owned by a financial undertaking or financial undertakings in the same group.

Subsection 3. The deadline for notice of a general meeting or a representative body meeting with a view to making a capital increase may be shortened to 10 days if the Financial Supervisory Authority has assessed that the credit institution or mortgage credit institution is covered by the rules in Chapter 15 a of this Act and the credit institution or mortgage credit institution assesses that the capital increase is necessary to prevent the credit institution or mortgage credit institution from becoming non-performing. The shortening pursuant to the first sentence may be made if the general meeting or the representative body in a savings bank, with two-thirds of the votes cast, amends the articles of association to include this possibility.

Subsection 4. Sections 84 and 90 of the Companies Act and time limits in Sections 94, 98, and 99 of the Companies Act do not apply to general meetings and representative body meetings called in accordance with subsection 3.

Section 68. The Financial Supervisory Authority exercises for financial undertakings the powers granted to the Danish Business Authority pursuant to Section 93, subsections 2 and 3, of the Companies Act.

Section 69. For the performance of certain tasks specified in the articles of association, including the election of the board of directors, a representative body may be established. The members of the representative body are subject to the same responsibility as the board of directors with regard to the performance of their offices. This provision does not apply to savings banks.

Section 70. The board of directors of a financial undertaking and a financial holding company must, with a view to ensuring that the undertaking is managed in a secure manner,
1) define which main types of business activities the undertaking is to carry out,
2) identify and quantify the undertaking's significant risks and define the undertaking's risk profile, including determining which and how large risks the undertaking may take on,
3) define policies for how the undertaking is to manage each of the undertaking's significant activities and the risks associated therewith, taking into account the interaction between these, and
4) define a policy for diversity in the board of directors, which promotes sufficient diversity in qualifications and

June 9, 2025. 22 No. 650.

who have been identified as key persons pursuant to subsection 1, including which positions the persons concerned hold, and which areas or functions the persons concerned are responsible for. A credit institution and a mortgage credit institution must also, without undue delay, notify the Financial Supervisory Authority if there are significant changes in the areas or functions for which the key person concerned is responsible, or when an employee is no longer considered to be a key person.

Section 64 d. (Repealed)

Subsection 2. In group 1 and 2 credit institutions and larger mortgage credit institutions, at least 1 member of the board must have management experience from another relevant financial undertaking.

Subsection 3. In mortgage credit institutions, at least 1 member of the board must have experience or deeper insight into the bond market.

Section 65. The board of directors must, by means of a code of conduct, make further provisions on the execution of its office.

Subsection 2. The Financial Supervisory Authority may set rules on the content of the code of conduct.

Subsection 2. Subsection 1 does not apply to undertakings that are 100% owned by a financial undertaking or financial undertakings in the same group.

June 9, 2025. 23 No. 650.

competences among the members of the board, cf. however para. 6.
Para. 2. On the basis of the established risk profile and the established policies, the board of the company shall give the management written guidelines, which shall as a minimum contain
1) controllable frameworks for which and how large risks the management may impose on the company,
2) the principles for the calculation of the individual risk types,
3) rules on which actions require the board's decision, and which actions the management may take as part of its position, and
4) rules on how and to what extent the management shall report to the board on the company's risks, including on the use of the frameworks in the guidelines for the management and on compliance with the limits set in legislation regarding the risks that the company may take on.
Para. 3. The board of the company shall continuously take a position on whether the company's risk profile and policies as well as the guidelines for the management are defensible in relation to the company's business activities, organization and resources, including capital and liquidity, and the market conditions under which the company's activities are conducted. Para. 4. The board of the company shall continuously assess whether the management performs its tasks in accordance with the established risk profile, the established policies and the guidelines for the management, including whether the management has deviated from these, and whether the deviation, if any, has been defensible. The board shall take appropriate measures if this is not the case. Para. 5. If the board decides specifically to deviate from or accept a deviation from the established risk profile, the established policies or the guidelines for the management, this shall be entered into the board's minutes together with an explanation of the reasoning for the decision. Para. 6. In companies that have appointed a nomination committee pursuant to Section 80 a, the duty in para. 1, no. 4, shall apply to the nomination committee. Para. 7. The Danish Financial Supervisory Authority may set detailed rules on the obligations that apply to the board of a financial company and a financial holding company pursuant to para. 1-4.
Section 70 a. A credit institution shall have a written policy that ensures and promotes a sound corporate culture.
Para. 2. The board shall define the policy.
Para. 3. The chairman of the board shall in his report to the credit institution's highest body account for the implementation and compliance with the policy.
Para. 4. The CEO shall ensure that the policy is implemented and complied with.
Para. 5. The Minister for Business Affairs sets detailed rules on the content and compliance with the policy.
Section 71. A financial company and a financial holding company shall have effective forms of corporate governance, including
1) a clear organizational structure with a well-defined, transparent and consistent distribution of responsibilities,
2) good administrative and accounting practices,
3) written business procedures for all the significant activity areas,
4) effective procedures to identify, manage, monitor and report on the risks that the company is or may be exposed to,
5) the resources necessary for the proper implementation of its business, and appropriate use of these,
6) procedures with a view to separation of functions in connection with handling and prevention of conflicts of interest,
7) comprehensive internal control procedures,
8) secure control and security measures in the IT area and for network and information systems, which are established and managed in accordance with Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience in the financial sector, and
9) personnel and financial resources necessary to ensure sufficient opportunities for introductory and further training courses for members of the board and the management.
Para. 2. Credit institutions and mortgage credit institutions shall have effective procedures for the approval of new products and services, significant changes to existing products and services, and distribution thereof.
Para. 3. The Danish Financial Supervisory Authority may set detailed rules on the measures that a financial company and a financial holding company shall take to have effective forms of corporate governance, cf. para. 1 and 2.
Section 71 a. A credit institution and a mortgage credit institution, cf. however Section 71 b, shall draw up and maintain a recovery plan. The recovery plan shall be approved by the company's board and shall contain
1) appropriate criteria and procedures that ensure timely implementation of the measures that the company assesses should be taken to restore the financial situation in the company, if there is a rapid or significant deterioration of this,
2) a wide range of recovery models, and
3) a number of scenarios with severe macroeconomic and financial stress that are relevant to the company, and appropriate responses thereto.
Para. 2. The recovery plan drawn up pursuant to para. 1 shall be submitted to the Danish Financial Supervisory Authority. The Danish Financial Supervisory Authority has 6 months from receipt of the recovery plan to assess the recovery plan. The Danish Financial Supervisory Authority may, when relevant, submit the recovery plan to any competent authorities in other countries within the European Union and in countries with which the Union has concluded an agreement in the financial area, where significant branches are located. 9 June 2025. 24 No. 650.

Para. 3. The Danish Financial Supervisory Authority shall submit the recovery plan to Financial Stability, which may make recommendations to the Danish Financial Supervisory Authority regarding the content of the recovery plan.
Para. 4. The Danish Financial Supervisory Authority sets detailed rules on requirements for the content of the recovery plans, including rules on critical functions, scenarios with severe macroeconomic and financial stress, as well as on maintenance and deadlines for submission of recovery plans.
Section 71 b. In groups where the ultimate parent company is located in Denmark, and where the parent company is a credit institution, a mortgage credit institution or a financial holding company, the parent company shall draw up and maintain a group recovery plan. The first sentence only applies to financial holding companies that have at least one subsidiary that is a credit institution or a mortgage credit institution. It shall appear from the group recovery plan which measures the parent company assesses should be taken to restore the financial situation in the parent company and in each individual subsidiary, if there is a rapid or significant deterioration of the financial situation in one or more of the companies in the group. Section 71 a, para. 1 and 2, shall apply with the necessary adaptations correspondingly to the ultimate parent company and for the group recovery plan.
Para. 2. The Danish Financial Supervisory Authority may, regardless of para. 1, order that a recovery plan shall be drawn up for each individual subsidiary that is a credit institution or a mortgage credit institution in accordance with Section 71 a.
Para. 3. The Danish Financial Supervisory Authority forwards group recovery plans drawn up in accordance with para. 1 to
1) the competent authorities that are part of the supervisory college,
2) the competent authorities in countries within the European Union or in countries with which the Union has concluded an agreement in the financial area, where significant branches are located, if the plan is assessed to be relevant for the branch in question,
3) Financial Stability or the authority in countries within the European Union or in countries with which the Union has concluded an agreement in the financial area, that is responsible for the resolution of the group, and
4) Financial Stability or an authority in the country within the European Union or in countries with which the Union has concluded an agreement in the financial area, that is responsible for the resolution of a subsidiary.
Para. 4. With a view to making a joint decision, the Danish Financial Supervisory Authority assesses the group recovery plan in cooperation with the authorities mentioned in para. 3, no. 1 and 2, including whether the plan meets the requirements set in para. 1, cf. Section 71 a, para. 1 and 2. The aforementioned authorities in para. 3, no. 3 and 4, may make recommendations to the Danish Financial Supervisory Authority regarding the content of the group recovery plan. Para. 5. If no joint decision is made within 4 months after the Danish Financial Supervisory Authority has forwarded the group recovery plan, cf. para. 4, or on reactions pursuant to Section 71 c, para. 2, the Danish Financial Supervisory Authority shall make a decision itself. The Danish Financial Supervisory Authority notifies the group's parent company, Financial Stability and the authorities mentioned in para. 3 of this decision. If one of the authorities mentioned in para. 3 has brought the matter before the European Banking Authority, the Danish Financial Supervisory Authority shall make a decision in accordance with the decision from the European Banking Authority. Para. 6. The Danish Financial Supervisory Authority sets detailed rules on requirements for the content of the group recovery plans, including rules on critical functions, scenarios with severe macroeconomic and financial stress, as well as on maintenance and deadlines for submission of group recovery plans.
Section 71 c. The Danish Financial Supervisory Authority notifies the company or the group's parent company, if the Danish Financial Supervisory Authority assesses that the recovery plan, cf. Section 71 a, or the group recovery plan, cf. Section 71 b, has significant deficiencies, or that there are significant obstacles to its implementation. The company shall submit a revised plan to the Danish Financial Supervisory Authority no later than 2 months after the notification. The Danish Financial Supervisory Authority may extend the deadline by up to 1 month.
Para. 2. The Danish Financial Supervisory Authority may, if the company does not submit a revised plan within the set deadline, or if the revised plan does not sufficiently remedy the deficiencies and obstacles pointed out in accordance with para. 1, order the company to
1) reduce the company's risk profile, including liquidity risk,
2) enable timely recapitalization measures,
3) revise the company's strategy and structure,
4) make changes to the financing strategy to improve the resilience of the central business areas and critical functions, and
5) make changes to the company's management structure.
Section 72. (Repealed)
Section 72 a. Credit institutions, savings banks, mortgage credit institutions and investment management companies may outsource a process, a service or an activity that the company would otherwise perform itself to a supplier. The first sentence does not apply to outsourcing in the digital operational area.
Para. 2. The Danish Financial Supervisory Authority may make a decision that the outsourcing company's outsourcing shall be terminated within a deadline set by the Danish Financial Supervisory Authority, if the outsourcing contract or its parties do not meet the rules set in accordance with para. 3.
Para. 3. The Minister for Business Affairs sets detailed rules on outsourcing regarding
1) the management arrangements, responsibility, risk management, monitoring, control and reporting of outsourcing companies in connection with outsourcing to a supplier, including the supplier's further outsourcing,
2) outsourcing companies' internal guidelines for outsourcing,
3) outsourcing companies' handling of conflicts of interest in connection with outsourcing,
4) requirements that outsourcing companies as a minimum must ensure that suppliers or sub-suppliers at all times must meet, including also access, information and audit rights at suppliers and sub-suppliers,
5) requirements for the content of the contract,
6) outsourcing at group and sub-group level, and
7) outsourcing companies' duty to notify the Danish Financial Supervisory Authority about outsourcing.
Section 72 b. (Repealed)
Section 72 c. (Repealed)
Section 73. The office as a board member in a financial company or as a member of the representative body in other financial companies than savings banks cannot be combined with the position as director in the company in question. However, the board in a director's absence may temporarily appoint one of its members or a member of the representative body as director. The person in question may not exercise voting rights in the aforementioned bodies in this case.
Para. 2. The office as head of internal audit and deputy head of internal audit cannot be combined with the office as board member.
Section 74. The chairman of the board shall ensure that the board holds meetings when this is necessary, and shall ensure that all members are summoned. Any member of the board, a director, an external auditor and the head of internal audit in a financial company may demand that the board be summoned. A director, an external auditor, the head of internal audit and the responsible actuary have the right to participate in and speak at board meetings, unless the board in the individual case makes another determination. External auditors and the head of internal audit always have the right to participate in board meetings during the processing of cases that have significance for the audit or for the submission of the annual report.
Para. 2. External auditors and the head of internal audit have a duty to participate in the board's processing of the relevant cases, if requested by at least one board member.
Para. 3. Minutes shall be kept over the discussions in the board, which shall be signed by all members present. A board member, a director, an external auditor or the head of internal audit, who does not agree with the board's decision, has the right to have his opinion entered into the minutes.
Section 75. The financial company shall immediately notify the Danish Financial Supervisory Authority of information about circumstances that are of decisive importance for the continued operation of the financial company. The financial company shall as soon as possible notify the Danish Financial Supervisory Authority of information that is of significant importance for the Danish Financial Supervisory Authority's supervision.
Para. 2. The same applies to the individual member of the board and a director in a financial company.
Para. 3. If a member of a financial company's board or management or the external audit must assume that the financial company does not meet the capital requirements pursuant to Section 126 a, para. 2-6, the capital base requirement pursuant to Article 92, para. 1, the minimum capital requirement in Article 93 of Regulation (EU) no. 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions or the solvency requirement pursuant to Section 124, para. 2, the person in question shall immediately notify this to the Danish Financial Supervisory Authority. Para. 4. Para. 1-3 shall apply correspondingly for financial companies and financial holding companies regarding circumstances in subsidiaries that are financial companies.
Section 75 a. A financial company and a crowdfunding service provider shall have an arrangement where its employees via a special, independent and autonomous channel can report violations or potential violations of the financial regulation committed by the company, including by employees or members of the board in the company. Reports to the arrangement can be made anonymously. The company shall follow up on reports to the arrangement and be able to document in writing how the company has followed up on the reports. The Act on Protection of Whistleblowers applies to the arrangement in the first sentence, cf. however Section 2 in the Act on Protection of Whistleblowers.
Para. 2. The arrangement in para. 1 can be established via collective agreement.
Para. 3. For an investment management company, para. 1 only applies when the company employs more than five employees. The arrangement mentioned in para. 1 and 2 shall be established no later than 3 months after the company has hired the sixth employee.
Para. 4. The Danish Financial Supervisory Authority may in special cases, where the Danish Financial Supervisory Authority assesses that it would be pointless to establish an arrangement, exempt from the requirement in para. 1.
Section 75 b. A financial company and a crowdfunding service provider may not subject employees or former employees to unfavorable treatment or unfavorable consequences, as a result of the employee or the former employee having reported the company's violation or potential violation of the financial regulation to the Danish Financial Supervisory Authority or to an arrangement in the company. The same applies to the determination, allocation and payment of variable salary to employees or former employees.
Para. 2. Employees or former employees, whose rights are violated by violation of para. 1, may be awarded compensation in accordance with the principles in the Act on Equal Treatment of Men and Women with regard to employment etc. The compensation is determined with regard to the employee's or the former employee's employment time and the circumstances of the case in general. Para. 3. Para. 1 and 2 cannot be deviated from by agreement to the detriment of the employee or the former employee.
Section 75 c. If an employee or a former employee and a financial company or a crowdfunding service provider enter into an agreement on a confidentiality clause, it shall appear from the agreement that the employee or former employee is not barred from reporting information about violations or potential violations of the financial regulation to public authorities.
Para. 2. Regardless of para. 1, the employee or the former employee is not barred from reporting information about violations or potential violations of the financial regulation to public authorities, even if such a prohibition 9 June 2025. 26 No. 650.

included in an agreement between the employee or former employee and the financial undertaking or crowdfunding service provider. The same applies to reports to schemes under Section 75a.

Section 76. (Repealed)

Section 77. Persons who, according to law or articles of association, are employed by the board of a financial undertaking and employees for whom there is a significant risk of conflicts between their own interests and the interests of the financial undertaking, may not, for their own account or through companies they control,

1) take out loans or draw on already granted credit facilities to purchase financial instruments, when the purchased financial instruments are pledged as security for the loan or credit,

2) acquire, issue or trade in derivative financial instruments, unless the purpose is risk hedging,

3) acquire capital shares, except for shares in Danish UCITS, investment funds and foreign investment undertakings covered by Section 143, subsection 1, nos. 2 and 3, in the Act on Investment Funds etc., with a view to selling these earlier than 6 months after acquisition or

4) acquire positions in foreign currency, except for the euro, when the position taking is done for purposes other than payment for the purchase of financial instruments, goods or services or purchase or operation of real estate or for use in travel.

Subsection 2. The group of persons mentioned in subsection 1 may not acquire capital shares in companies that carry out business as mentioned in subsection 1, nos. 1-4. This does not apply, however, to the purchase of shares in credit institutions, insurance companies, mortgage credit institutions or fund brokerage companies as well as shares in Danish UCITS, investment funds and foreign investment undertakings covered by Section 143, subsection 1, nos. 2 and 3, in the Act on Investment Funds etc.

Subsection 3. The board must take a position on which employees there is a significant risk of conflicts between their own interests and the interests of the financial undertaking, and who are therefore to be covered by the prohibition. The board must ensure that the persons concerned are aware of this. The criminal provision in Section 373, subsection 2, applies from the time when the person concerned has received information about this.

Subsection 4. The board must prepare guidelines for control of compliance with the prohibition in subsection 1 and subsection 2, first sentence, for persons covered by subsection 1, including on reporting of wealth dispositions.

Subsection 5. The external auditor must once a year review the financial undertaking's guidelines according to subsection 4 and in the audit protocol regarding the annual report state whether the guidelines are considered secure and have functioned appropriately, and whether the undertaking's control procedures have given rise to remarks. If no audit protocol is kept, the information mentioned in the first sentence must appear in other corresponding documentation.

Subsection 6. An account-keeping institution is obliged, upon request from the board of the financial undertaking, to give the financial undertaking's external auditor access to information about accounts and deposits and to issue extracts therefrom for persons covered by subsection 1.

Subsection 7. The prohibition in subsection 1, no. 2, does not cover financial instruments that are derived from shares in the financial undertaking or a company that is part of the same group, and which the person receives as part of their remuneration.

Subsection 8. The prohibition in subsection 1, no. 1, does not cover loans for the purchase of employee shares as well as the instruments mentioned in subsection 7.

Subsection 9. The prohibition in subsection 1, no. 3, does not cover shares that are acquired by exercising the instruments mentioned in subsection 7.

Subsection 10. Internal audit and deputy chief auditors may regardless of subsections 1-9 not have economic interests in the undertaking or group in which they are employed.

Section 77a. In the remuneration of the board, management and other employees whose activities have significant influence on the undertaking's risk profile by credit institutions, mortgage credit institutions, investment management companies and financial holding companies, the undertaking must ensure that the following are met:

1) The variable salary components to a member of the board or management may at the time of calculation of the variable salary amount to at most 50 pct. of either the fee or the fixed basic salary including pension, cf. however Section 77b, subsection 1.

2) The variable salary components to other employees whose activities have significant influence on the undertaking's risk profile may at the time of calculation of the variable salary amount to at most 100 pct. of the fixed basic salary, including pension.

3) The undertaking's highest body may, however, decide that the variable salary components to other employees whose activities have significant influence on the undertaking's risk profile, cf. no. 2, may amount to up to 200 pct. of the fixed basic salary, including pension, provided that the following requirements are met:

a) The undertaking must, no later than at the convocation of the meeting of the highest body, inform the highest body that it wishes to have a decision on the use of a higher maximum ceiling.

b) The highest body must make the decision on the use of a higher maximum ceiling based on a detailed recommendation from the undertaking, which justifies the proposal, including the number of affected employees, their areas of work, the new proposed maximum ceiling and the expected impact on the undertaking's ability to maintain a sound capital base. The shareholders must receive the recommendation no later than simultaneously with the convocation of the meeting of the highest body.

c) The undertaking must, no later than simultaneously with the forwarding of the recommendation to the shareholders, cf. letter b, inform the Danish Financial Supervisory Authority about the recommendation to the shareholders, including the proposed higher maximum ceiling and the justification for the proposal. The undertaking must, upon request from the Danish Financial Supervisory Authority, prove that the proposed higher maximum ceiling is not in conflict with the undertaking's obligations under the Act, regulations issued pursuant to Section 71, subsection 3, and Section 77h, subsection 3, and Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions.

d) The decision on the use of a higher maximum ceiling must be approved by the undertaking's highest body with at least 66 pct. of the votes cast, provided that at least 50 pct. of the voting capital shares are represented at the meeting. If less than 50 pct. of the voting capital shares are represented at the meeting, the decision must be approved by at least 75 pct. of the votes cast. An employee who is a shareholder in the undertaking may not participate in the voting on this at the meeting of the highest body if the employee has a significant interest in the decision that may be contrary to the undertaking's interest.

e) The undertaking must, no later than 8 days after the meeting of the highest body, inform the Danish Financial Supervisory Authority of the highest body's decision, including the size of any decided higher maximum ceiling.

4) At least 50 pct. of a variable salary component to the board, management and other employees whose activities have significant influence on the undertaking's risk profile must at the time of calculation of the variable salary consist of a balance of shares, or depending on the undertaking's legal structure corresponding ownership shares, share-based instruments or corresponding instruments that reflect the undertaking's creditworthiness. Credit institutions and mortgage credit institutions that have permission to execute orders and discretionary portfolio management, cf. Annex 1, section A, nos. 2 and 4, in the Act on Fund Brokerage Companies and Investment Services and Activities, must, where possible and appropriate, use instruments as regulated in Articles 52 and 63 in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions or other instruments that can be converted into genuine core capital instruments or written down, and which in an appropriate degree reflect the undertaking's creditworthiness as an undertaking whose activity is assumed to continue. The instruments can be issued in the undertaking or its parent company, which owns the undertaking fully. With reservation for the investment management company's legal structure and its fund rules and articles of association, a significant part and at least 50 pct. of a variable salary component to a member of the board and management and other employees whose activities have significant influence on the investment management company's risk profile or on the risk profile of the managed Danish UCITS, must consist of shares, capital shares or instruments linked to capital shares in the investment management company or the managed Danish UCITS. The minimum requirement of 50 pct. in the fourth sentence does not apply if the management of Danish UCITS constitutes less than 50 pct. of the total portfolio managed by the investment management company.

5) The undertaking's payment of at least 40 pct. of a variable salary component, with larger amounts at least 60 pct., takes place over a period of at least 4 years with commencement 1 year after the calculation date, however for the board and management at least 5 years, with an equal distribution over the years or with an increasing share at the end of the period.

6) The undertaking may refrain from paying a variable salary component entirely or partially, if the undertaking at the time of payment of the variable salary component does not comply with the capital requirement or solvency requirement in Section 124, subsections 1-4, Section 126a, subsections 1-3, 5 and 7, and Section 170 as well as Article 11, subsections 1 and 2, Article 92, subsection 1, and Articles 93, 97 and 500 in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, or if the Danish Financial Supervisory Authority assesses that there is a nearby risk thereof.

7) The undertaking does not pay variable salary to the board and management, if the undertaking in the period which the agreement on the variable salary relates to, and until the time of calculation thereof receives a deadline from the Danish Financial Supervisory Authority pursuant to Section 225, subsection 1 or 4, about compliance with the solvency requirement.

Subsection 2. For the board and management in credit institutions, mortgage credit institutions, investment management companies and financial holding companies, share options or similar instruments may amount to at most 12.5 pct. of respectively the fee and the fixed basic salary including pension at the time of calculation thereof.

Subsection 3. The credit institution, mortgage credit institution, investment management company or financial holding company must ensure that shares and instruments etc. transferred to the board, management or other employees whose activities have significant influence on the undertaking's risk profile, as part of the variable salary mentioned in subsection 1, no. 4, may not be disposed of by these persons in a suitable period, and that these persons may not hedge the risk linked to these shares and instruments etc.

Subsection 4. The credit institution, mortgage credit institution, investment management company or financial holding company must ensure that payment of the deferred variable salary component to the board, management and other employees whose activities have significant influence on the undertaking's risk profile, according to subsection 1, no. 5, is conditional on the criteria that have formed the basis for the calculation of the variable salary component continuing to be met at the time of payment, conditional on the person concerned having complied with appropriate requirements of fitness and honesty and not participated in or been responsible for behavior that has resulted in significant losses for the undertaking, and conditional on the undertaking's economic situation not being significantly deteriorated compared to the time of calculation of the variable salary component.

Subsection 5. The credit institution, mortgage credit institution, investment management company or financial holding company must ensure that the board, management and other employees whose activities have significant influence on the undertaking's risk profile, and who receive variable salary, must repay the variable salary entirely or partially, if the variable salary was paid on the basis of information about results that can be documented to be incorrect, and if the recipient is in bad faith.

Subsection 6. The credit institution, mortgage credit institution, investment management company or financial holding company must ensure that if the board, management and other employees whose activities have significant influence on the undertaking's risk profile are awarded a pension benefit, which can entirely or partially be equated with variable salary components, cf. Section 5, subsection 1, no. 38, the undertaking must, if the recipient leaves the undertaking before the pension date, retain this part of the pension benefit for 5 years in the form of instruments as mentioned in subsection 1, no. 4. Subsections 4 and 5 apply correspondingly to the cases mentioned in the first sentence. If the recipient is a member of the board or employed in the undertaking at the pension age, the undertaking must pay the variable part of the pension benefit to the recipient in the form of the instruments mentioned in subsection 1, no. 4, without possibility of disposal or utilization for a period of 5 years. Subsection 5 applies correspondingly to the cases mentioned in the third sentence.

Subsection 7. For persons in employment relationships covered by a collective agreement, subsections 1-6 only apply to agreements on variable salary components if the agreements on variable salary are not fixed in the agreement.

Section 77b. For credit institutions, mortgage credit institutions, investment management companies and financial holding companies that receive state aid or have received an assurance of state aid, including state capital injection, or subsidiaries of Finansiel Stabilitet, the percentage mentioned in Section 77a, subsection 1, no. 1, is 20 pct., provided that variable salary may only be awarded and paid to the board and management if this is justified.

Subsection 2. No new share option programs or similar schemes may be initiated for the board and management in the undertakings mentioned in subsection 1.

Subsection 3. The undertakings mentioned in subsection 1 must in their remuneration policy set a more precisely specified limit, seen in relation to the undertaking's earnings, for the total allocation of variable salary to the board, management and other employees whose activities have significant influence on the undertaking's risk profile.

Section 77c. Credit institutions, mortgage credit institutions, investment management companies and financial holding companies, whose capital shares are listed for trading on a regulated market, or which in the 2 last accounting years at the balance sheet date on average have had 1,000 or more full-time employees, must establish a remuneration committee, cf. however subsection 2.

Subsection 2. In groups with several undertakings, which pursuant to subsection 1 or Section 21, subsection 1, in the Act on Alternative Investment Fund Managers etc., have the obligation to establish a remuneration committee, a common remuneration committee for these undertakings in the group or a part thereof may, however, be established. The remuneration committee must be organizationally placed in an undertaking under the supervision of the Danish Financial Supervisory Authority, except in a financial holding company, and must be established in an undertaking that is a parent company for the other undertakings for which the committee is established.

Subsection 3. The chairman as well as the members of the remuneration committee must be members of the board in the undertaking that establishes the remuneration committee, or of the boards in undertakings that have a common remuneration committee pursuant to subsection 2. The remuneration committee must be composed such that the members have the necessary knowledge and the necessary qualifications and competences to understand and monitor the undertaking's remuneration policy and practice, risk management and control activities, particularly insofar as it concerns the adaptation of the undertaking's remuneration structure to the undertaking's risk profile and management of capital and liquidity, and are able to make a qualified and independent assessment of whether the undertaking's remuneration, including remuneration policy and associated business practices, is in compliance with Sections 77a and 77b and Section 77d, subsection 1, and rules issued pursuant to Section 77h.

Subsection 4. The remuneration committee must conduct the preparatory work for the board's decisions regarding remuneration, including remuneration policy and other decisions thereon, which can have influence on the undertaking's risk management, and in this connection conduct the following:

1) The remuneration committee must advise the board on the formulation of the undertaking's remuneration policy, assist the board in ensuring compliance with the undertaking's remuneration policy in practice and assess whether the undertaking's remuneration policy is updated, including if necessary come with proposals for updates of the remuneration policy.

2) The remuneration committee must ensure that the information presented to the general meeting about the undertaking's remuneration policy and practice as well as the information according to Section 77a, subsection 1, no. 3, letters a and b, are sufficient.

3) The remuneration committee must assess whether the undertaking's processes and systems are sufficient and take into account the undertaking's risks, including risks linked to the management of capital and liquidity, in relation to the undertaking's remuneration structure, and ensure that the undertaking's remuneration policy and practice are in compliance with and promote sound and effective risk management and are in compliance with the undertaking's business strategy, objectives, values and long-term interests.

4) The remuneration committee must assess the undertaking's and business units' total results and ensure that the management has evaluated whether the result criteria that have formed the basis for the calculation of variable salary to the undertaking's members of the board and management and other employees whose activities have significant influence on the undertaking's risk profile, continue to be met at the time of payment, cf. Section 77a, subsection 4.

5) The remuneration committee must control selected evaluations made by the management, cf. no. 4, to test whether the conditions in Section 77a, subsection 4, are met.

6) The remuneration committee must ensure that the independent control functions and other relevant functions are involved, insofar as it is necessary for the implementation of the tasks in nos. 1-5, and insofar as it is necessary, seek external advice.

Subsection 5. The remuneration committee can handle other tasks regarding remuneration. The committee must in the preparatory work handle the undertaking's long-term interests, including also in relation to investors, and the public interest.

Subsection 6. In undertakings that are covered by subsection 1, and where there is employee representation in the board pursuant to

the rules in Chapter 8 of the Companies Act, at least one of these representatives must be a member of the remuneration committee established pursuant to subsection 1 or 2.

§ 77 d. A credit institution, a mortgage credit institution, an investment management company, and a financial holding company must have a written remuneration policy that is consistent with and promotes sound and effective risk management. The company's remuneration policy must be gender-neutral.

Subsection 2. The company's highest body must approve the company's remuneration policy, cf. subsection 1, including guidelines for the allocation of variable pay and guidelines for severance payments, upon any material change and at least every fourth year. The company's remuneration policy must be published on the company's website as soon as possible after approval. The remuneration policy must remain publicly accessible on the website as long as it is in force.

Subsection 3. In a credit institution, a mortgage credit institution, an investment management company, or a financial holding company, the chairman of the board must in his report to the company's highest body account for the remuneration of the company's board and management. The report must contain information about the remuneration in the previous financial year and about the expected remuneration in the current and the coming financial year. The chairman of the board must explain and justify the content of the remuneration policy and its compliance in his report to the company's highest body.

Subsection 4. The company's highest body must approve the remuneration of the company's board for the ongoing financial year.

Subsection 5. The board of a credit institution, a mortgage credit institution, an investment management company, and a financial holding company must annually prepare and publish a remuneration report.

Subsection 6. The remuneration report must contain:
1) Information about the total remuneration that each member of the board and management has earned from the company and other companies within the same group as part of this role in the last 3 years, including information about the most important content of retention and severance schemes.
2) An account of the link between management's remuneration and the company's strategy and relevant targets for this.

Subsection 7. The remuneration report is published on the company's website as soon as possible after the general meeting has taken place. The remuneration report must remain publicly accessible on the website for a period of 10 years. The remuneration report may be available for a longer period than 10 years, provided that it no longer contains personal data.

§ 77 e. (Repealed)

§ 77 f. Credit and mortgage institutions must ensure that the remuneration of the institution's employees is not in conflict with the institution's obligations pursuant to § 43, subsection 1, and rules issued pursuant to § 43, subsection 2.

Subsection 2. The remuneration policy of credit and mortgage institutions, cf. § 77 d, subsection 1, must contain measures to avoid conflicts of interest, including ensuring that the remuneration of employees is not dependent on the number or proportion of approved applications for mortgage credit or other forms of sales targets.

Subsection 3. For persons in employment relationships covered by a collective agreement, subsections 1 and 2 only apply to remuneration agreements if the remuneration agreements are not set out in the agreement.

§ 77 g. The variable pay components to a member of the board or management in a credit institution, a mortgage credit institution, or a financing institution as defined in Article 4, subsection 1, no. 26, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions not established in Denmark, may not exceed 100 pct. of the respective honorarium and the fixed basic salary including pension.

Subsection 2. A credit institution and a mortgage credit institution must ensure that employees, whose activities have a significant impact on the group's risk profile, are designated in accordance with the Commission's delegated regulation on criteria for the definition of managerial responsibilities and control functions, significant business units, and significant influence on the company's risk profile, as well as other categories of employees, whose activities have a significant impact on the company's subsidiaries within the same group.

§ 77 h. The Minister for Industry, Business and Financial Affairs may for credit institutions, mortgage credit institutions, investment management companies, and financial holding companies set detailed rules on the definition of other employees, whose activities have significant influence on the company's risk profile.

Subsection 2. The Minister for Industry, Business and Financial Affairs may for credit institutions, mortgage credit institutions, investment management companies, and financial holding companies set detailed rules on the duty to publish information about the remuneration of the board, management, and other employees, whose activities have significant influence on the company's risk profile.

Subsection 3. The Minister for Industry, Business and Financial Affairs may for credit institutions, mortgage credit institutions, investment management companies, and financial holding companies set detailed rules on the matters mentioned in § 77 a, subsections 1-6, and § 77 d, subsection 1.

Subsection 4. The Minister for Industry, Business and Financial Affairs may for credit institutions and mortgage credit institutions and financial holding companies set detailed rules on compliance with rules on remuneration at group level.

§ 77 i. (Repealed)

§ 77 j. If a credit institution, a mortgage credit institution, an investment management company, an insurance company, a financial holding company, or an insurance holding company enters into an agreement on a severance scheme with a member of the management, and the value of the scheme exceeds an amount corresponding to the person's total remuneration in the last 2 financial years including pension, the company must publish the size of the total remuneration, including the size of the individual remuneration components, and a justification for the size of the remuneration components.

9 June 2025. 30 No. 650.

Subsection 2. The publication pursuant to subsection 1 must take place on the company's website in the same place where the company's remuneration policy is published, and must take place as soon as possible and no later than 3 business days after the agreement is entered into. Information about a management member's severance scheme must be available as long as the agreement is in force.

§ 77 k. Salary in an agreed notice period to a member of the management in a credit institution, a mortgage credit institution, an investment management company, an insurance company, a financial holding company, or an insurance holding company, which is not matched by a normal work obligation, must be paid monthly during the notice period.

§ 77 l. A severance payment to a member of the management in a credit institution, a mortgage credit institution, an investment management company, an insurance company, a financial holding company, or an insurance holding company must reflect the results achieved in carrying out the position, and must not reward misconduct or lack of results.

Subsection 2. The severance payment must be paid in monthly installments corresponding to the size of the recipient's average monthly salary including pension in the last financial year.

Subsection 3. The payment of the severance payment may only begin after any salary in the notice period has been fully paid.

Subsection 4. The board must recommend the payment of the severance payment if the board assesses that the director during his employment has exhibited behavior that may be considered to constitute serious managerial negligence. The board must withhold the payment of the severance payment if the company is charged with criminal offenses that can be attributed to the director, or if the board becomes aware that the director is charged with criminal offenses committed in connection with his employment in the company.

Subsection 5. The board must demand repayment of a severance payment that has been paid wholly or partially before the board became aware of behavior or circumstances covered by subsection 4.

§ 77 m. §§ 77 j-77 l cannot be derogated from by agreement, including by agreement on a severance scheme for a member of the management in a credit institution, a mortgage credit institution, an investment management company, an insurance company, a financial holding company, or an insurance holding company, which is entered into with another company in the group that is not covered by the rules.

§ 78. A financial company may not without the board's approval and entry thereof in the board's minutes
1) grant exposure to or receive security from board members and directors in the financial company or companies where board members and directors in the financial company are directly or indirectly holders of a qualifying holding or are board members or directors, or
2) enter into an agreement with a director, when the agreement involves larger dispositions in relation to the director's economic conditions, or with a third party, in which the director has a significant interest that may be conflicting with the financial company.

Subsection 2. Members of the board must compensate for losses that the financial company suffers as a result of grants, security provisions, or agreements covered by subsection 1, which are approved by the board, unless the board proves that the loss could not have been prevented through the care and diligence that the management of the financial company is required to exercise.

Subsection 3. A director who without the board's approval grants exposures, receives security provisions, or enters into agreements covered by subsection 1, is liable for the loss that the financial company thereby may be caused, unless the director is liable pursuant to the Companies Act § 215, subsection 2, cf. § 210.

Subsection 4. If a grant or security provision covered by subsection 1, no. 1, is entered into without the board's approval with a board member in the financial company or a company in which the board member directly or indirectly holds a qualifying holding or is a board member or director, the board member is liable for the loss that the financial company thereby may be caused, unless the board member is liable pursuant to the Companies Act § 215, subsection 2, cf. § 210.

Subsection 5. Exposures and agreements pursuant to subsection 1 must be granted or entered into in accordance with the financial company's normal business terms and on market-based terms, unless the exposure is entered into towards an employee-elected board member on employment terms. If no audit protocol is kept, the declaration mentioned in the 2nd sentence must appear in other corresponding documentation.

Subsection 6. The management and the board must especially monitor the reasonableness and progress of exposures and agreements pursuant to subsection 1.

Subsection 7. The rules in subsections 1-6 also apply to exposures to and agreements with persons who are connected to directors by marriage, cohabitation for at least 2 years, or kinship in the ascending or descending line or as siblings, and to companies, for which such persons are directors or have a qualifying holding of 10 pct. or more of the capital or voting rights, or in which these persons can exercise significant influence or are members of the board.

Subsection 8. A financial company or companies within the same group may not grant exposure to or receive security from an external auditor or the internal audit or deputy audit chief. This does not apply to loans granted by a life insurance company within the surrender value of a life insurance policy issued by the life insurance company.

§ 79. The rules on group representation in the Companies Act do not apply to employees in companies through which a financial company temporarily conducts other business pursuant to this law.

§ 79 a. In financial companies and financial holding companies, which have financial instruments admitted to trading on a regulated market in an EU/EEA country, or which have a balance sheet total of 500 mio. DKK or more in 2 consecutive financial years, the board must
1) set targets for the proportion of members elected by the general meeting or a corresponding assembly, which is the company's highest authority, of the underrepresented gender in the board, unless there is an equal distribution of women and men among these members in the board,
2) set targets for the proportion of the underrepresented gender on the company's other management levels, unless there is an equal distribution of women and men on the other management levels, and
3) prepare a policy to increase the proportion of the underrepresented gender on the company's other management levels, unless there is an equal distribution of women and men on the other management levels, cf. however subsection 5.

Subsection 2. For parent companies that prepare group accounts, the calculation in subsection 1 must be based on the group account.

Subsection 3. Other management levels are understood as two management levels below the board. The first management level below the board comprises the management and the persons who are organizationally at the same management level as the management. The second management level comprises persons with personnel responsibility who report directly to the first management level below the board.

Subsection 4. The board must set a new and higher target for the proportion of the underrepresented gender pursuant to subsection 1, no. 1 and 2, when the company has reached its previously set target, or a new target, when the time horizon for the expected fulfillment has expired.

Subsection 5. Companies that in the last financial year have employed fewer than 50 employees may refrain from preparing a policy to increase the proportion of the underrepresented gender on their other management levels.

Subsection 6. If a company is covered by both this provision and the provisions on gender composition in the highest management body in the Companies Act, the Act on Commercial Foundations, or the Act on Certain Commercial Activities, this provision takes precedence.

Subsection 7. In companies that have established a nomination committee pursuant to § 80 a, the duty in subsection 1, no. 1 and 2, lies with the nomination committee.

Subsection 8. Subsections 1-7 do not apply to companies covered by the Gender Balance Act.

General rules on management's other roles

§ 80. Persons who, according to law or articles of association, are employed by the board in a financial company may not without the board's permission own or drive independent business activity or as a board member, employee, or in any other way participate in the management or operation of other business activity than the financial company, cf. however § 199, subsection 10 and 11.

Subsection 2. Other employees in a financial company, for whom there is a significant risk of conflicts between their own and the financial company's interests, may not without the management's permission own or drive independent business activity or as a board member, employee, or in any other way participate in the management or operation of other business activity than the financial company. The board must be informed about permissions given by the management.

Subsection 3. The board must take a position on which employees there is a significant risk of conflicts between their own and the financial company's interests, and who therefore must have the management's permission, cf. subsection 2. The board must ensure that the persons concerned are aware of this. The criminal provision in § 373, subsection 2, applies from the time when the person concerned has received information about this.

Subsection 4. The company mentioned in subsection 1 and 2 can only be contested, provided that the financial company or companies, which are part of the group or administrative community with the financial company, do not have or undertake exposures to the companies mentioned in subsection 1 and 2 or companies, which are part of the group with these companies. Excluded from this are exposures in the form of capital shares, exposures to the companies mentioned in subsection 5 and 6, and exposures to business activities, which are part of the group with the financial company or business activities, where financial companies jointly or together with foundations and associations established pursuant to §§ 207 and 214 own more than 4/5 of the capital shares.

Subsection 5. The exposure prohibition mentioned in subsection 4 does not apply in connection with participation in the boards of Danmarks Skibskredit A/S, Banker og Sparekassers Ungdomskontakt, LR Realkredit A/S, Bornholms Erhvervsfond, Grønlandsbanken A/S, regulated markets, clearing centers, securities central banks, NASDAQ OMX Stockholm AB, NASDAQ OMX Helsinki Oy, IFU – Investment Fund for Developing Countries, IØ – Investment Fund for Eastern Countries, Bankernes Kontantservice A/S, Fundcollect A/S, Fundconnect A/S, and DLR Kredit A/S.

Subsection 6. The exposure prohibition mentioned in subsection 4 does not apply in connection with participation in the board of a company, which is temporarily operated by a credit institution or mortgage credit institution pursuant to § 25 to secure or liquidate previously undertaken exposures.

Subsection 7. All permissions given by the board pursuant to subsection 1 must appear in the board's minutes.

Subsection 8. The financial company must at least once a year publish information about the roles that the board has approved pursuant to subsection 1. Furthermore, the external audit in the audit protocol regarding the annual report must provide a declaration on whether the financial company has exposure with business activities covered by subsection 1 and 2. If no audit protocol is kept, the declaration mentioned in the 2nd sentence must appear in other corresponding documentation.

Subsection 9. The Danish Financial Supervisory Authority may grant dispensation from subsection 4 in special cases.

Nomination and risk committees

§ 80 a. A credit institution and a mortgage credit institution, which have capital shares admitted to trading on a regulated market, el-

9 June 2025. 32 No. 650.

If, on average, they have had 1,000 or more full-time employees at the balance sheet date in the two most recent financial years, they shall establish a nomination committee.

Subsection 2. The chairman and members of the nomination committee must be members of the board of directors of the relevant credit institution or real estate credit institution.

Subsection 3. The nomination committee shall:
1) Propose candidates for election to the board of directors.
2) Set targets for the proportion of the underrepresented gender on the board and develop a policy for how the target is to be achieved.
3) Establish a policy for diversity on the board, which promotes sufficient diversity in qualifications and skills among the board members.
4) Continuously and at least once a year assess the board's size, structure, composition, and performance in relation to the tasks to be performed, and report and make recommendations to the full board regarding any changes thereto.
5) Continuously and at least once a year assess whether the full board has the necessary combination of knowledge, professional competence, diversity, and experience, and whether each individual member meets the requirements in Section 64, and report and make recommendations to the full board regarding any changes thereto.
6) Continuously review the board's policy for the selection and appointment of members of the executive management, if such a policy has been developed, and make recommendations to the board regarding this.

Subsection 4. When the nomination committee proposes candidates for election to the board in accordance with subsection 3, item 1, the nomination committee shall prepare a description of the functions and qualifications required for the specific post, and indicate the time expected to be allocated thereto.

Subsection 5. The nomination committee shall continuously ensure that the board's decision-making is not dominated by a single person or a small group of persons in a manner that harms the company's interests as a whole.

Subsection 6. The nomination committee must have the opportunity to utilize all the resources that the committee deems necessary, including external advice, and the relevant credit institution or real estate credit institution shall ensure that the nomination committee has sufficient financial resources for this purpose.

Section 80 b. A credit institution and a real estate credit institution that has capital shares admitted to trading on a regulated market, or that on average has had 1,000 or more full-time employees at the balance sheet date in the two most recent financial years, shall establish a risk committee.

Subsection 2. The chairman and members of the risk committee must be members of the board of directors of the relevant credit institution or real estate credit institution and must have the necessary knowledge and qualifications and skills to understand and monitor the company's risks.

Subsection 3. The risk committee shall:
1) Advise the board on the company's overall current and future risk profile and strategy.
2) Assist the board in ensuring that the board's risk strategy is correctly implemented in the organization.
3) Assess whether the financial products and services that the credit institution or real estate credit institution trades in are consistent with the company's business model and risk profile, including whether the earnings from the products and services reflect the risks associated therewith, and prepare proposals for remediation if the products or services and the earnings therefrom are not consistent with the company's business model and risk profile.
4) Assess whether the incentives in the company's remuneration structure take into account the company's risks, capital, and liquidity, as well as the probability of profit and the timing thereof.

Subsection 4. The risk committee must have access to information about the company's risks, including from the risk management function, and, to the extent necessary and relevant, the possibility of using external advice.

Subsection 5. The risk committee shall continuously assess and decide on the type, amount, and frequency of information from the company that shall be available to the committee.

Disclosure

Section 80 c. A financial company that has a website must publish information on how the company complies with the requirements in Section 70, subsection 1, item 4, and subsection 4, Section 71, subsection 1, item 9, Section 77 a, subsections 1-6, Section 77 b, subsections 1 and 3, Section 77 c, and Section 80 a, subsection 1, and subsection 3, item 3, to the extent that the relevant requirements apply to the company.

Subsection 2. A credit institution and a real estate credit institution that has a website must publish information on how the company establishes, implements, and monitors the company's governance arrangements, which ensure effective and prudent management of the company, including the separation of tasks in the organization and the prevention of conflicts of interest.

Subsection 3. Disclosure pursuant to subsections 1 and 2 shall take place on the company's website in a place where it naturally belongs.

Special rules for savings banks

Section 81. The representative body is the highest authority of the savings bank.

Subsection 2. The representative body must have at least 21 members. The representatives are elected for a period of 4 years. If the representative body becomes smaller than 21 members due to departure, supplementary elections must take place.

Subsection 3. Those entitled to vote in the election of representatives are the depositors and guarantors of the savings bank with voting rights. Each depositor can only cast 100 votes. A guarantor has from 0 to 100 votes for every 1,000 kr. of guaranteed capital deposited, but at most 2,000 votes. Rules on the electoral system, on voting rights, and on the conduct of elections must appear in the bylaws.

Subsection 4. The depositors and guarantors who cast votes in the election to the representative body elect such a large part of it as corresponds to the ratio between the number of votes cast and the total number of votes belonging to the savings bank's depositors and guarantors, but at least 1/3 of the representatives. The other members are elected solely by the voting guarantors and in savings banks without voting guarantors by the outgoing representative body. It should be sought that the representative body is composed diversely both geographically and professionally.

Subsection 5. If every depositor in the savings bank has the right to enter as a guarantor and the number of votes that can be cast by guarantors is at least 100,000, it may be stipulated in the savings bank's bylaws, regardless of the provisions in subsections 3 and 4, that the representative body is elected solely by the guarantors. A guarantor has from 0 to 100 votes for every 1,000 kr. of guaranteed capital deposited, but at most 2,000 votes. If the representative body is elected solely by the savings bank's guarantors, at least one guarantor's guaranteed capital must be voting.

Section 81 a. If the part of the equity that is not guaranteed capital in a savings bank is less than 20% of the savings bank's equity, the savings bank's statutory voting restrictions set out in Section 81, subsection 3, sentence 3, and Section 81, subsection 5, sentence 2, cease to apply. The savings bank's statutory voting restrictions in Section 81, subsection 3, sentence 3, and Section 81, subsection 5, sentence 2, do not re-enter into force, even if the part of the equity that is not guaranteed capital again comes to constitute 20% or more of the equity.

Subsection 2. For savings banks covered by subsection 1, a bylaw amendment must be carried out at the latest at the next representative body meeting, after the savings bank has become covered by subsection 1, so that it clearly appears in the savings bank's bylaws that the savings bank is not covered by the statutory voting restrictions. A savings bank may, regardless of subsection 1, stipulate voting restrictions in the savings bank's bylaws.

Subsection 3. The assessment of whether the part of the equity that is not guaranteed capital constitutes less than 20% of the savings bank's equity must be based on the most recently audited annual report, the most recently audited interim report, or the most recently audited quarterly accounts.

Section 81 b. The savings bank must obtain information about the savings bank's beneficial owners, including information about the beneficial owners' rights.

Subsection 2. Anyone who directly or indirectly owns or controls the savings bank must, upon the savings bank's request, provide the savings bank with the information about the ownership structure that is necessary for the savings bank's identification of beneficial owners, including information about the beneficial owners' rights.

Subsection 3. The savings bank must register the information, including information about the beneficial owners' rights, in the Business Authority's IT system as soon as possible after the savings bank has become aware that a person has become a beneficial owner. Any change in the information registered about the beneficial owners must be registered as soon as possible after the savings bank has become aware of the change. The registered members of the savings bank's executive management shall be regarded and registered as beneficial owners in the Business Authority's IT system if the savings bank, after having exhausted all possibilities for identification, thereafter has no beneficial owners or no beneficial owners can be identified.

Subsection 4. The savings bank must investigate at least once a year whether there are changes to the registered information about beneficial owners. The result of the annual investigation is presented at the board meeting where the board approves the annual report.

Subsection 5. The savings bank must keep documentation for the information obtained about the savings bank's beneficial owners for 5 years after the beneficial ownership ends. The savings bank must also keep documentation for the information obtained about attempts to identify beneficial owners for 5 years after the implementation of the identification attempt.

Subsection 6. The savings bank must, upon request, provide information about the savings bank's beneficial owners, including about the savings bank's attempts to identify the savings bank's beneficial owners, to the Money Laundering Secretariat. The savings bank must also, upon request, provide the aforementioned information to other competent authorities when these authorities assess that the information is necessary for their performance of supervisory or control tasks.

Subsection 7. The Money Laundering Secretariat and other competent authorities may freely pass on information about beneficial owners that is registered, cf. subsection 3, or obtained, cf. subsection 6, to competent authorities and financial intelligence services in other EU member states.

Subsection 8. The Business Authority sets detailed rules on the registration, availability, and disclosure of the information pursuant to subsections 1, 3, and 5 in the Business Authority's IT system, including which information the savings bank must register in the authority's IT system.

Section 81 c. Savings banks that must obtain, keep, and register information about beneficial owners, cf. Section 81 b, must, upon request, provide persons and companies that, pursuant to the Money Laundering Act, must perform customer due diligence procedures, with information about the savings bank's ownership structure.

Subsection 2. If Finanstilsynet receives reports pursuant to the Money Laundering Act about discrepancies in relation to the registered information about a savings bank's beneficial owners, Finanstilsynet conducts an investigation of the matter. Finanstilsynet may set a deadline for the correction of the matter vis-à-vis the savings bank.

Subsection 3. Upon request from Finanstilsynet, the Business Authority may, in parallel with the investigation, cf. subsection 2, publish a notice about the report in the Business Authority's IT system. The savings bank must have the opportunity to object to the report before it is published, unless the purpose of publishing the notice about the report is thereby lost.

Section 82. Board members are elected by the representative body for a maximum of 4 years at a time.

Section 83. A savings bank's bylaws must contain provisions on
1) the savings bank's name and any surnames,
2) the size, interest rate, and voting distribution of the guaranteed capital,
3) guarantors and the obligations that lie upon these,
4) representative body, board, and executive management,
5) summons to representative body meetings and elections to the representative body, cf. Section 81, subsection 3,
6) time and place for the ordinary representative body meeting,
7) which matters must be processed at the ordinary representative body meeting,
8) accounting and use of surplus,
9) amendment of bylaws, and
10) voluntary termination of the business.

Section 83 a. If a savings bank's bylaws contain a cap or restriction on dividend payments and interest on the guaranteed capital, this is not an obstacle for the capital to be counted towards the savings bank's actual core capital.

Section 83 b. Holders of guaranteed capital must not have claims on redemption.

Section 84. The Companies Act's Sections 87 and 88, Section 89, subsections 1 and 3, Section 90, subsections 1 and 2, Sections 91 and 93, Section 94, subsection 1, Section 96, subsection 1, Sections 98, 100 a, 101, 102, 105, 108, and 109, Section 111, subsection 1, item 1, and subsections 2 and 4, Sections 112-115, Section 117, subsection 1, Sections 118, 119, 121, 124, 127, 131, and 134, Section 135, subsections 1, 2, and 5, Sections 136-138, and 140-143, and Section 160, subsection 1, sentences 1 and 2, apply correspondingly to savings banks with the necessary adjustments and with the deviations that appear from the provisions of this Act.

Subsection 2. Cancellation of guarantee certificates without court order may take place according to the rules in Section 66, subsection 3, of the Companies Act with the same notice as for cancellation of share certificates that are not negotiable instruments.

Special rules for cooperative banks

Section 85. The general meeting is the highest authority of the cooperative bank and consists of the cooperative bank's members.

Subsection 2. Every member has the right to attend the general meeting and speak there. Every member has 1 vote. Members of cooperative banks covered by Section 85 a are allocated votes in accordance with the member's share of the cooperative bank's total share capital, unless otherwise follows from the cooperative bank's bylaws.

Section 85 a. If the part of the equity that is not share capital in a cooperative bank is less than 20% of the cooperative bank's equity, the cooperative bank's statutory voting restrictions set out in Section 85, subsection 2, sentence 2, cease to apply. The cooperative bank's statutory voting restrictions in Section 85, subsection 2, sentence 2, do not re-enter into force, even if the part of the equity that is not share capital again comes to constitute 20% or more of the equity.

Subsection 2. For cooperative banks covered by subsection 1, a bylaw amendment must be carried out at the latest at the next general meeting, after the cooperative bank has become covered by subsection 1, so that it clearly appears in the cooperative bank's bylaws that the cooperative bank is not covered by the statutory voting restrictions. A cooperative bank may, regardless of subsection 1, stipulate voting restrictions in the cooperative bank's bylaws.

Subsection 3. The assessment of whether the part of the equity that is not share capital constitutes less than 20% of the cooperative bank's equity must be based on the most recently audited annual report, the most recently audited interim report, or the most recently audited quarterly accounts.

Section 85 b. The cooperative bank must obtain information about the cooperative bank's beneficial owners, including information about the beneficial owners' rights.

Subsection 2. Anyone who directly or indirectly owns or controls the cooperative bank must, upon the cooperative bank's request, provide the cooperative bank with the information about the ownership structure that is necessary for the cooperative bank's identification of beneficial owners, including information about the beneficial owners' rights.

Subsection 3. The cooperative bank must register the information, including information about the beneficial owners' rights, in the Business Authority's IT system as soon as possible after the cooperative bank has become aware that a person has become a beneficial owner. Any change in the information registered about the beneficial owners must be registered as soon as possible after the cooperative bank has become aware of the change. The registered members of the cooperative bank's executive management shall be regarded and registered as beneficial owners in the Business Authority's IT system if the cooperative bank, after having exhausted all possibilities for identification, thereafter has no beneficial owners or no beneficial owners can be identified.

Subsection 4. The cooperative bank must investigate at least once a year whether there are changes to the registered information about beneficial owners. The result of the annual investigation is presented at the board meeting where the board approves the annual report.

Subsection 5. The cooperative bank must keep documentation for the information obtained about the cooperative bank's beneficial owners for 5 years after the beneficial ownership ends. The cooperative bank must also keep documentation for the information obtained about attempts to identify beneficial owners for 5 years after the implementation of the identification attempt.

Subsection 6. The cooperative bank must, upon request, provide information about the cooperative bank's beneficial owners, including about the cooperative bank's attempts to identify the cooperative bank's beneficial owners, to the Money Laundering Secretariat. The cooperative bank must also, upon request, provide the aforementioned information to other competent authorities when these authorities assess that the information is necessary for their performance of supervisory or control tasks.

Subsection 8. The Business Authority sets detailed rules on the registration, availability, and disclosure of the information pursuant to subsections 1, 3, and 5 in the Business Authority's IT system, including which information the cooperative bank must register in the authority's IT system.

Section 85 c. Cooperative banks that must obtain, keep, and register information about beneficial owners, cf. Section 85 b, must, upon request, provide persons and companies that, pursuant to the Money Laundering Act, must perform customer due diligence procedures, with information about the cooperative bank's ownership structure.

Paragraph 2. If Finanstilsynet receives reports of discrepancies in the registered information regarding the beneficial owners of a cooperative credit society pursuant to the Money Laundering Act, Finanstilsynet shall investigate the matter. Finanstilsynet may set a deadline for the cooperative credit society to rectify the discrepancy.

Paragraph 3. Upon request from Finanstilsynet, Erhvervsstyrelsen may, concurrently with the investigation pursuant to Paragraph 2, publish a notice regarding the report in Erhvervsstyrelsen's IT system. The cooperative credit society must be given the opportunity to object to the report before it is published, unless the purpose of publishing the notice regarding the report is thereby defeated.

Section 86. Board members are elected by the general meeting, subject to Section 69.

Section 87. The articles of association of a cooperative credit society must contain provisions regarding:
1) the name of the cooperative credit society and any additional names,
2) the size of the share capital and each shareholder's share in the cooperative credit society's equity,
3) the conditions for membership, including the right to admission and the right to withdraw,
4) the obligations incumbent upon the shareholders,
5) the general meeting, board of directors, and management,
6) the summons to the general meeting,
7) the time and place of the ordinary general meeting,
8) which matters are to be dealt with at the ordinary general meeting,
9) the preparation of accounts and the use of profits,
10) the adoption of proposals at the general meeting, including amendments to the articles of association,
11) voluntary termination of the business, and
12) provisions regarding the redemption of share capital.

Section 87a. If the articles of association of a cooperative credit society contain a cap on or limitation of dividend payments and the return on share capital, this shall not prevent the capital from being included in the cooperative credit society's core capital.

Section 87b. Holders of share capital may not have claims on redemption.

Section 88. Section 80, paragraphs 1-3, Sections 81, 87, and 88, Section 89, paragraphs 1 and 3, Section 90, paragraphs 1 and 2, Sections 91 and 93, Section 94, paragraph 1, Section 96, paragraph 1, Sections 98, 100a, 101, 102, 105, 108, and 109, Section 111, paragraph 1, item 1, and paragraphs 2 and 4, Sections 112-115, Section 117, paragraph 1, Sections 118, 119, 121, 124, 127, 131, and 134, Section 135, paragraphs 1, 2, and 5, Sections 136-138 and 140-143, and Section 160, paragraph 1, first and second sentences, of the Companies Act shall apply mutatis mutandis to cooperative credit societies, with the necessary adjustments and with the deviations that appear from the provisions of this Act.

Paragraph 2. Section 96, paragraph 2, Section 106, paragraph 1, and Section 107, paragraphs 1 and 2, items 1-4, 6, and 7, of the Companies Act shall additionally apply mutatis mutandis to cooperative credit societies covered by Section 85a, paragraph 1, where the cooperative credit society has not set voting rights limitations corresponding to the statutory voting rights limitations in the cooperative credit society's articles of association.

Paragraph 3. Mortgaging of share certificates without court order may be carried out according to the rules in Section 66, paragraph 3, of the Companies Act with the same notice as for the mortgaging of share certificates that are not negotiable instruments.

Sections 89-97. (Repealed)

Special rules for investment management companies

Section 98. Investors in the UCITS and investment funds that an investment management company administers, and investors with whom the investment management company has concluded an agreement on discretionary portfolio management, pursuant to Annex 1, Section A, item 4, of the Act on Securities Trading Companies and Investment Services and Activities, pursuant to Section 10, paragraph 2, have the right to elect a member of the board of directors of the investment management company through an investor forum. Investor and consumer organizations have access to propose candidates for the board to the investor forum. The election is carried out at an election meeting or by electronic voting according to rules established in the investment management company's articles of association. Investors may be represented by proxy.

Paragraph 2. The articles of association of the investment management company must determine whether investors can vote in proportion to their relative share of the assets that the investment management company administers for UCITS, investment funds, and investors with whom the investment management company has concluded an agreement on discretionary portfolio management, pursuant to Annex 1, Section A, item 4, of the Act on Securities Trading Companies and Investment Services and Activities, pursuant to Section 10, paragraph 2, or whether each investor has one vote regardless of the invested amount. If investors vote according to their relative share of the assets, the number of votes is calculated based on the net asset value after the last published price or the price on a predetermined date.

Paragraph 3. When an investment management company only administers investment funds, SIKAVs, and investment funds that own the company, pursuant to Section 26, paragraph 1, of the Act on Investment Funds etc., the company is exempt from the requirement in paragraph 1 to establish an investor forum, provided that at least one member of the board of the administered funds and SIKAVs is elected as a member of the board of directors of the investment management company.

Section 99. The board of directors or management of an investment management company may only grant permission pursuant to Section 80, paragraphs 1 and 2, for a director or employee to be a board member in or participate in the management or operation of an investment fund, provided that the investment fund is not administered by the investment management company, and provided that there is no overlap in personnel between the majority of the members of the board of directors of the relevant investment fund and the board of directors of the investment management company. The relevant person may not serve as chairman of the board.

Paragraph 2. The board of directors or management of an investment management company may not grant permission for directors and other senior employees to be board members in or participate in the management or operation of the depositary company or another company with which one of the investment funds administered by the investment management company has concluded significant agreements, or in a company that is part of the same group as these companies.

Paragraph 3. The board of directors or management may, notwithstanding paragraph 2, grant permission for a director or employee to be a board member in the investment management company's subsidiaries or group companies that would qualify as subsidiaries pursuant to Section 28.

Section 100. An investment management company must have sufficient qualified staffing and the necessary professional expertise to:
1) administer the type of UCITS that the investment management company administers,
2) assess the performance of the tasks delegated by the investment management company, pursuant to Sections 102-105,
3) make investment decisions for the administered UCITS,
4) assess the investments made and results achieved when the board of directors of an investment fund or the board of directors of an investment management company for a SIKAV or securities fund has concluded an agreement on portfolio management regarding the assets of the relevant UCITS or a section thereof, and
5) take sustainability risks into account when fulfilling the requirements of Section 71, paragraph 1, when administering UCITS.

Section 101. Investment management companies must, in carrying out their tasks for a Danish UCITS, act honestly, fairly, professionally, independently, and solely in the interest of the relevant UCITS and its investors.

Paragraph 2. Investment management companies must, in daily management, best safeguard the interests of the UCITS or UCITS they administer.

Paragraph 3. The board of directors of investment management companies must:
1) establish a policy regarding conflicts of interest between UCITS, sections, and share classes inter se, as well as between these on the one hand and the investment management company and other companies it is part of a group with, and other contractual partners respectively other customers of the investment management company, including investment funds, on the other hand,
2) be able to identify conflicts of interest that may harm investors in a UCITS,
3) limit conflicts of interest as much as possible, and
4) if the organizational or administrative arrangements implemented to manage conflicts of interest are not sufficient to reasonably guarantee that the risk of harming a UCITS, investment fund, or investor is avoided, inform the relevant UCITS, investment fund, or investor of the general content of the conflicts of interest before the parties conclude an agreement, or, if an agreement has been concluded, when the conflict of interest is identified.

Paragraph 4. When an investment management company also has permission to carry out discretionary portfolio management, it must maintain a clear separation between this portfolio management and the administration of UCITS. The investment management company is, in matters concerning the administration of investment funds, subject to the instructional authority of the individual investment fund's board of directors, and in matters concerning other UCITS, subject to the instructional authority of the company's board of directors, unless other rules apply in the home country of a foreign UCITS.

Paragraph 5. Finanstilsynet may establish detailed rules on how investment management companies must identify and limit conflicts of interest.

Special rules for capital managers, intermediaries, and advisory proxies regarding shareholder rights

Section 101a. A capital manager must prepare and publish a policy on active ownership in companies that have shares listed on a regulated market, describing how the capital manager integrates active ownership into its investment strategy.

Paragraph 2. The policy on active ownership, pursuant to paragraph 1, must describe how the capital manager:
1) monitors companies in which investments are made, within relevant areas, including strategy, financial and non-financial results, risk, capital structure, social and environmental impact, and good corporate governance,
2) engages in dialogue with companies in which investments are made,
3) exercises voting rights and other rights attached to shares,
4) cooperates with other shareholders,
5) communicates with relevant stakeholders in companies in which investments are made, and
6) handles actual and potential conflicts of interest in connection with the company's active ownership.

Paragraph 3. A capital manager must publish annually how the manager's policy on active ownership has been implemented, including a general description of voting and a report on the most significant votes and the manager's use of advisory proxies' services.

Paragraph 4. A capital manager must publish how the manager voted on behalf of shareholders at general meetings in companies in which the manager manages shares as part of its portfolio management. Votes that are insignificant due to the subject of the vote or the size of the shareholding in the relevant company may be omitted from the publication.

Paragraph 5. A capital manager may choose not to fulfill one or more of the requirements in paragraphs 1-4, if the capital manager publishes a clear and reasoned explanation of why the manager has chosen this.

Paragraph 6. The information that must be published pursuant to paragraphs 1-5 must be freely accessible on the capital manager's website.

Paragraph 7. Rules on conflicts of interest in other legislation applicable to a capital manager shall apply mutatis mutandis in connection with activities regarding active ownership.

Section 101b. A capital manager must once a year notify Group 1 insurance companies conducting business covered by Annex 2 to the Act on Insurance Business, and insurance companies conducting reinsurance of life insurance liabilities, with which a capital management agreement has been concluded, pursuant to Section 177, paragraph 2, of the Act on Insurance Business, how the capital manager's investment strategy and its implementation in relation to investments in shares listed on a regulated market are in compliance with the capital management agreement and contribute to the return on the assets of these companies or funds' assets in the medium to long term. The same applies if the capital manager has concluded an agreement as mentioned in the first sentence with Arbejdsmarkeds Tillægspension and Lønmodtagernes Dyrtidsfond.

Paragraph 2. The notification, pursuant to paragraph 1, must include reporting on:
1) significant medium to long-term risks associated with the investments,
2) the portfolio composition,
3) turnover and turnover costs,
4) the use of advisory proxies for activities regarding active ownership, and
5) the capital manager's policy on securities lending, and how the policy is used, if applicable, for activities regarding active ownership, particularly at the time of the general meeting in the companies invested in.

Paragraph 3. The notification, pursuant to paragraph 1, must contain information on:
1) whether and, if so, how the capital manager makes investment decisions based on an evaluation of medium to long-term results, including non-financial results, for the companies in which investments are made, and
2) whether conflicts of interest have arisen in connection with active ownership, what conflicts of interest were involved, if any, and how the capital manager has handled these.

Paragraph 4. If information as mentioned in paragraphs 1-3 is already publicly available, the capital manager is not obliged to notify the information directly to the Group 1 insurance company conducting business covered by Annex 2 to the Act on Insurance Business, insurance companies conducting reinsurance of life insurance liabilities, or Arbejdsmarkeds Tillægspension and Lønmodtagernes Dyrtidsfond.

Section 101c. An intermediary holding information on shareholders' identities must, upon request from an issuer or from a third party appointed by the issuer, promptly notify the issuer of information on the identity. An issuer may request an intermediary to collect and forward information on shareholders' identities, including from other intermediaries in the chain of intermediaries, to the issuer.

Paragraph 2. If there is more than one intermediary in a chain of intermediaries, the request pursuant to paragraph 1, first sentence, must be forwarded between the intermediaries as soon as possible.

Paragraph 3. An intermediary must notify an issuer of contact details for the next intermediary in the chain of intermediaries as soon as possible after request from the issuer or from a third party appointed by the issuer.

Section 101d. Personal data on shareholders may only be used for the identification of existing shareholders for the purpose of fulfilling the provisions in Sections 101c and 101e-101h. An intermediary may not store the personal data, pursuant to Section 101c, paragraph 1, for more than 12 months after becoming aware that the relevant person has ceased to be a shareholder, unless otherwise provided by other legislation.

Paragraph 2. An intermediary's forwarding of information on a shareholder's identity, pursuant to Section 101c, is not considered a breach of the duty of confidentiality applicable pursuant to a contract or other legislation.

Section 101e. An intermediary must promptly forward the following information from the issuer to a shareholder or to a third party appointed by the shareholder:
1) Information that the issuer is obliged to give a shareholder, pursuant to Section 49a, paragraph 4, of the Companies Act, to enable the shareholder to exercise shareholder rights, and which is addressed to all shareholders with shares in the relevant class, or
2) a notice regarding where on the company's website the information mentioned in item 1 can be found, if the information is available to shareholders on the issuer's website.

Paragraph 2. Paragraph 1 does not apply when the issuer sends the information or a notice pursuant to paragraph 1 directly to all its shareholders or to a third party appointed by the shareholders.

Paragraph 3. When there is more than one intermediary in a chain of intermediaries, the information, pursuant to paragraph 1 and Section 101f, must be forwarded between the intermediaries as soon as possible, unless the information can be sent directly by the intermediary to the shareholder or to a third party appointed by the shareholder.

Section 101f. An intermediary must promptly forward information on the shareholder's exercise of shareholder rights, which the intermediary has received from a shareholder, to the issuer.

Facilitation of the exercise of shareholder rights

Section 101g. An intermediary must facilitate the exercise of shareholder rights, including the right to participate and vote in connection with general meetings, by:
1) initiating the necessary arrangements so that a shareholder or a third party appointed by the shareholder can exercise the rights themselves, or
2) offering to exercise the shareholder rights upon explicit authorization and instruction from a shareholder and for the benefit of the shareholder.

Paragraph 2. An intermediary must promptly forward electronic confirmations of the receipt of votes and registration of votes and that votes have been counted, which the intermediary has received from an issuer, to a shareholder or to a third party appointed by the shareholder.

Paragraph 3. When there is more than one intermediary in a chain of intermediaries, the electronic confirmations, pursuant to paragraph 2, must be forwarded between the intermediaries as soon as possible, unless the confirmation can be sent directly to a shareholder or a third party appointed by the shareholder.

Fees
§ 101 h. An intermediary shall separately for each individual service provided in accordance with the provisions of §§ 101 c-101 g, publish the size of any fees.
Subsection 2. Fees charged by an intermediary to a shareholder, an issuer, or another intermediary shall be non-discriminatory and proportionate to the actual costs associated with the provision of the services.
Subsection 3. An intermediary may only differentiate between potential fees charged in connection with the national and cross-border exercise of rights when the fees are duly justified and reflect fluctuations in the actual costs incurred in connection with the provision of these services.
Subsection 4. Fees are charged to the shareholder, issuer, or intermediary who requests a service.

Special rules for advisory proxies regarding transparency § 101 i. An advisory proxy shall once a year publicly present a reference to a code of conduct used by the advisory proxy and annually update the report on the application of this code of conduct.
Subsection 2. If the advisory proxy uses a code of conduct but deviates from one or more of the code's recommendations, the advisory proxy shall indicate which parts of the code are deviated from, present the reasons for this, and inform about any alternative measures taken.
Subsection 3. An advisory proxy that does not use a code of conduct shall present a clear and justified account of why this is the case.
Subsection 4. The information mentioned in subsections 1-3 shall be published and made freely available on the advisory proxy's website.

§ 101 j. An advisory proxy shall once a year publish the following information regarding the preparation of its studies, advice, and recommendations concerning voting in listed companies:
1) The most significant characteristics of the methodologies and models used.
2) The most important information sources.
3) The procedures introduced to ensure the quality of studies, advice, and recommendations concerning voting and the qualifications of the personnel involved.
4) Whether, and if so how, consideration is given to conditions in the Danish market and to legal, regulatory, and company-specific conditions.
5) The most significant elements of the voting policies used for the individual markets.
6) Whether dialogue is conducted with the companies that are the subject of the advisory proxy's studies, advice, and recommendations concerning voting, and with the companies' stakeholders, and if so, the extent and nature thereof.
7) The policy for the prevention and handling of potential conflicts of interest.

Subsection 2. The information mentioned in subsection 1 shall be published on the advisory proxy's website and shall be freely accessible for at least 3 years after the date of publication. The information need not be published separately if it is presented as part of the information mentioned in § 101.

Subsection 3. An advisory proxy shall identify and as soon as possible notify its customers of actual or potential conflicts of interest and business connections that may affect the preparation of the advisory proxy's studies, advice, or recommendations concerning voting, and the measures taken to remove, limit, or handle actual or potential conflicts of interest.

Subsection 4. Subsections 1-3 apply correspondingly to advisory proxies that have neither their statutory seat nor their head office in the European Union but carry out activities through a branch located in the Union.

Access of investment management companies to delegate tasks concerning the administration of SICAVs, investment funds, and foreign UCITS § 102. The board of directors of an investment management company may delegate tasks that constitute part of the administration of a SICAV, investment fund, or foreign UCITS to a company that has permission to perform the relevant tasks.

Subsection 2. The board may enter into agreements on portfolio management with a company that meets the conditions in § 103, subsection 1, and which is not the depositary for the SICAV, investment fund, or foreign UCITS, or another company whose interests may conflict with the interests of the relevant SICAV, investment fund, or foreign UCITS and its investors.

Subsection 3. When the investment management company's board makes a decision on delegation, cf. subsections 1 and 2, the delegation must result in more efficient operation of the investment management company's business and more efficient administration of the SICAV, investment fund, or foreign UCITS to which the delegation relates, and must comply with the conditions set out in §§ 103-105.

Subsection 4. The obligations of the investment management company and the depositary, cf. §§ 106-106 c and 107, are not affected by the board having delegated tasks to a third party.

Subsection 5. The board must ensure supervision of the performance of the delegated tasks, cf. §§ 103-105.

Subsection 6. The board may not delegate such a large part of the administrative tasks that the investment management company becomes an empty company, insofar as tasks related to the administration of a SICAV, investment fund, or foreign UCITS are concerned.

§ 103. An investment management company must ensure that the companies to which it delegates tasks are qualified and capable of performing the relevant tasks. In cases where the delegation concerns investment management, the board may only delegate tasks to companies that have permission or are registered for the management of assets, cf. however § 102, subsection 2, and which are subject to supervision.

Subsection 2. The company to which the investment management company has delegated tasks may only re-delegate the delegated tasks or part thereof to another company with specific permission from the investment management company's board, and only if this delegation results in more

2) The depositary company must be able to objectively justify the delegation.
3) The depositary company has shown appropriate skill, care, and diligence in selecting the third party to whom the tasks are delegated.
4) The depositary company must show appropriate skill, care, and diligence in the ongoing control and supervision of the third party's performance of the delegated tasks and the arrangements connected therewith.

Subsection 3. The depositary company must ensure that the third party, in connection with the performance of the delegated tasks, at all times fulfills the following conditions:
1) The third party's organization and competencies must be sufficient in relation to the nature and complexity of the assets entrusted to the custody of the third party.
2) As far as the delegation of tasks covered by Section 106 c, subsection 1, is concerned, the third party must be subject to effective supervisory regulation, including minimum capital requirements and supervision in the relevant jurisdiction, and periodic external audit to ensure that the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities are in the third party's possession, subject to subsection 4.
3) The third party must keep the depositary company's customers' assets separate from the depositary company's and the third party's own assets in such a way that they can at all times be identified as belonging to the specific customer of the depositary company.
4) The third party must take the necessary steps to ensure that a Danish UCITS' assets, which are stored in custody with the third party, in the event of the third party's insolvency, cannot be distributed or realized for the benefit of the third party's creditors.
5) The third party must comply with Section 101, subsection 1, Section 106, subsection 3, and Section 106 c, subsections 1 and 3, as well as Section 5, subsections 2-4, of the Act on Investment Funds etc.

Subsection 4. The depositary company may delegate tasks to a third party, even if the requirements in subsection 3, no. 2, are not met, if the following conditions are met:
1) The delegation must concern the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities, where the legislation of a third country requires that these be stored in custody with a local entity.
2) The delegation does not go further than required by the legislation of the third country.
3) No local entity meets the requirements for delegation in subsection 3, no. 2.
4) The investors in the Danish UCITS must be duly informed before their investment in the UCITS that the delegation is required due to the legislation of a third country, the circumstances justifying the delegation, and the risks associated with it.
5) The Danish UCITS or its investment management company must have instructed the depositary company to delegate the storage of the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities to the local entity.

Subsection 5. Delegation under the exception in subsection 4 can only be maintained as long as all the conditions in subsection 4, no. 1-3, are met.

Subsection 6. The provision of services via securities settlement systems covered by the rules in Chapter 31 of the Capital Markets Act, and the provision of services via third-country securities settlement systems, are not considered as delegation of the depositary company's tasks.

Subsection 7. A third party may sub-delegate the tasks that the third party has been delegated by the depositary company, cf. subsections 2 and 4, if the sub-delegation meets the same requirements that apply to the depositary company's delegation. Section 107, subsections 1 and 2, apply to the relevant parties in the event of sub-delegation.

Section 107. The depositary company is liable to the Danish UCITS and the UCITS' investors for losses of the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities, which are stored in custody pursuant to Section 106 c, subsection 1, no. 1, where the loss is caused by the depositary company or the third party to whom the task has been delegated pursuant to Section 106 d, subsection 2, subject to subsection 2.

Subsection 2. The depositary company is not liable for losses pursuant to subsection 1, if the depositary company can prove that the loss is due to an external event which the depositary company could not reasonably have been expected to control, and whose consequences would have been inevitable even if all reasonable measures had been taken by the depositary company.

Subsection 3. In the event of a loss pursuant to subsection 1, the depositary company must without undue delay provide compensation to the Danish UCITS or its investment management company on behalf of the UCITS in the form of the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities of the same type or an amount corresponding to the value thereof.

Subsection 4. The depositary company is liable to the Danish UCITS and its investors for any other loss that they may suffer as a result of the depositary company's negligent or intentional breach of its obligations under this Act.

Subsection 5. The depositary company is liable, regardless of whether delegation has taken place pursuant to Section 106 d.

Subsection 6. The depositary company cannot by agreement exempt itself from or limit its liability for compensation in connection with losses of instruments covered by Annex 2 to the Act on Fund Management Companies and Investment Services and Activities, which are stored in custody pursuant to Section 106 c, subsection 1, no. 1, with the depositary company or the third party to whom the task has been delegated pursuant to Section 106 d, subsection 2. Agreements contrary to the first sentence are invalid.

Subsection 7. Investors in Danish UCITS can make claims against the depositary company either directly or indirectly through the Danish UCITS or its investment management company. This must, however, not lead to double compensation or unequal treatment of investors.

Section 107 a. The depositary company must, upon request, make all information available to the Danish Financial Supervisory Authority that the depositary company has obtained in the performance of its tasks, and which may be necessary for the Danish Financial Supervisory Authority as the supervisory authority for a Danish UCITS and its investment management company.

Subsection 2. If the competent authorities of the investment management company are different from those of the depositary company, the Danish Financial Supervisory Authority must immediately forward the information received to the competent authorities of the investment management company.

Section 107 b. The Danish Financial Supervisory Authority may set detailed rules for the following:
1) The conditions for the performance of the depositary functions in Section 106, subsection 5, Section 106 a, subsection 1, no. 1-3 and 5, Section 106 b, and Section 106 c, subsection 1, including:
a) Which types of the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities are covered by the depositary company's storage obligation, cf. Section 106 c, subsection 1, no. 1. b) The conditions for how the depositary company must perform its storage tasks with regard to the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities, which are registered with a securities central. c) The conditions for how the depositary company must securely and in accordance with Section 106 c, subsection 1, no. 1, store the instruments mentioned in Annex 2 to the Act on Fund Management Companies and Investment Services and Activities, which are issued to bearer and registered with an issuer or registrar.
2) The depositary company's obligations in connection with the selection and supervision of third parties when delegating depositary company tasks, cf. Section 106 d, subsection 2, no. 3 and 4.
3) The requirements placed on the third party's separation of the depositary's own assets from the depositary's customers' assets, cf. Section 106 d, subsection 3, no. 3.
4) The steps that a third party must take to ensure that a Danish UCITS' assets, which are stored in custody with the third party, in the event of the third party's insolvency, cannot be distributed or realized for the benefit of the third party's creditors, cf. Section 106 d, subsection 3, no. 4.
5) When financial assets, for which the depositary company is responsible, are to be considered lost, cf. Section 107, subsection 1.
6) What is to be understood by external events, which the depositary company could not reasonably have been expected to control, and whose consequences would have been inevitable even if all reasonable measures had been taken by the depositary company, cf. Section 107, subsection 2.
7) The conditions for fulfilling the independence requirement in Section 101, subsection 1, and Section 106, subsection 3.

Sections 108-116. (Repealed)

Chapter 9
Disclosure of Confidential Information

Section 117. Board members, members of local boards and the like, members of the representative body in a financial undertaking that is not a savings bank, auditors and examiners, as well as their substitutes, founders, valuers, liquidators, directors, and other employees must not unauthorizedly disclose or exploit confidential information that they have become aware of in the course of their duties, subject to subsection 3. The provision applies correspondingly to financial holding companies.

Subsection 2. The person who receives information pursuant to subsection 1 is subject to the confidentiality obligation mentioned in subsection 1.

Subsection 3. Subsection 1 does not apply to credit institutions' disclosure of confidential information, which takes place in connection with the transfer of a lender's rights or a defaulted credit agreement, cf. Section 2, no. 13, of the Act on Credit Service Undertakings and Credit Buyers, to a credit buyer, cf. Section 2, no. 6, of the Act on Credit Service Undertakings and Credit Buyers.

Section 117 a. A credit institution may disclose information about a customer's name and address to the person who transferred money to a customer's account as a result of an erroneous transfer of money to the customer's account, such that the person can pursue a possible claim against the customer in connection with the transaction. A credit institution may correspondingly disclose information about a customer's name and address to a payee, when the customer has used a payment instrument to pay for goods or services with the payee and an erroneous transaction has occurred.

Subsection 2. The credit institution must notify the customer of the disclosure before information about the customer's name and address can be disclosed.

Subsection 3. If a customer has name and address protection pursuant to the Act on the Central Person Register, the credit institution cannot disclose information about the person, cf. subsection 1.

Section 118. Usual information about customer relations may be disclosed for use in carrying out administrative tasks.

Subsection 2. For use in carrying out administrative tasks, information may be disclosed to a limited liability company that is wholly owned by Labour Market Supplementary Pension, and to Labour Market Supplementary Pension, cf. the Act on Labour Market Supplementary Pension Section 26 b, subsection 3, and Section 23, subsection 4, and to the managing company in an insurance administration association.

Subsection 3. Information about a capital or annuity pension, which is established in a credit institution as part of a labour market pension scheme, may be disclosed from the credit institution to an insurance administration association that is part of the same group as the credit institution, for use in advising on the scheme.

Subsection 4. The person who receives information pursuant to subsections 1-4 is subject to the confidentiality obligation mentioned in Section 117, subsection 1.

Subsection 5. The Danish Financial Supervisory Authority sets detailed rules on what information is usual customer information according to subsection 1.

Section 118 a. A financial undertaking may disclose information about a customer's name and contact details, including personal identification number and CVR number, to an association or undertaking that wholly or partly owns the financial undertaking, if the customer relationship in the financial undertaking means that the customer is or may become a member of the association or participant in the undertaking. The information may only be disclosed for use in communication about the membership and the associated rights in the association or undertaking that owns the financial undertaking.

Subsection 2. The person who receives information pursuant to subsection 1 is subject to the confidentiality obligation mentioned in Section 117, subsection 1.

Section 119. Information about purely private matters must not be disclosed without the customer's consent, unless the disclosure is justified pursuant to Section 117, subsection 1, or Section 118, subsection 2.

Section 120. Information may be disclosed to the financial undertaking's parent undertaking for use in risk management of undertakings in the group, provided that the parent undertaking is a financial undertaking or a financial holding undertaking. This does not, however, apply to information about purely private matters.

Subsection 2. Information about private customers cannot be disclosed for use in risk management, cf. subsection 1, except in the special cases where the information about a private customer concerns obligations that have or will be able to have a significant size.

Section 120 a. Information about business customers may be exchanged between credit institutions and mortgage credit institutions that are part of the same group, for use in risk management, including credit assessment and credit administration. The same applies to the exchange of information with these undertakings' financial holding companies and subsidiaries. Exchange of information can only take place with subsidiaries that provide loans or operate leasing business.

Subsection 2. The provision in subsection 1 also applies to the exchange of information between jointly owned credit and mortgage credit institutions and holders of capital shares in the respective credit or mortgage credit institution, when the aforementioned holders are credit or mortgage credit institutions and jointly hold more than 4/5 of the capital shares. The same applies to the exchange of information with the subsidiaries of the jointly owned undertakings that provide loans or operate leasing business.

Subsection 3. Disclosure pursuant to subsections 1 and 2 does not include information as mentioned in Section 119.

Subsection 4. The person who receives information pursuant to subsections 1 and 2 is subject to the confidentiality obligation mentioned in Section 117, subsection 1.

Section 120 b. A lending credit institution or mortgage credit institution may disclose information about a borrower to the issuing credit institution or mortgage credit institution, if a loan agreement has been entered into, from which it appears that the loan can be financed by the issuance of covered bonds or covered mortgage bonds by another credit institution or mortgage credit institution. Exchange of information between the lending credit institution or mortgage credit institution and the credit institution or mortgage credit institution that issues the covered bonds or covered mortgage bonds with which the loan is financed, can take place, insofar as it is necessary for risk management and administration of the portfolio in the register or the portfolio in a series or group of series with a series reserve fund.

Section 121. Information about a private customer must not be disclosed for use in marketing or advice, unless the customer has given consent thereto, subject to Section 118, subsection 3.

Subsection 2. To group undertakings that are subject to confidentiality as mentioned in Section 117, subsection 1, and to undertakings where several financial undertakings or Danish UCITS jointly own an undertaking that operates business that the financial undertaking must operate through a subsidiary, or an undertaking that is accessory to the financial undertaking that is subject to a confidentiality obligation as mentioned in Section 117, subsection 1, disclosure pursuant to subsection 1 can take place without consent, if it concerns general customer information that forms the basis for division into customer categories, and if the disclosure is necessary for the undertaking to which the information is disclosed to pursue a legitimate interest, and the interest of the private customer does not outweigh this interest.

Subsection 3. Usual information about business customer relations may be disclosed for use in marketing and advice to a financial undertaking that is subject to confidentiality as mentioned in Section 117, subsection 1.

Section 122. The financial undertaking must draw up guidelines for the extent to which information is disclosed from the undertaking. The guidelines must be publicly accessible.

Section 123. (Repealed)

Part V
Capital Conditions of Financial Undertakings

Chapter 10
Solvency
General rules on solvency

Section 124. The board and management of a credit institution and a mortgage credit institution must ensure that the institution has a sufficient capital base and has internal procedures for risk measurement and risk management for the ongoing assessment and maintenance of a capital base of a size, type, and distribution that is appropriate to cover the institution's risks. These procedures must be subject to regular internal control to ensure that they remain sufficient and are in reasonable proportion to the nature, scope, and complexity of the institution's business.

Subsection 2. The board and management of a credit institution and a mortgage credit institution must, on the basis of the assessment pursuant to subsection 1, calculate the institution's individual solvency needs. The solvency need is calculated as the sufficient capital base as a percentage of the total risk exposure. The part of the solvency need that concerns the risk of excessive gearing is calculated as a percentage of the total non-risk-weighted exposure. The solvency need cannot be less than the capital base requirement pursuant to Article 92, subsection 1, letter c, and the minimum capital requirement in Article 93 or the gearing ratio requirement pursuant to Article 92, subsection 1, letter d, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Subsection 3. The Danish Financial Supervisory Authority may individually set a higher requirement for the capital base in the form of a capital base add-on.

the solvency requirement referred to in Article 92(1)(c) or the leverage ratio requirement referred to in Article 92(1)(d) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. This individual solvency requirement reflects the Financial Supervisory Authority's assessment of the institution's adequate capital base as a percentage of total risk exposure and as a percentage of non-risk-weighted exposure, if the solvency requirement relates to the risk of excessive leverage.

Subsection 4. The Financial Supervisory Authority may set an additional capital base requirement for a group of credit institutions or real estate credit institutions with similar risk profiles, taking into account specific risks in this group of institutions.

Subsection 5. The Financial Supervisory Authority may require the credit institution or real estate credit institution to make provisions for assets etc. for the purpose of calculating the capital base.

Subsection 6. For real estate credit institutions, Article 92(1)(c) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions must be met both in the individual series with series reserve funds and in the institution as a whole.

Subsection 7. The Financial Supervisory Authority may set detailed rules on the publication by credit institutions and real estate credit institutions of their calculation of the individual solvency need, cf. subsection 2, and the individual solvency requirement, cf. subsection 3.

Subsection 8. The Minister for Business and Growth sets detailed rules on which type of capital may be used to meet the individual solvency add-on, cf. subsection 3.

Section 124a. The Financial Supervisory Authority annually sets an indicative level of additional capital base for individual credit institutions and informs the credit institutions of this. The indicative level of additional capital base is based on a supervisory stress test and is calculated as a percentage of total risk exposure and as a percentage of total non-risk-weighted exposure.

Subsection 2. The part of the guidance on additional capital base that is set to take into account risks other than the risk of excessive leverage must be met with common equity tier 1 capital in addition to the common equity tier 1 capital maintained to meet
1) the capital base requirement in Article 92(1)(a)-(c) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions,
2) the part of the individual solvency requirement set pursuant to Section 124(3) or individual solvency needs set pursuant to Section 124(2) that is set to address risks other than the risk of excessive leverage, and
3) the combined capital buffer requirement pursuant to Section 125a.

Subsection 3. The part of the indicative level of additional capital base that is set to take into account the risk of excessive leverage must be met with tier 1 capital in addition to the tier 1 capital maintained to meet
1) the capital base requirement in Article 92(1)(d) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions,
2) the part of the individual solvency requirement set pursuant to Section 124(3) or individual solvency needs set pursuant to Section 124(2) that is set to address the risk of excessive leverage, and
3) the leverage ratio buffer requirement in Article 92(1a) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Subsection 4. The Financial Supervisory Authority must, in the event of repeated or persistent breaches of the indicative level of additional capital base, assess whether a higher solvency requirement should be set for the institution, cf. Section 124(3).

Section 124b. Credit institutions must introduce internal systems and use the standard method or the simplified standard method to identify, assess, manage and mitigate the risks that arise as a result of potential changes in interest rates, which affect both the economic value of an institution's capital base and the net interest income from an institution's non-trading activities.

Subsection 2. The Financial Supervisory Authority may require a credit institution to use the standard method mentioned in subsection 1 if the Financial Supervisory Authority assesses that the institution's internal systems are not satisfactory.

Subsection 3. The Financial Supervisory Authority may require a small and non-complex credit institution as defined in Article 4(1)(145) of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions to use the standard method mentioned in subsection 1 if the Financial Supervisory Authority finds that the simplified standard method is not sufficient to take into account the interest rate risk arising from the institution's non-trading activities.

Section 125. (Repealed)

Section 125a. A credit institution and a real estate credit institution must meet a combined capital buffer requirement.

Subsection 2. The capital conservation buffer in an undertaking as mentioned in subsection 1 must be at least 2.5% of the undertaking's total risk exposure calculated in accordance with Article 92(3) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Subsection 3. The institution-specific countercyclical capital buffer in an undertaking as mentioned in subsection 1 must be at least the undertaking's total risk exposure calculated in accordance with Article 92(3) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions multiplied by the institution-specific countercyclical capital buffer rate.

Subsection 4. The SIFI buffer in a systemically important financial institution (SIFI), cf. Section 308, must on an individual, sub-consolidated and consolidated basis be at least the systemically important financial institution's (SIFI) total risk exposures calculated in accordance with Article 92(3) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions multiplied by the SIFI buffer rate.

Subsection 5. The G-SIFI buffer in a globally systemically important financial institution (G-SIFI), cf. Section 310, must on a consolidated basis be at least the globally systemically important financial institution's (G-SIFI) total risk exposure calculated in accordance with Article 92(3) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions multiplied by the G-SIFI buffer rate.

Subsection 6. A systemic buffer in an undertaking as mentioned in subsection 1 must be at least the undertaking's total risk exposure based on the exposures to which the systemic buffer applies pursuant to Section 125h, calculated in accordance with Article 92(3) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions multiplied by the systemic buffer rate.

Subsection 7. The combined capital buffer requirement must be met with common equity tier 1 capital in addition to:
1) Common equity tier 1 capital that must be maintained to meet the capital base requirement in Article 92(1)(a)-(c) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
2) Common equity tier 1 capital that is maintained to meet the part of the individual solvency requirement set pursuant to Section 124(3) or individual solvency needs set pursuant to Section 124(2) that is set to address risks other than the risk of excessive leverage.
3) Common equity tier 1 capital that is maintained to meet the part of the indicative level of additional capital base that is set to address risks other than the risk of excessive leverage.
4) Common equity tier 1 capital that is maintained to meet the risk-based elements of requirements for loss-absorbing capacity as set out in Section 266.

Subsection 8. The Financial Supervisory Authority sets detailed rules on the calculation of the combined capital buffer requirement.

Section 125b. A credit institution and a real estate credit institution do not meet the combined capital buffer requirement set pursuant to Section 125a(1) if the institution or company does not simultaneously have an adequate capital base to meet the requirements in Article 92(1)(a)-(c) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, the individual solvency requirement set pursuant to Section 124(3) or Section 125(3), and the individual solvency need set pursuant to Section 124(2) to address risks other than the risk of excessive leverage.

Subsection 2. A globally systemically important financial institution (G-SIFI) designated pursuant to Section 310 does not meet the leverage ratio buffer requirement, cf. Article 92(1a) of Regulation (EU) No 575/2013 of the European Parliament and of the Council, as amended by Regulation (EU) No 876/2019 of 20 May 2019 amending Regulation (EU) No 575/2013, if the globally systemically important financial institution (G-SIFI) does not simultaneously have an adequate capital base to meet the requirements in Article 92(1)(d) of Regulation (EU) No 575/2013 of the European Parliament and of the Council, as amended by Regulation (EU) No 876/2019 of 20 May 2019 amending Regulation (EU) No 575/2013, as well as the parts of the individual solvency requirement, cf. Section 124(3), and the individual solvency need, cf. Section 124(2), that are set to address the risk of excessive leverage.

Subsection 3. A credit institution and a real estate credit institution that meet the combined capital buffer requirement, cf. Section 125a(1), and the leverage ratio buffer requirement, where the leverage ratio buffer requirement applies, must not make distributions relating to common equity tier 1 capital, cf. subsection 7, to such an extent that the common equity tier 1 capital is reduced to a level where the combined capital buffer requirement or the leverage ratio buffer requirement is no longer met, cf. however subsection 9.

Subsection 4. An undertaking as mentioned in subsection 3 that does not meet the combined capital buffer requirement, or a globally systemically important financial institution (G-SIFI) as mentioned in subsection 2 that does not meet the leverage ratio buffer requirement, must calculate the relevant maximum distribution amount and immediately notify the Financial Supervisory Authority thereof.

Subsection 5. An undertaking as mentioned in subsection 3 that does not meet the combined capital buffer requirement, or a globally systemically important financial institution (G-SIFI) as mentioned in subsection 2 that does not meet the leverage ratio buffer requirement, must not carry out the following actions before the undertaking has calculated the maximum distribution amount and notified the Financial Supervisory Authority pursuant to Section 125d:
1) Make distributions relating to common equity tier 1 capital, cf. subsection 7.
2) Introduce an obligation to pay variable remuneration or estimated pension benefits or pay variable remuneration, if the obligation to pay was introduced at a time when the undertaking did not meet the combined capital buffer requirement or the leverage ratio buffer requirement.
3) Make payments relating to hybrid tier 1 capital instruments.

Subsection 6. An undertaking as mentioned in subsection 1 and a globally systemically important financial institution (G-SIFI) as mentioned in subsection 2 must not distribute more than the maximum distribution amount in actions covered by subsection 5, items 1-3, cf. however subsection 9.

Subsection 7. In the context of distributions relating to common equity tier 1 capital, cf. subsections 3 and 5, is understood to mean:
1) Payment of cash dividends.
2) Distribution of fully or partly paid fund shares or other capital instruments referred to in Article 26(1)(a) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
3) Redemption or repurchase, which an undertaking carries out of its own shares or other capital instruments referred to in Article 26(1)(a) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
4) Repayment of amounts paid in connection with the capital instruments referred to in Article 26(1)(a) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
5) Distribution of items referred to in Article 26(1)(b)-(e) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Subsection 8. An undertaking as mentioned in subsection 1 and a globally systemically important financial institution (G-SIFI) as mentioned in subsection 2 must take the necessary measures to ensure that the size of the profits that can be distributed and the maximum distribution amount are calculated accurately. The undertaking must be able to document this accuracy to the Financial Supervisory Authority upon request.

Subsection 9. Subsections 3 and 6 only apply to payments that result in a reduction of common equity tier 1 capital or a reduction of profits, and where suspension of payment or failure to pay is not equivalent to default or would not lead to the initiation of insolvency proceedings.

Subsection 10. The Financial Supervisory Authority sets rules on the calculation and reporting of the maximum distribution amounts.

Section 125c. A credit institution and a real estate credit institution that do not meet the combined capital buffer requirement, cf. Section 125a(1), or the leverage ratio buffer requirement, cf. Article 92(1a) of Regulation (EU) No 575/2013 of the European Parliament and of the Council, as amended by Regulation (EU) No 876/2019 of 20 May 2019 amending Regulation (EU) No 575/2013, must prepare and submit a capital conservation plan to the Financial Supervisory Authority, no later than 5 working days after the undertaking should have established that it does not meet the requirement, cf. however subsection 2.

Subsection 2. The Financial Supervisory Authority may, at the request of the undertaking, extend the deadline in subsection 1 by up to 5 working days based on the undertaking's individual situation and taking into account the scope and complexity of the undertaking's activities.

Subsection 3. The Financial Supervisory Authority approves a capital conservation plan if it can reasonably be expected that the undertaking, with the capital conservation plan, can maintain or raise sufficient capital to enable the undertaking to meet the combined capital buffer requirement, cf. Section 125a(1), within a deadline set by the Financial Supervisory Authority.

Subsection 4. If the Financial Supervisory Authority does not approve the capital conservation plan, cf. subsection 3, the Financial Supervisory Authority orders the undertaking to increase the capital base within a deadline set by the Financial Supervisory Authority. The Financial Supervisory Authority may also impose stricter restrictions on distributions than those resulting from Section 125b, if deemed necessary.

Subsection 5. The Financial Supervisory Authority sets detailed rules on the content of a capital conservation plan.

Section 125d. A credit institution and a real estate credit institution that do not meet the combined capital buffer requirement, cf. Section 125a(1), or the leverage ratio buffer requirement, cf. Article 92(1)(a) of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, if the leverage ratio buffer requirement applies, and which intend to carry out an action covered by Section 125b(5), items 1-3, must immediately notify the Financial Supervisory Authority thereof and provide:
1) The size of the capital that the undertaking maintains, distributed on
a) common equity tier 1 capital, b) hybrid tier 1 capital and c) additional tier 1 capital.
2) The size of the interim profit and the profit at year-end.
3) The maximum distribution amount.
4) The size of the profits that the undertaking intends to distribute to
a) dividend payments, b) purchase of own shares, c) payments relating to hybrid tier 1 capital instruments, and d) payment of variable remuneration or estimated pension benefits either by introducing a new obligation to pay or paying in accordance with an obligation to pay introduced at a time when the undertaking did not meet the combined capital buffer requirement.

Subsection 2. In groups in which a credit institution or a real estate credit institution is included, subsection 1 applies mutatis mutandis to the Danish group or sub-group. The top credit institution or real estate credit institution in the group or sub-group ensures compliance with this provision.

Section 125e. In groups in which a credit institution or a real estate credit institution is included, Sections 125a-125c apply to the Danish group or sub-group. The top credit institution or real estate credit institution in the group or sub-group ensures compliance with these provisions.

Subsection 2. In groups in which a globally systemically important financial institution (G-SIFI), cf. Section 310, and a systemically important financial institution (SIFI), cf. Section 308, are included, and where both a G-SIFI buffer and a SIFI buffer apply on a consolidated basis, the highest of the G-SIFI buffer and the SIFI buffer applies.

Section 125f. The Minister for Business and Growth sets a countercyclical buffer rate regarding credit exposures in Denmark on a quarterly basis, taking into account inter alia the credit cycle, the risks resulting from excessive lending growth and special conditions in the national economy. The Minister for Business and Growth decides from which date credit institutions and real estate credit institutions must use the countercyclical buffer rate to calculate their institution-specific countercyclical capital buffer, cf. Section 125a(3). The Minister for Business and Growth publishes a notice on the quarterly setting of the countercyclical buffer rate on the Ministry of Business and Growth's website.

Subsection 2. A countercyclical buffer rate between 0 and 2.5% set in another country must be used by credit institutions and real estate credit institutions to calculate their institution-specific countercyclical capital buffer, cf. Section 125a(3), in connection with credit exposures located in that country, cf. however subsection 6.

Subsection 3. The Minister for Business and Growth may decide that a countercyclical buffer rate of more than 2.5% set in another country must be used by credit institutions and real estate credit institutions to calculate their institution-specific countercyclical capital buffer, cf. Section 125a(3), in connection with credit exposures located in that country. If the Minister for Business and Growth has decided to use a buffer rate of more than 2.5% pursuant to the first sentence, the Minister for Business and Growth also decides from which date undertakings must use the buffer rate to calculate their institution-specific countercyclical capital buffer, cf. Section 125a(3).

The Minister of Business and Industry publishes a notice regarding a buffer rate set pursuant to the first sentence on the Ministry of Business and Industry's website. If the Minister of Business and Industry has not made a decision to apply a countercyclical buffer rate of more than 2.5% pursuant to the first sentence, credit institutions and real estate credit institutions shall apply a buffer rate of 2.5% for the calculation of their entity-specific countercyclical capital buffer, cf. Section 125 a, subsection 3, in connection with credit exposures located in the country in question.

Subsection 4. A countercyclical buffer rate of between 0 and 2.5% for another country within the European Union or in a country with which the Union has concluded an agreement in the financial area, set pursuant to subsection 2 or 3, shall apply from the date indicated on the website of the competent authority for the country in question, cf. however subsection 9. A countercyclical buffer rate of between 0 and 2.5% for a country outside the European Union, with which the Union has not concluded an agreement in the financial area, set pursuant to subsection 2 or 3, shall apply 12 months after the date on which a change in the buffer rate has been published by the competent authority for the country in question in accordance with the country's national rules, cf. however subsection 9.

Subsection 5. If no countercyclical buffer rate has been set in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, the Minister of Business and Industry may set a countercyclical buffer rate that credit institutions and real estate credit institutions shall apply for the calculation of their entity-specific countercyclical capital buffer, cf. Section 125 a, subsection 3, in connection with credit exposures located in the country in question. The Minister of Business and Industry may set a buffer rate pursuant to the first sentence if it can reasonably be assumed that a buffer rate should be set to protect companies covered by Section 125 a, subsection 1, against the risk of excessive lending growth in the country in question.

Subsection 6. If a countercyclical buffer rate has been set in a country outside the European Union, with which the Union has not concluded an agreement in the financial area, the Minister of Business and Industry may set a different buffer rate for use by credit institutions and real estate credit institutions in calculating their entity-specific countercyclical capital buffer, cf. Section 125 a, subsection 3, in connection with credit exposures located in the country in question. The Minister of Business and Industry may set a buffer rate pursuant to the first sentence if it can reasonably be assumed that the buffer rate set by the country in question is not sufficient to appropriately protect companies covered by Section 125 a, subsection 1, against the risk of excessive lending growth in the country in question.

Subsection 7. If the Minister of Business and Industry sets a buffer rate pursuant to subsection 5 or 6, which increases the applicable countercyclical buffer rate, the Minister of Business and Industry shall make a decision regarding from which date credit institutions and real estate credit institutions shall apply the relevant buffer rate for the calculation of their entity-specific countercyclical capital buffer.

Subsection 8. The Minister of Business and Industry publishes any setting pursuant to subsections 5 and 6 of a countercyclical buffer rate for a country outside the European Union, with which the Union has not concluded an agreement in the financial area, on the Ministry of Business and Industry's website.

Subsection 9. A credit institution and a real estate credit institution may apply a reduced countercyclical buffer rate for the calculation of their entity-specific countercyclical capital buffer, cf. Section 125 a, subsection 3, from the day on which a reduced countercyclical buffer rate has been published.

Section 125 g. The G-SIFI buffer rate depends on which sub-category the globally systemically important financial institution (G-SIFI) is placed in, cf. rules issued pursuant to Section 310, subsection 3.

Subsection 2. The Minister of Business and Industry sets G-SIFI buffer rates for the individual sub-categories of globally systemically important financial institutions (G-SIFI).

Subsection 3. The SIFI buffer rate depends on which category the systemically important financial institution (SIFI) is placed in, cf. Section 308, subsection 7.

Subsection 4. The Minister of Business and Industry sets a SIFI buffer rate for the individual categories of systemic importance, cf. Section 308, subsection 7, for a systemically important financial institution (SIFI).

Section 125 h. The Minister of Business and Industry may set a systemic buffer rate for the calculation of a systemic buffer, taking into account the prevention and limitation of long-term systemic or macroprudential risks not covered by Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. A systemic buffer rate must not be used to mitigate risks covered by the countercyclical buffer rate, cf. Section 125 f, the SIFI buffer rate, cf. Section 125 g. The Minister of Business and Industry further sets which exposures the buffer rate shall apply to, which credit institutions and real estate credit institutions shall be covered by the buffer rate, and from which date the companies shall apply the buffer rate for the calculation of their systemic buffer, cf. Section 125 a, subsection 6. The Minister of Business and Industry may set different rates for different groups of the covered companies. The Minister of Business and Industry publishes a notice regarding the setting of a systemic buffer rate on the Ministry of Business and Industry's website.

Subsection 2. The Minister of Business and Industry may decide that a systemic buffer rate set in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area shall be used by credit institutions and real estate credit institutions for the calculation of their systemic buffer, cf. Section 125 a, subsection 6, in connection with exposures in the country in question. The Minister of Business and Industry also makes a decision regarding from which date the companies shall apply the buffer rate for the calculation of their systemic buffer, cf. Section 125 a, subsection 6. The Minister of Business and Industry publishes a notice regarding a buffer rate pursuant to the first sentence on the Ministry of Business and Industry's website.

Subsection 3. If the Minister of Business and Industry assesses that a systemic buffer rate, which is recognized by the Minister of Business and Industry pursuant to subsection 2, prevents and limits a risk that can be equated with a risk covered by a systemic buffer rate set pursuant to subsection 1, the highest buffer rate of these shall apply to the companies in connection with exposures in the country in question for the calculation of their systemic buffer, cf. Section 125 a, subsection 6. If the relevant buffer rates are assessed to address different risks, the Minister of Business and Industry may make a decision regarding whether the buffer rates are cumulative in the calculation of their systemic buffer, cf. Section 125 a, subsection 6.

Subsection 4. The Minister of Business and Industry assesses at least every two years whether a systemic buffer rate set pursuant to subsection 1 or 2 remains justified and re-sets the buffer rate if necessary. The Minister of Business and Industry publishes a notice regarding the re-setting of a systemic buffer rate on the Ministry of Business and Industry's website.

Subsection 5. The Minister of Business and Industry sets detailed rules regarding which sub-groups of exposures the systemic buffer may apply to, the calculation of the systemic buffer, and the publication of information about the systemic buffer.

Section 125 i. (Repealed)

Section 126. (Repealed)

Section 126 a. The board of directors and management of an investment management company shall ensure that the company has a sufficient capital base and has internal procedures for risk measurement and risk management for the continuous assessment and maintenance of a capital base of a size, type, and distribution that is appropriate to cover the company's risks. Based on the assessment pursuant to the first sentence, the board of directors and management shall calculate the company's individual solvency requirement. The solvency requirement is calculated as the sufficient capital base. The solvency requirement may not be less than the minimum capital requirement in subsection 2 or the requirements for the capital base in subsection 5.

Subsection 2. The capital base in an investment management company must at least amount to
1) 730,000 euros (minimum capital requirement) for investment management companies that are members of a regulated market or have permission to store and manage the instruments mentioned in Annex 2, No. 3, in the Act on Securities Firms and Investment Services and Activities, including becoming connected to a securities central or a clearing central, where the company participates in clearing and settlement, cf. however subsection 3, and
2) 125,000 euros (minimum capital requirement) for other investment management companies, cf. however subsection 3.

Subsection 3. An investment management company must regardless of the requirement in subsection 2 include an addition to the minimum capital requirement of 0.02% of the part of the company's portfolio, cf. subsection 6, that exceeds 250 million euros. The minimum capital requirement and the addition must together amount to a maximum of 10 million euros. Investment management companies must annually adjust the additional capital based on the revised annual report. The adjustment must be made before June 1 of the following year.

Subsection 4. The Danish Financial Supervisory Authority may allow up to 50% of the addition pursuant to subsection 3 to be covered by a guarantee from a credit institution or an insurance company. The credit institution or insurance company must have its statutory domicile in a country within the European Union, in a country with which the Union has concluded an agreement in the financial area, or in a country with which the Union has not concluded such an agreement but which has supervisory rules corresponding to the rules in the European Union.

Subsection 5. An investment management company must regardless of the requirements in subsections 2 and 3 have a capital base corresponding to at least one-quarter of the previous year's fixed costs. The Danish Financial Supervisory Authority may adjust this requirement if there have been changes in the company's business since the previous year that the Danish Financial Supervisory Authority considers significant. If a company has not been in operation for 1 year, it must have a capital base corresponding to at least one-quarter of the fixed costs stated in the business plan for the first year of operation, unless this plan is required to be changed by the Danish Financial Supervisory Authority.

Subsection 6. The investment management company's portfolio, cf. subsection 3, includes the assets of UCITS that the investment management company is approved to manage, and the assets of alternative investment funds that the investment management company has permission to manage. Portfolios that the investment management company has been assigned to manage pursuant to the rules on delegation shall not be included in the company's portfolio, cf. subsection 3.

Subsection 7. The Danish Financial Supervisory Authority may set requirements for a higher capital base than the requirements stated in subsections 1-3 and 5.

Subsection 8. The Danish Financial Supervisory Authority may order the investment management company to write down assets etc. for use in the calculation of the capital base.

Subsection 9. The capital base for investment management companies is calculated in accordance with Articles 25-88 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and rules issued pursuant to Articles 25-88.

Sections 126 b-127. (Repealed)

Section 128. The Danish Financial Supervisory Authority sets rules for the calculation of the capital base, including own core capital, hybrid core capital, and supplementary capital for the top parent company in Denmark and the group, insofar as these are covered by Section 170, subsection 1, 4, and 5.

Subsection 2. The Danish Financial Supervisory Authority may for credit institutions and real estate credit institutions, and for financial holding companies, where consolidation is carried out in accordance with Article 11, subsection 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, set rules for the calculation of the capital base, including own core capital, hybrid core capital, and supplementary capital, while observing the possibilities provided for in Article 49 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Section 128 a. The Danish Financial Supervisory Authority may set rules regarding the issuance of debt instruments with terms for conversion into share, partnership, guarantee, or membership capital by financial companies and financial holding companies, including to what extent Chapter 10 of the Companies Act applies.

Section 128 b. A credit institution's share capital acquired for pooled funds, where customers bear the risk, does not enter into the calculation of deductions in the capital base. A credit institution's share capital acquired for pooled funds, where customers do not bear the risk, must be deducted in the calculation of the capital base pursuant to rules on deductions for share capital in Part 2 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Sections 129-139. (Repealed)

Section 140. In real estate credit institutions, the requirement for the capital base in series with repayment obligations, which were opened before January 1, 1973, can be fulfilled with the part of the series reserve funds in real estate credit institutions in series with repayment obligations that corresponds to the requirement in Section 124, subsection 6.

Subsection 2. In series with repayment obligations, which were opened before January 1, 1973, series reserve funds in real estate credit institutions in series where there is no repayment obligation to borrowers, as well as the part of the series reserve funds in series with repayment obligations, cf. Section 25 in the Act on Real Estate Loans and Real Estate Bonds etc., which cannot be paid out, and which are not used to cover the requirement for the series' capital base, can be included in fulfilling the requirement for the capital base for real estate credit institutions otherwise.

Section 141. (Repealed)

Section 142. The Danish Financial Supervisory Authority may set rules for the calculation of the total risk exposure for the top parent company in Denmark and the group, insofar as these are covered by the requirements in Section 170, subsection 1, 4, and 5.

Section 143. The Danish Financial Supervisory Authority sets detailed rules for
1) calculations pursuant to Section 124, subsections 1 and 2, and Section 126 a, subsection 1,
2) reporting of the solvency requirement for financial companies and groups covered by Sections 171-174, reporting of the requirement for minimum basic capital, reporting of the total risk exposure, the capital base requirement, and the capital base for the top parent company in Denmark and the group, insofar as these are covered by Section 170, subsection 1, 4, and 5, and reporting of the capital base for investment management companies and for the top parent company in Denmark and the group, insofar as these are covered by Section 170, subsection 2,
3) calculation of share purchase and share sale transactions etc.,
4) calculation of investment management companies' fixed costs and the fixed costs for the top parent company in Denmark and the group, insofar as these are covered by Section 170, subsections 2 and 3, as well as the conditions for which the Danish Financial Supervisory Authority may adjust the requirement that a company must have a capital base of at least one-quarter of the previous year's fixed costs in the event of significant changes in the company's business,
5) transitional rules for groups where the top parent company in Denmark and the group, insofar as these are covered by Section 170, subsections 1, 4, and 5, apply an internal method for calculating the total risk exposure to credit risk and operational risk, cf. Section 143, subsection 3, and
6) benchmarking for companies with permission to use internal methods for calculating risk-weighted exposures or capital base requirements except for operational risk.

Subsection 2. The Danish Financial Supervisory Authority may set detailed rules for credit institutions, real estate credit institutions, and investment management companies' disclosure obligations to customers regarding their rating.

Subsection 3. For the top parent company in Denmark and the group, insofar as these are covered by Section 170, subsections 1, 4, and 5, the total risk exposure, cf. Section 142, can also be calculated using internal methods. Use of internal methods requires permission from the Danish Financial Supervisory Authority. The Danish Financial Supervisory Authority sets detailed rules regarding permission to use internal methods.

Section 143 a. The Danish Financial Supervisory Authority may decide to publish the information in Part 8 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions more frequently than once a year. The Danish Financial Supervisory Authority may set a deadline for the publication and require the use of a different medium for publication than the annual report.

Subsection 2. The Danish Financial Supervisory Authority may require parent companies or institutions in a group to publish a description of the group's legal and organizational structure and management. The publication can be made by reference to already published material.

Special rules on forced redemption for credit institutions

Section 144. In a credit institution that does not meet the capital base requirement in Article 92, subsection 1, letter c, or the minimum capital requirement in Article 93 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, and where the Danish Financial Supervisory Authority has set a deadline pursuant to Section 225, subsections 1 and 4, the board of directors may, upon request from a shareholder who owns 70% or more of the shares in the credit institution, make a decision with an ordinary majority to redeem the other shareholders' shares in the credit institution. The same applies in cases where the request is made by a shareholder who, after a capital injection that is part of a reconstruction plan, comes to own 70% or more of the shares in the credit institution, even if the credit institution again meets the capital base requirement in Article 92, subsection 1, letter c, or the minimum capital requirement in Article 93 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions as a result of the capital injection. Own share capital and subsidiary share capital in the parent company are not included in the calculation of votes and ownership shares. The board's decision on forced redemption of shares must be approved by the Danish Financial Supervisory Authority. Redemption of shares must be carried out no later than 30 days after the request pursuant to the first sentence.

Subsection 2. The board of directors must simultaneously invite the shareholders to an informational meeting regarding the forced redemption. This meeting must be held no later than eight days after the decision, and the necessary costs thereof are borne by the party whose request the forced redemption is made.

Subsection 3. The minority shareholders covered by a decision on redemption of shares, cf. subsection 1, must be requested in writing to no later than 3 days after receipt of the request

at overdrage deres aktier til den aktionær, der er nævnt i stk. 1. Anmodningen skal indeholde oplysning om vilkårene for indløsningen og vurderingsgrundlaget for indløsningskursen. Værdien af pengeinstituttets aktier fastsættes ud fra aktiernes handelsværdi af den revisor, der er valgt af pengeinstituttets generalforsamling.

Stk. 4. Købesummen skal være erlagt eller deponeret senest 3 dage efter, at indløsningen er gjort gældende over for aktionærerne. Dette gælder også for købesummen for aktier, der indkaldes via Erhvervsstyrelsens it-system, jf. bestemmelserne herom i selskabsloven.

Stk. 5. Indløsningen og overdragelsen af aktier anses for endelige på tidspunktet for købesummens erlæggelse eller deponering, jf. stk. 4. I tilfælde af uenighed om aktiernes prisfastsættelse afgøres denne efterfølgende på en af parternes begæring af to af Foreningen af Statsautoriserede Revisorer udpegede revisorer. Afgørelsen kan indbringes for retten senest 2 uger efter modtagelsen af revisorernes afgørelse.

Kapitel 11
Midlernes anbringelse og likviditet
Regler for penge- og realkreditinstitutter samt investeringsforvaltningsselskaber om midlernes anbringelse og likviditet

§ 145. (Repealed)

§ 146. Credit institutions, mortgage credit institutions and investment management companies' equity holdings in other enterprises must not exceed 100% of the capital base. Equity holdings acquired for reserve funds are not included in the calculation according to the first sentence.

Stk. 2. Share purchase and share sale transactions shall be included in the calculation of the limit according to stk. 1.

Stk. 3. Equity holdings that must be deducted from the capital base and equity holdings in enterprises that are fully included in the consolidation are not included in the limit according to stk. 1.

Stk. 4. The Financial Supervisory Authority may grant exemptions from the limit in stk. 1.

§ 146 a. Securities and derivative financial instruments acquired for reserve funds may, in connection with the calculation of the credit institution's capital requirements, be regarded as hedged by the reserve deposit contract entered into with the customer, unless the credit institution has assumed an unhedged position in placing the reserve funds. The risk associated with an unhedged position must be included in the calculation of the capital base requirement in Article 92 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions according to the rules for positions in the trading book. At the same time, the obligations corresponding to the unhedged position must be included in the calculation of the capital base requirement in Article 92 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions according to the rules for off-balance sheet items in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

§ 147. Credit institutions, mortgage credit institutions and investment management companies may not own real estate or have equity holdings in real estate companies for more than 20% of the capital base. For credit institutions and mortgage credit institutions, loans and guarantees to subsidiaries that are real estate companies are included in their real estate holdings. However, properties that a credit institution, a mortgage credit institution or an investment management company has acquired to operate business or ancillary business therefrom are not covered by this provision.

Stk. 2. The Financial Supervisory Authority may grant exemptions from the provision in stk. 1, first sentence.

§ 147 a. The Minister for Business may lay down rules on a liquidity coverage requirement for credit institutions and mortgage credit institutions.

§ 148. (Repealed)

Special rules for credit institutions on the placement of funds and liquidity

§ 149. A credit institution must not have residual risks on leasing agreements, cf. stk. 2, if their value together with real estate and equity holdings covered by § 147 amounts to more than 25% of the capital base.

Stk. 2. The residual risk on a leasing agreement is understood as the difference between the purchase price of the leased asset and the present value of the lessee's obligation to the credit institution under the leasing agreement.

Stk. 3. If a third party is liable for part of the residual risk, this part may be deducted when calculating the residual risk. The third party's obligation must be added to their exposure according to Article 395, stk. 1, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Stk. 4. The Financial Supervisory Authority may grant exemptions from stk. 1.

§ 150. Loans for subscription of share, partnership or guarantee capital in a credit institution in excess of 5% of the total share, partnership or guarantee capital may only be granted if security is provided for the excess amount. The security must be of at least the same character as particularly secure parts, cf. Article 400 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

§ 151. A savings bank must not acquire or receive as pledge its own guarantee certificates.

Stk. 2. A cooperative bank must not acquire or receive as pledge its own partnership certificates.

§ 152. The Financial Supervisory Authority may set a specific liquidity requirement for a credit institution or a group of credit institutions with similar risk profiles, taking into account special liquidity risks in the credit institution or group of credit institutions.

Stk. 2. The Financial Supervisory Authority may lay down detailed rules on credit institutions' strategies and systems for measuring and managing liquidity risks as well as credit institutions' preparation of stress tests and contingency plans in relation to liquidity risks.

juni 2025. 51 Nr. 650.

§ 152 a. Credit institutions that have been granted permission to issue covered bonds must establish and maintain a group of assets that must be kept separate from the credit institution's other assets. All payment obligations relating to covered bonds must be covered by payment claims relating to the underlying assets in the individual registers. In calculating the payment obligations relating to the issued covered bonds, payment obligations in the form of principal and interest, payment obligations under financial instruments used to hedge risks between the underlying assets and issued covered bonds, and the expected costs associated with maintenance and management upon winding up of the administration estate, cf. § 247 a, stk. 1, must be included. In calculating the payment claims relating to the underlying assets, payment claims in the form of principal and interest on loans, payment claims under financial instruments used to hedge risks between the underlying assets and issued covered bonds, and payment claims under other assets that serve as security for covered bonds must be included.

Stk. 2. The nominal value of the total principal on the underlying assets must correspond to or exceed the total principal on the issued covered bonds. The nominal value of the total principal on the underlying assets must be added to an overcollateralization of at least 2% of the outstanding covered bonds.

Stk. 3. Financial instruments used to hedge risks between the underlying assets and issued covered bonds must be measured according to the same method as the underlying assets and the issued covered bonds, if the risks they hedge.

Stk. 4. If the value of the assets mentioned in stk. 1 no longer corresponds to the value of the issued covered bonds or does not comply with the loan limits that were in force at the time the loan was granted, the credit institution must provide additional security to meet the requirement and notify the Financial Supervisory Authority thereof. The obligation to provide additional security and the expenses thereof may not be imposed on the borrowers for loans issued in Denmark, if the declining property values have triggered the requirement for additional security.

Stk. 5. If the credit institution does not provide additional security according to stk. 4, all bonds issued in the relevant register, cf. § 152 g, stk. 1, lose the designation of covered bonds. If the bonds subsequently meet the requirements for covered bonds again, the Financial Supervisory Authority may allow the bonds to be designated as covered bonds again.

Stk. 6. Security provided according to stk. 4 cannot be set aside according to § 70 or § 72 in the Bankruptcy Act. Set-aside may, however, occur according to the mentioned provisions if the security provision did not specifically appear as ordinary.

§ 152 b. Credit institutions that have been granted permission to issue covered bonds may take loans for use to fulfill the obligation to provide additional security, cf. § 152 a, stk. 4, or to increase the overcollateralization in a register.

Stk. 2. It must appear from the loan agreement which register, cf. § 152 g, stk. 1, the loan funds borrowed according to stk. 1 can be attributed to.

Stk. 3. Loan funds borrowed according to stk. 1 must be placed in the asset types mentioned in Article 129, stk. 1, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. From the time the loan is taken, the assets must be placed on a separate account, in a separate depot or otherwise marked as originating from the relevant loan.

Stk. 4. For loans financed by the issuance of covered bonds, where the maturity of the bonds is shorter than the maturity of the underlying loans, it must appear from the bond terms, the prospectus or other offering material that the administrator in situations covered by § 247 a and in accordance with the conditions in § 247 h, stk. 4, can extend the bonds by 1 year. The nominal interest rate on the extended bonds is set to a variable reference rate plus up to 5 percentage points. It must also appear from the bond terms, the prospectus or other offering material that the administrator can redeem the bonds at par.

Stk. 5. For loan agreements entered into after 1 January 2015, it must appear separately from the loan terms that the administrator can increase the interest rate due to changed financing conditions, cf. stk. 4.

Stk. 6. If covered bonds are extended according to stk. 4, the maturity of loans taken as extra security in accordance with stk. 1 must be extended corresponding to the maturity of the changed bonds.

Stk. 7. The maturity of covered bonds must at the time of issuance be over 24 months.

Stk. 8. The Minister for Business lays down detailed rules on the extension of bonds in accordance with stk. 4, including on interest rate setting.

§ 152 c. A covered bond must not be issued with security in both real estate and ships.

§ 152 d. For loans secured by registered mortgage in real estate and granted on the basis of the issuance of covered bonds, the maturities and repayment profiles set out in §§ 3 and 4 of the Act on Mortgage Loans and Mortgage Bonds etc. apply, cf. however stk. 2.

Stk. 2. For loans secured by registered mortgage in real estate and granted on the basis of the issuance of covered bonds to properties covered by § 5, stk. 1, of the Act on Mortgage Loans and Mortgage Bonds etc., §§ 3 and 4 of the Act on Mortgage Loans and Mortgage Bonds etc. do not apply if the loan limit does not exceed 75%.

Stk. 3. Loans with mortgage in holiday homes that are not rented out commercially must at the time of registration in the register or at the time the loan is disbursed lie within 75% of the property's value.

Stk. 4. Accessories covered by § 38 in the Land Registration Act can be included in the valuation of the real estate.

Stk. 5. Furnishings installed in a commercial property for the use of its operation can be included in the valuation. For agricultural properties, the livestock belonging to the property, insofar as the livestock is included in the continuous production, can further be included in the valuation. When mortgaging agricultural properties, the value of livestock that is included in the continuous production can at most be included with 30% of the value of land and buildings.

Stk. 6. Accessories in the form of pipes, cables, antennas etc., that connect two or more real estates and are a prerequisite for the operation of the properties, cf. § 37 a in the Land Registration Act, can be included in the valuation of the real estates.

§ 152 e. Loans with mortgage in real estate granted on the basis of the issuance of covered bonds must be secured by a separate mortgage deed and must not be granted against security in the form of owner's mortgage deeds and indemnity deeds, cf. however stk. 2 and 3. It must appear from the mortgage deed that it can serve as security for a loan financed by the issuance of covered bonds.

Stk. 2. Mortgage deeds in real estate that were registered before 1 July 2007 can serve as security for loans financed by the issuance of covered bonds.

Stk. 3. The Financial Supervisory Authority may grant exemptions from stk. 1 for loans granted to real estate located outside Denmark, the Faroe Islands and Greenland.

§ 152 f. For loans covered by Article 129, stk. 1, first paragraph, letter g, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, the maturity may at most be 15 years at the time of the loan's disbursement.

§ 152 g. In credit institutions, registers must be kept over assets covered by §§ 152 a and 152 b as well as over financial instruments that meet the conditions in stk. 7. A credit institution may keep one or more registers. A register must not contain assets that have security in both real estate and ships.

Stk. 2. For loans covered by § 152 e, stk. 1, that must be registered in a register, it applies that the loan limit must be met at the time the loan is to be registered in the register or at the time the loan has been disbursed. If the loan limit was met at the time of the loan's disbursement and exceeded at the time of registration, security must be provided in relation to the loan limit for the relevant loan upon registration. The security cannot be provided in the form of other loans where the loan limit has been exceeded.

Stk. 3. Stk. 2, first sentence, does not apply to
1) registration or disbursement of a loan in a register where the loan is granted to redeem a mortgage loan granted by a mortgage credit institution, or where the loan is granted to redeem a loan that is included in a register in another credit institution with permission to issue covered bonds, or
2) loans covered by the rules in §§ 16 b-16 g, where the loan is granted to redeem a mortgage loan granted by a mortgage credit institution, or where the loan is granted to redeem a loan that is included in a register in a credit institution with permission to issue covered bonds, and where the loan is transferred to the receiving credit institution at the latest 6 months after disbursement.

Stk. 4. Loans covered by stk. 3 may at the time the loan is to be registered in the register or disbursed at most amount to a sum corresponding to the redemption amount and the costs associated with redemption and granting of the loan.

Stk. 5. For loans covered by stk. 3 or § 7, stk. 2, of the Act on Mortgage Loans and Mortgage Bonds etc., the issuing institution is obliged to provide the receiving institution with information on whether the loan to be redeemed is included in a register in the issuing credit institution, and information on the already passed grace period for the relevant loan, if the borrower has consented thereto.

Stk. 6. Additional security must be registered separately and individualized in relation to the other assets that serve as security for the issued covered bonds.

Stk. 7. Financial instruments may only be included in a register of assets if they are used to hedge risks between assets in the register on the one hand and the issued covered bonds on the other, and where it is determined in the agreement on the financial instrument that the credit institution's restructuring proceedings, bankruptcy or failure to fulfill the obligation to provide additional security according to § 152 a, stk. 4, is not a ground for default.

Stk. 8. Assets, including financial instruments, in a register serve to satisfy the holders of the covered bonds and the counterparties with whom the financial instruments were entered into, and thereafter to satisfy loans borrowed according to § 152 b, stk. 1.

Stk. 9. The credit institution reports to the Financial Supervisory Authority which assets etc. are included in the register. The Financial Supervisory Authority or the person authorized by the Financial Supervisory Authority controls the presence of these assets.

Stk. 10. Security provided to a register belonging to a credit institution that has permission to issue covered bonds, and which is provided by a financial counterparty to cover financial instruments, belongs to the register. The same applies to security provided by another part of the credit institution as counterparty to the register, even if the register at the time of the security provision is part of the relevant credit institution's business. Security according to 1st and 2nd sentences cannot be used by the register as a basis for the issuance of covered bonds.

Stk. 11. The register must at all times have a liquidity buffer composed of liquid assets that are available to cover outgoing net cash flows in connection with the register, covering the total maximum outgoing net cash flows for the next 180 days.

Stk. 12. Liquid assets according to stk. 11 include assets that meet the conditions for level 1, level 2A or level 2B assets according to Commission Delegated Regulation (EU) No 2015/61 of 10 October 2014 supplementing Regulation (EU) No 575/2013 as regards liquidity coverage requirements for credit institutions, and which are valued in accordance with the mentioned delegated regulation and are not issued by the credit institution itself that issues the covered bonds, or by its parent company, unless this is a public entity that is not a credit institution, its subsidiaries or other subsidiaries of the parent company.

juni 2025. 52 Nr. 650.

Paragraph 13. For bonds covered by the rules in Section 247 h, paragraph 4, the calculation of the liquidity buffer requirement may be based on the final maturity date of the relevant bonds.

Section 152 h. The Danish Financial Supervisory Authority shall establish detailed rules on:
1) the valuation of the issued covered bonds and the ongoing calculation of the value of the assets in relation to the covered bonds,
2) the valuation of the assets securing the issuance of covered bonds,
3) under what conditions building loans may be granted for the new construction or reconstruction of ships,
4) the structure, registration, and control of the presence of assets in the registers, cf. Section 152 g,
5) credit institutions' granting of loans financed by the issuance of covered bonds with a mortgage on real estate in cases where no final registered mortgage deed exists, and to what extent alternative security must be provided, and if the security is provided in the form of a guarantee from a credit institution, to what extent this shall not be included in the 15-percent limit or the 10-percent limit, cf. Article 129, paragraph 1, point c, and paragraph 1a, 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,
6) limitation of risks in connection with the issuance of covered bonds, including interest rate risks, currency risks, and option risks, and compliance with the requirement for a liquidity buffer,
7) reporting of supplementary security for covered bonds and compliance with the requirements for coverage and minimum over-coverage, and
8) credit institutions' publication of information for use by investors in assessing the characteristics and risks of the issued covered bonds.

Sections 152 i – 152 y. (Repealed)

Special rules for mortgage credit institutions regarding the placement of funds and liquidity

Section 153. The Danish Financial Supervisory Authority may set a specific liquidity requirement for a mortgage credit institution or a group of mortgage credit institutions with similar risk profiles, taking into account special liquidity risks in the mortgage credit institution or group of mortgage credit institutions.

Section 154. Funds in series may not be deposited as hybrid core capital or subordinated loan capital in other series or in the mortgage credit institution generally.

Paragraph 2. Funds in the mortgage credit institution generally may not be deposited in series as hybrid core capital or subordinated loan capital, unless at least an equivalent amount of hybrid core capital or subordinated loan capital has been raised in the mortgage credit institution generally.

Section 155. (Repealed)

Special rules for investment management companies regarding the placement of funds and liquidity

Section 156. (Repealed)

Section 157. Investment management companies may place the company's capital base in shares and bonds that are admitted to trading on a regulated market, as well as in units in UCITS, investment funds, and foreign investment institutions corresponding to investment funds, if the articles of association of the investment fund or the foreign investment institution contain the limitations set out in Sections 157 a and 157 b.

Section 157 a. The articles of association of an investment fund or a foreign investment institution covered by Section 157, paragraph 1, first sentence, shall contain provisions on:
1) That the investment fund or the foreign investment institution shall, upon an investor's request, redeem the investor's share of the assets with funds derived from the assets.
2) That the divisions of the investment fund or the foreign investment institution may not provide guarantees for third parties or grant or raise loans. However, the divisions of the investment fund or the foreign investment institution may raise short-term loans of up to 10 percent of the assets, except for loans with investment purposes.
3) That the investment fund or the foreign investment institution may invest its assets in liquid funds, including currency, or in the financial instruments mentioned in Annex 2 to the Act on Securities Dealers Companies and Investment Services and Activities, in accordance with the requirements imposed on instruments and their issuers in Chapter 14 of the Act on Investment Funds etc.
4) Risk diversification, cf. Section 157 b.

Section 157 b. An investment fund or a foreign investment institution covered by Section 157, paragraph 1, first sentence, shall in its articles of association provide for each division that the assets may be invested in accordance with the rules in paragraphs 2, 3, 4, or 5.

Paragraph 2. The assets may be invested in accordance with Chapter 14 of the Act on Investment Funds etc.

Paragraph 3. The assets may be invested in liquid funds, including currency or the instruments mentioned in Annex 2 to the Act on Securities Dealers Companies and Investment Services and Activities. At most 10 percent of the assets may be invested in financial instruments issued by the same issuer or issuers in the same group. The second sentence does not apply in the following cases:
1) Where the division invests in bonds issued by a country or an international institution of a public character, which one or more countries in the European Union or countries with which the Union has concluded an agreement in the financial field participate in, and which are approved by the Danish Financial Supervisory Authority, cf. Section 147, paragraph 1, no. 4, in the Act on Investment Funds etc.
2) Where the division invests in the following types of bonds, provided that at most 30 percent of the assets are placed in bonds issued by a single issuer or issuers in the same group:

a) Cash and ship credit bonds issued by Danmarks Skibskredit A/S, mortgage bonds issued by Danish mortgage credit institutions, and similar mortgage bonds issued by credit institutions approved by a country within the European Union or a country with which the Union has concluded an agreement in the financial field, when a competent authority has notified the bond issuances and issuers to the Commission. b) Special covered mortgage bonds (SDRO) and special covered bonds (SDO) issued by Danish credit institutions, mortgage credit institutions, or Danmarks Skibskredit A/S, or similar special covered bonds issued by similar credit institutions approved by a country within the European Union or a country with which the Union has concluded an agreement in the financial field, when a competent authority has notified the bond issuances and issuers to the Commission.

Paragraph 4. The assets may exclusively be invested in money market instruments, with at most 30 percent of the assets placed in money market instruments issued by the same issuer or issuers in the same group, provided that the assets may be fully invested in money market instruments issued by a country or an international institution of a public character, which one or more countries in the European Union or countries with which the Union has concluded an agreement in the financial field participate in, and which are approved by the Danish Financial Supervisory Authority, cf. Section 147, paragraph 1, no. 4, in the Act on Investment Funds etc.

Paragraph 5. The assets may be invested in units in divisions of UCITS, investment funds, or foreign investment institutions, if the articles of association contain the limitations set out in Section 157 a, provided that at most 75 percent of the assets may be placed in units issued by a single division of these UCITS, investment funds, or foreign investment institutions.

Sections 158-169. (Repealed)

Chapter 12
Group rules, consolidation etc.
Group rules

Section 170. In groups where the ultimate parent company in Denmark is a financial holding company, the rules on the size of the capital base in Article 92, paragraph 1, point c, and paragraph 2, point c, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions apply to both the top financial holding company and the group, subject to paragraph 3. The parent company ensures compliance with these provisions. In the calculation of the group's capital base, cf. Section 128, capital paid in by companies in the group that do not participate in the consolidated calculation for the group shall be deducted.

Paragraph 2. The capital requirement rules for investment management companies in Section 126 a, paragraphs 2-6, in groups where the ultimate parent company in Denmark is an investment management holding company or an investment management company, apply to the top financial holding company and the group. The first sentence applies only to investment management holding companies that do not have a subsidiary that is a credit institution, a mortgage credit institution, or a securities dealer company I. The parent company ensures compliance with these provisions. In the calculation of the group's capital base, cf. Section 126 a, paragraph 9, capital paid in by companies in the group that do not participate in the consolidated calculation for the group shall be deducted.

Paragraph 3. Paragraphs 1 and 2 do not apply to the ultimate parent company in Denmark that is part of a group where consolidation is carried out in accordance with Article 11, paragraphs 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Paragraph 4. For groups where the ultimate parent company in Denmark is a credit institution, a mortgage credit institution, an investment management holding company, or another financial holding company, where consolidation is carried out in accordance with Article 11, paragraphs 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, the rule in Article 92, paragraph 1, point c, and paragraph 2, point c, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions applies to the parent company. The first sentence applies only to investment management holding companies that have a subsidiary that is a credit institution, a mortgage credit institution, or a securities dealer company, covered by Article 4, paragraph 1, no. 1, point b, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, including as a result of a decision pursuant to Section 230 in the Act on Securities Dealers Companies and Investment Services and Activities.

Section 170 a. (Repealed)

Section 171. In groups where the parent company is a credit institution or a credit institution holding company, Section 124, paragraphs 1-5, and Sections 146, 147, 149, 150, 152, and 182 apply to the group. The calculation of the capital requirements in Section 124, paragraphs 1-5, shall be carried out in accordance with Part Two of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and to the extent and in the manner prescribed in Part One, Title II, Chapter 2, Section 2 and 3, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. The parent company ensures compliance with these provisions. In the calculation of the group's capital base, capital paid in by companies in the group that do not participate in the consolidated calculation for the group shall be deducted.

Section 172. In groups where the parent company is a mortgage credit institution or a mortgage credit institution holding company, Section 124, paragraphs 1-5, and Sections 146-147 and 182 additionally apply to the group. The calculation of the capital requirements in Section 124, paragraphs 1-5, shall be carried out in accordance with Part Two of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and to the extent and in the manner prescribed in Part One, Title II, Chapter 2, Section 2 and 3, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. The parent company ensures compliance with these provisions. In the calculation of the group's capital base, capital paid in by companies in the group that do not participate in the consolidated calculation for the group shall be deducted.

Section 173. (Repealed)

Section 174. In groups where the ultimate parent company in Denmark is an investment management holding company or an investment management company, Section 126 a, paragraphs 1, 7, and 8, Sections 146 and 147, and Article 395 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions apply to the group. The first sentence applies only to investment management holding companies that do not have a subsidiary that is a credit institution, a mortgage credit institution, or a securities dealer company I. The parent company ensures compliance with these provisions. In the calculation of the group's capital base, cf. Section 128, capital paid in by companies in the group that do not participate in the consolidated calculation for the group shall be deducted.

Paragraph 2. A consolidated calculation shall be carried out in accordance with the rules in paragraph 1 and Section 170, paragraph 2, between an investment management company that is itself a subsidiary of a credit institution, a mortgage credit institution, an investment management company, or a financial holding company, and the investment management company's subsidiary that is an administration company not subject to the legislation of a country within the European Union or in a country with which the Union has concluded an agreement in the financial field.

Paragraph 3. The Danish Financial Supervisory Authority may determine that paragraph 1 and Section 170, paragraph 2, apply in other cases where investment management companies alone or jointly have such a direct or indirect connection to a company that it is considered necessary to apply the aforementioned rules.

Section 175. The Danish Financial Supervisory Authority may determine that Article 395 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions applies to groups where the ultimate parent company in Denmark is a financial holding company that is not a securities dealer or investment management holding company, and which does not participate in a group where consolidation is carried out in accordance with Article 11, paragraphs 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Section 175 a. Groups where the ultimate parent company in Denmark is a financial holding company or a financial company shall report annually all exposures, cf. Section 5, paragraph 1, no. 14, that constitute more than 10 percent of the group's capital base.

Paragraph 2. The Danish Financial Supervisory Authority shall establish detailed rules for reporting pursuant to paragraph 1.

Paragraph 3. Paragraph 1 and rules issued pursuant to paragraph 2 do not apply to the ultimate parent company in Denmark that is part of a group where consolidation is carried out in accordance with Article 11, paragraphs 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Sections 175 b-175 e. (Repealed)

Special rules for groups with parent company in a country outside the European Union

Section 175 f. A credit institution or mortgage credit institution shall appoint a common intermediate parent company within the European Union if:
1) the company is part of a group whose parent company is located outside the European Union and outside a country with which the Union has concluded an agreement in the financial field,
2) the group has two or more credit institutions, mortgage credit institutions, or securities dealer companies located within the European Union or in a country with which the Union has concluded an agreement in the financial field, and
3) the group has assets with a total value of 40 billion euros or more in the European Union or in a country with which the Union has concluded an agreement in the financial field.

Paragraph 2. The Danish Financial Supervisory Authority may grant permission for the company to appoint two intermediate parent companies within the European Union if:
1) the parent company of the group referred to in paragraph 1, no. 1, is ordered to separate activities in the third country where the company is located, or
2) the competent resolution authority for the intermediate parent company has assessed that resolution would be more effective with two intermediate parent companies in the European Union.

Paragraph 3. An intermediate parent company must have permission as a credit institution or mortgage credit institution or be an approved financial holding company or mixed financial holding company, subject to paragraph 4.

Paragraph 4. A securities dealer company or an investment firm that has permission to provide or perform investment services and activities covered by Annex I, Section A, no. 3 or 6, of the Act on Securities Dealers Companies and Investment Services and Activities may be appointed as an intermediate parent company if the intermediate parent company is appointed pursuant to paragraph 2, no. 1.

Section 175 g. A parent company that is a financial holding company and is the ultimate parent company located in Denmark in the group shall be approved by the Danish Financial Supervisory Authority and the consolidating supervisory authority, where the consolidating supervisory authority is different from the Danish Financial Supervisory Authority, cf. paragraph 8, subject to paragraph 4. A parent company that is a financial holding company and is the ultimate parent company located in the Union in the group shall be approved by the Danish Financial Supervisory Authority as the consolidating supervisory authority and the competent authority in the member state where the holding company is located, cf. paragraph 8. Other financial holding companies shall be approved when they are covered by this Act or Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

and Council Regulation (EU) No 575/2013 on prudential requirements for credit institutions at the level of sub-consolidation.

Subsection 2. Approval is granted to a financial holding company if the following conditions are met:

1) The internal arrangements and the distribution of tasks within the group are appropriate with a view to fulfilling the requirements of this Act and of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions at consolidated or sub-consolidated level, and are in particular sufficient to
a) coordinate the financial holding company's subsidiaries, including, if necessary, through an appropriate distribution of tasks among credit institutions that are subsidiaries, b) prevent or manage conflicts of interest within the group, and c) enforce the group's policies established by the financial holding company throughout the group.

2) The organizational structure of the group in which the financial holding company is included does not prevent effective supervision of credit institutions that are subsidiaries or parent institutions, as regards the individual, consolidated and possibly sub-consolidated obligations to which they are subject. In this assessment, account is taken in particular of
a) the position of the financial holding company in a group with several levels, b) the ownership structure, and c) the role that the financial holding company has in the group.

3) The criteria in Section 14, subsection 2, and Sections 61a and 64 are met.

Subsection 3. If the conditions in subsection 2 are not met, the financial holding company is subject to appropriate supervisory measures, which may include:

1) Suspension of the exercise of voting rights attached to the shares of the financial holding company in credit institutions that are subsidiaries.
2) Prohibition addressed to the financial holding company or members of the management body.
3) Issuance of instructions or guidelines addressed to the financial holding company to transfer the capital interests in credit institutions that are subsidiaries to its shareholders.
4) Appointment on a provisional basis of another financial holding company or another institution within the same group as responsible for ensuring compliance with the requirements of this Act and of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions at consolidated level.
5) Restriction or prohibition of distributions or interest payments to shareholders.
6) Requirement that financial holding companies dispose of or restrict capital interests in credit institutions or other entities in the financial sector.
7) Requirement that financial holding companies submit a plan to immediately comply with the conditions in subsection 2 anew.

Subsection 4. Approval of the financial holding company according to subsection 1 is not required if the following conditions are met:

1) The main activity of the financial holding company consists of acquiring capital interests in subsidiaries.
2) The financial holding company is not designated as a resolution entity in accordance with the resolution strategy established by the relevant resolution authority.
3) A credit institution that is a subsidiary is designated as responsible for ensuring the group's compliance with supervisory requirements at consolidated level and has all the necessary resources and legal authority to fulfill these obligations in an effective manner.
4) The financial holding company does not participate in managerial, operational or financial decisions that affect the group or its subsidiaries that are credit institutions or financing institutions.
5) There are no obstacles to effective supervision of the group at consolidated level.

Subsection 5. If the conditions in subsection 4 are no longer met, the financial holding company must apply for approval.

Subsection 6. As part of the application for approval according to subsection 1, financial holding companies must inform Finanstilsynet and the consolidating supervisory authority, if it is not the same authority, of the following:

1) The organizational structure of the group in which the financial holding company is included, with clear indication of its subsidiaries and any parent companies as well as the location and type of activity that the individual entities carry out in the group.
2) Information on the nomination of at least two persons who carry out the actual management of the financial holding company, and compliance with the requirements in Section 64 regarding qualifications for a member of the board of directors or management.
3) Information on compliance with the criteria in Section 14, subsection 2, and Section 61a regarding shareholders and corporate participants, if the financial holding company has a real credit institution or bank as a subsidiary.
4) The internal organization and distribution of tasks within the group.
5) All other information that Finanstilsynet or the consolidating supervisory authority finds necessary to carry out assessments in accordance with subsections 2 and 4.

Subsection 7. Finanstilsynet continuously monitors as the consolidating supervisory authority compliance with the conditions referred to in subsection 2 or 4. Finanstilsynet shares relevant information connected therewith with the competent authority in the Member State where the financial holding company is located.

Subsection 8. If Finanstilsynet as the consolidating supervisory authority is different from the competent authority in the Member State where the financial holding company is located, a joint decision on approval or exemption from approval, cf. subsections 2 and 4, and on the supervisory measures in subsection 3 and 5 is taken. For this purpose, Finanstilsynet prepares, as the consolidating supervisory authority, an assessment of relevant matters referred to in subsections 2-4 and 7 and sends this assessment to the competent authority.

Subsection 9. Finanstilsynet and other supervisory authorities must, within 2 months after Finanstilsynet has made and sent its assessment mentioned in subsection 8, reach a joint decision, cf. however subsection 13. If a joint decision is reached, Finanstilsynet as the consolidating supervisory authority notifies the decision to the applicant.

Subsection 10. If no joint decision is reached within 2 months, Finanstilsynet refers the matter to the European Banking Authority, which makes a decision within 1 month after receipt of the referral. Finanstilsynet as the consolidating supervisory authority notifies this decision to the applicant.

Subsection 11. After the expiry of the period of 2 months, cf. subsection 9, or after a joint decision has been made, the matter can no longer be referred to the European Banking Authority.

Subsection 12. If a financial holding company cannot be approved, Finanstilsynet as the consolidating supervisory authority notifies the applicant of the reasons therefor. The reasons must be communicated to the applicant no later than 4 months after the supervisory authority's receipt of all the information necessary to take a position on the application for approval.

Subsection 13. However, a decision on whether to grant or refuse approval must be made in all cases within a period of 6 months after receipt of the application.

Subsection 14. Subsections 1-13 do not apply to investment management holding companies, cf. Section 5, subsection 1, no. 12.

Consolidation

Section 176. If an investment management company or a financial holding company holds, alone or together with other companies in the group, capital interests in a credit or financing institution that is not a subsidiary, and the credit or financing institution is operated jointly with other companies that are not part of the group, a pro rata consolidation of the company must be carried out in accordance with Sections 170 and 174 in relation to the group companies' share of equity and profit in the company in which the capital interest is held.

Subsection 2. If the investment management company's or the financial holding company's responsibility for the company is not limited to the shareholding or voting rights, a full consolidation must be carried out in accordance with Sections 170 and 174.

Subsection 3. Subsections 1 and 2 do not apply to the ultimate parent company in Denmark, which is part of a group where consolidation is carried out in accordance with Article 11, subsections 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Section 177. Insurance companies and insurance companies' subsidiaries and companies that are temporarily operated by financial companies must not be included in the consolidation in accordance with Sections 170 and 174. Finanstilsynet may, however, determine that these companies must be included.

Subsection 2. Banks, real credit institutions or financing institutions that are subsidiaries of insurance companies must be included in the consolidation in accordance with Section 170, if the ultimate parent company in Denmark is an investment management holding company.

Section 177a. In groups where the ultimate parent company is located in Denmark, and where the parent company is a bank, a real credit institution, a mixed holding company or a financial holding company that has at least one subsidiary that is a bank or a real credit institution, Sections 243a and 243c apply.

Subsection 2. If a parent company as mentioned in subsection 1 meets the conditions for Finanstilsynet to apply one or more of the injunctions mentioned in Sections 243a or 243c, Finanstilsynet must consult the other competent authorities in the supervisory college and notify the European Banking Authority before an injunction according to Sections 243a or 243c is imposed on the parent company.

Subsection 3. If Finanstilsynet as the consolidating authority receives a consultation as mentioned in Section 177b, subsection 1, according to subsection 1, Finanstilsynet must give its assessment of the intended injunction's impact on the group within 3 working days after receipt.

Subsection 4. If more than one competent authority in the supervisory college wishes to give one or more injunctions according to Sections 243a or 243c to a group covered by subsection 1, Finanstilsynet evaluates in cooperation with the other competent authorities in the supervisory college whether it is most appropriate to appoint the same temporary administrator, cf. Section 243c, for all affected companies or to coordinate the application of one or more injunctions in Section 243a on more than one company. Finanstilsynet and the other competent authorities in the supervisory college must strive to reach a joint decision no later than 5 working days after the consultation mentioned in subsection 2. If a joint decision is reached, Finanstilsynet sends this to the parent company.

Subsection 5. If no joint decision is reached no later than 5 working days after the consultation mentioned in subsection 2, cf. subsection 4, Finanstilsynet makes a decision on the application of one or more injunctions, cf. Sections 243a or 243c, against the parent company. Finanstilsynet notifies the parent company and the other relevant competent authorities in the supervisory college of this decision. Finanstilsynet must postpone the decision and decisions according to subsection 2, if one of the competent authorities in the supervisory college has brought the matter before the European Banking Authority, and must thereafter make a decision in accordance with the decision from the European Banking Authority.

Section 177b. In cases where one or more subsidiaries that are a bank or a real credit institution are subject to supervision by Finanstilsynet, but where another authority within the European Union or in countries with which the Union has concluded an agreement in the financial area is the consolidating authority for the relevant group, Finanstilsynet must, when the conditions for applying Sections 243a or 243c are met in relation to one or more subsidiaries, consult the consolidating authority before Finanstilsynet gives the subsidiary one or more injunctions according to Sections 243a or 243c. Finanstilsynet notifies the consolidating authority and the other competent authorities in the supervisory college of the decision.

Subsection 2. In a group where the consolidated supervision is not with Finanstilsynet, cf. subsection 1, Finanstilsynet may make a decision on the application of one or more injunctions, cf. Sections 243a or 243c, against a bank or a real credit institution that is subject to supervision by Finanstilsynet, if a joint decision as mentioned in Section 177a, subsection 4, second sentence, is not available within the deadline set in Section 177a, subsection 4, second sentence. Finanstilsynet notifies the bank or real credit institution of this decision. Finanstilsynet must postpone the decision, if the matter has been brought before the European Banking Authority, and must thereafter make a decision in accordance with the decision from the European Banking Authority.

Exemptions

Section 178. Finanstilsynet may in special cases exempt from the requirements in Sections 170 and 174.

Separation, disposal and intra-group transactions

Section 179. Finanstilsynet may order a parent company that owns capital interests in financial companies to separate the financial companies and financing institutions in a sub-group under a financial holding company, if

1) the group is structured in such a way that the parent company does not have to meet the solvency requirement in Section 170, Article 92, subsection 1, cf. Article 11, subsections 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions,
2) a member of the parent company's board of directors or management is subject to one of the circumstances in Section 64, subsection 1, no. 3-5, or
3) the structure otherwise complicates the performance of the supervisory tasks.

Section 180. Finanstilsynet may order that a financial holding company or an insurance holding company disposes of capital interests in a financial company, if

1) the parent company or the group does not meet the solvency requirement in Section 170 or Article 92, subsection 1, cf. Article 11, subsections 1 and 2, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions,
2) a member of the holding company's board of directors or management does not have sufficient experience to exercise the profession or position or is subject to one of the circumstances in Section 64, subsection 1, no. 3-5, or
3) the parent company counteracts sound and prudent management of the financial company.

Section 181. Finanstilsynet sets detailed rules for transactions entered into between a financial company and

1) companies that are directly or indirectly connected to the financial company as subsidiaries, associated companies or parent companies or as the parent company's associated companies and other subsidiaries,
2) companies or persons that are connected to the financial company through close links, cf. Section 5, subsection 1, no. 15, or
3) companies that are not covered by no. 1 and 2, where the persons in the companies' management are the same for the majority, or where the companies are subject to joint management in accordance with an agreement or articles of association provisions thereto.

Subsection 2. Intra-group transactions carried out in violation of the rules established pursuant to subsection 1 must be revoked, such that services are returned if possible, including that any security pledge ceases. Payments from the financial company that have been made in connection with intra-group transactions in violation of the rules established pursuant to subsection 1 must be refunded together with an annual interest on the amount corresponding to the interest rate set according to Section 5, subsections 1 and 2, in the Act on Interest and Other Matters Regarding Delayed Payment.

Section 182. A bank or a real credit institution must not, without permission from Finanstilsynet, have exposures to other companies within the same group, except for exposures to subsidiaries, cf. however Sections 182b-182f.

Subsection 2. A bank or a real credit institution must in other respects not have an exposure to companies or persons that directly or indirectly have decisive influence on the bank or real credit institution, or that are dominated by companies or persons with such influence.

Subsection 3. Finanstilsynet may exempt from subsection 2.

Subsection 4. For companies with state capital injection in accordance with the Act on State Capital Injection in Credit Institutions, permission according to subsection 1 presupposes that the company can prove that the exposure is not a consequence of the state capital injection and is not in conflict with Section 8, subsection 2, no. 7, in the Act on State Capital Injection in Credit Institutions.

Section 182a. For credit institutions that meet the criteria in Article 10 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, Section 124 applies only after a consolidated calculation.

Section 182b. Companies within a group that are either banks, real credit institutions, financing institutions, mixed holding companies or financial holding companies with at least one subsidiary that is a bank, a real credit institution or a financing institution, may with Finanstilsynet's permission, cf. subsection 3, enter into an agreement on intra-group financial support for one or more of the parties to the agreement, if one of the parties subsequently comes into a situation where the conditions for early intervention in Chapter 15a are met. An agreement on intra-group financial support must be compatible with the conditions set out in Section 182d.

Subsection 2. When entering into an agreement on intra-group financial support, cf. subsection 1, the companies that are parties to the agreement must act in their own interest. The agreement on intra-group financial support...

financial support shall set out principles for the calculation of the remuneration to be paid for transactions under the agreement.

Subsection 3. An application for permission to enter into an agreement on intra-group financial support, cf. subsection 1, shall be submitted to the Danish Financial Supervisory Authority (Finanstilsynet) by the parent company of the group, when the ultimate parent company within the European Union is under consolidated supervision of the Danish Financial Supervisory Authority. The application shall contain a draft of the intended agreement, information on which companies intend to participate in the agreement, and other information necessary for the Danish Financial Supervisory Authority's assessment of whether the agreement is compatible with the conditions set out in Section 182 d.

Subsection 4. The Danish Financial Supervisory Authority shall immediately forward the application for permission to enter into an agreement on intra-group financial support submitted in accordance with subsection 3 to the competent authorities for each of the subsidiary companies wishing to participate in the agreement, in order to reach a joint decision.

Subsection 5. The Danish Financial Supervisory Authority shall grant permission for the intended agreement in accordance with the procedures in subsections 7 and 8, if the agreement is assessed to be compatible with the conditions set out in Section 182 d for providing intra-group financial support.

Subsection 6. The Danish Financial Supervisory Authority may, in accordance with the procedures in subsections 7 and 8, prohibit the entry into the intended agreement on intra-group financial support, if the agreement is considered incompatible with the conditions set out in Section 182 d for providing intra-group financial support.

Subsection 7. The Danish Financial Supervisory Authority shall, after receiving the application mentioned in subsection 3, together with the authorities mentioned in subsection 4, reach a joint decision on the application within 4 months. If a joint decision is reached, the Danish Financial Supervisory Authority shall forward this to the company.

Subsection 8. If no joint decision is reached within the time limit of 4 months, cf. subsection 7, the Danish Financial Supervisory Authority shall make its own decision on the application. The Danish Financial Supervisory Authority shall inform the company and the authorities, cf. subsection 4, of the decision.

Subsection 9. The Danish Financial Supervisory Authority shall postpone the decision, if one of the authorities mentioned in subsection 4 has referred the matter to the European Banking Authority, and shall thereafter make a decision in accordance with the decision of the European Banking Authority.

Section 182 c. If the Danish Financial Supervisory Authority has granted permission for an agreement on intra-group financial support in accordance with Section 182 b, subsection 1, the agreement shall be approved by the shareholders in each of the companies wishing to participate in the agreement.

Subsection 2. The board of directors for each of the companies participating in the agreement on intra-group financial support shall annually report to the shareholders on the implementation of the decisions made pursuant to the agreement.

Section 182 d. A company, cf. Section 182 b, may only provide intra-group financial support in accordance with the agreement entered into, cf. Section 182 b, subsection 1, to another company that meets the conditions in Chapter 15 a on early intervention, when the following conditions are met:

1) It can reasonably be expected that the intra-group financial support will remedy the significant financial problems in the recipient company.
2) The intra-group financial support aims to preserve or restore the financial stability of the group as a whole or of one of the companies and is in the interest of the providing company.
3) The intra-group financial support is provided on market-based terms, including remuneration, cf. Section 182 b, subsection 2.
4) There is a reasonable prospect that the remuneration for the intra-group financial support will be paid, including that the loan will be repaid by the recipient company, if the support is provided in the form of a loan.
5) The provision of the intra-group financial support will not threaten the liquidity or solvency of the providing company.
6) The provision of the intra-group financial support will not pose a threat to financial stability, in particular in countries within the European Union or in countries with which the Union has concluded an agreement in the financial area, where the providing company is established.
7) The providing company meets the capital and liquidity requirements at the time of providing the intra-group financial support, and the provision of the support does not result in the requirements no longer being met, unless the Danish Financial Supervisory Authority or the competent authority in countries within the European Union or in countries with which the Union has concluded an agreement in the financial area, which is responsible for the supervision of the providing company, has given specific permission for this.
8) The providing company meets the requirements for large exposures set out in Part Four of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions at the time of providing the intra-group financial support, unless the competent authority in countries within the European Union or in countries with which the Union has concluded an agreement in the financial area, which is responsible for the supervision of the providing company, has given specific permission for the non-compliance.
9) The provision of the intra-group financial support does not change the possibilities for resolution of the providing company.

Section 182 e. The board of directors of the providing company shall make a decision to provide intra-group financial support in accordance with the agreement on this, if the conditions in Section 182 d are met. The board of directors of the recipient company shall make a decision to accept intra-group financial support in accordance with the agreement.

Subsection 2. The board of directors of the providing company shall, prior to providing intra-group financial support in accordance with an approved agreement on this, cf. Section 182 b, subsection 5, notify

1) the Danish Financial Supervisory Authority,

2) the consolidating supervisory authority, if this is not the Danish Financial Supervisory Authority,

3) the competent authority for the recipient company, if this is not covered by item 1 or 2, and

4) the European Banking Authority.

Subsection 3. Notification in accordance with subsection 2 shall contain the board's reasoned decision, cf. subsection 1, and detailed information on the intended intra-group financial support, including a copy of the agreement on intra-group financial support.

Subsection 4. The Danish Financial Supervisory Authority has from the time of receipt of the notification, cf. subsection 2, and receipt of the required information, cf. subsection 3, 5 working days to prohibit or restrict the intra-group financial support, if the Danish Financial Supervisory Authority assesses that the conditions in Section 182 d are not met.

Subsection 5. The Danish Financial Supervisory Authority's decision to accept, prohibit or restrict the intra-group financial support shall be communicated immediately to

1) the consolidating supervisory authority, if this is not the Danish Financial Supervisory Authority,

2) the competent authority for the recipient company, and

3) the European Banking Authority.

Subsection 6. If the Danish Financial Supervisory Authority does not prohibit or restrict the intra-group financial support within the deadline stated in subsection 4, intra-group financial support may be provided in accordance with the notification.

Subsection 7. The board's decision to provide intra-group financial support shall be sent to the authorities mentioned in subsection 2. The Danish Financial Supervisory Authority shall immediately inform the other members of the supervisory college and the members of the resolution college, if the Danish Financial Supervisory Authority has consolidated supervision of the group.

Section 182 f. A company that is a party to an agreement on intra-group financial support, cf. Section 182 b, shall publish on its website a description of the general conditions of the agreement as well as names and identification numbers in the form of CVR numbers for Danish companies that are parties to the agreement.

Subsection 2. Publication in accordance with subsection 1 shall take place at least once a year simultaneously with the publication of the annual report. Publication in accordance with subsection 1 shall also take place if there are significant changes to the agreement on intra-group financial support or to the company during the year. Articles 431-434 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions shall apply correspondingly.

Part VI
Annual Report, Audit and Use of the Year's Surplus
Chapter 13
Annual Report, Audit and Use of the Year's Surplus General Rules on Annual Report and Audit

Section 183. Financial companies and financial holding companies shall prepare an annual report, which consists of a management report, a management statement, and an annual accounts consisting of a balance sheet, an income statement, other comprehensive income, notes, including a statement of accounting policies, and a statement of changes in equity. When an annual accounts has been audited, the auditor's report forms part of the annual report. If a declaration on sustainability reporting has been issued, cf. Section 193 a, subsection 1, this shall form part of the annual report.

Subsection 2. The annual report shall be prepared in accordance with the rules in this chapter and rules issued pursuant to Section 196, cf. however subsections 3-6.

Subsection 3. Where provisions in this chapter or rules issued pursuant thereto regulate the same matters as the Council Regulation on the application of international accounting standards, cf. Article 4 of the Regulation, the provisions in this chapter or the rules issued pursuant thereto shall not apply to the consolidated accounts of the companies covered by Article 4 of the Regulation.

Subsection 4. Financial companies and financial holding companies that do not issue transferable securities admitted to trading on a regulated market in this country, in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area, may, regardless of subsection 2, choose to apply the standards mentioned in subsection 3 to their consolidated accounts.

Subsection 5. Financial companies that, pursuant to subsection 4, follow the standards mentioned in subsection 3, shall apply all approved standards in their consolidated accounts. Where provisions in this Act or provisions issued pursuant to Section 196 regulate the same matters as the standards, companies that, pursuant to subsection 4, apply the standards, shall apply the standards instead of the relevant provisions.

Subsection 6. The Danish Financial Supervisory Authority may set disclosure requirements for the companies that follow the standards mentioned in subsection 3.

Section 184. The board of directors and the management shall prepare the annual report for the company.

Subsection 2. Each individual management member is responsible for ensuring that the annual report is prepared in accordance with the legislation and any additional requirements for accounts in the articles of association or agreement. Furthermore, each individual member is responsible for ensuring that the annual accounts and any consolidated accounts can be audited in due time, and that the annual report can be approved in due time. Finally, each individual board member is responsible for ensuring that the annual report is submitted to the Danish Financial Supervisory Authority, cf. Section 194, subsection 1, and the Danish Business Authority, cf. Section 195, subsection 1, within the deadlines set in the legislation.

Subsection 3. Furthermore, each individual member of the responsible management bodies is responsible for

1) ensuring that the annual report can be audited and approved in due time, and

2) ensuring that any declaration on sustainability reporting can be issued, so that the annual report can be approved in due time.

Subsection 4. Each individual member of the highest management body is responsible for ensuring that the annual report is submitted to the Danish Financial Supervisory Authority, cf. Section 194, subsection 1, and the Danish Business Authority, cf. Section 195, subsection 1, within the deadlines set in the law.

Section 185. When the annual report has been prepared, all members of the board of directors and the management shall sign it and date the signature. They shall give their signature in connection with a management statement, where each individual member's name and function in relation to the company are clearly indicated, and in which they declare whether

1) the annual report has been prepared in accordance with the requirements of the legislation and any requirements in the articles of association or agreement,

2) the annual accounts and any consolidated accounts give a true and fair view of the company's and, if a consolidated accounts has been prepared, the group's assets and liabilities, financial position as well as the result, and

3) the management report contains a true and fair description of the development in the company's and, if a consolidated accounts has been prepared, the group's activities and economic affairs as well as a description of the most significant risks and uncertainties that the company or group may be affected by, and that any sustainability reporting has been prepared in accordance with the rules in this chapter and the rules issued pursuant to Section 193 a, subsection 6, and Section 196.

Subsection 2. If the annual report is signed digitally, cf. Section 6 b, the requirement in subsection 1 that the signature and the dating of the signature shall be given in connection with the management statement shall not apply. The signer's name shall, however, appear clearly in connection with the management statement.

Subsection 3. If the management has included supplementary reports in the annual report, the members of the board of directors and the management shall declare in the management statement whether the report gives a true and fair description within the framework of generally accepted guidelines for such reports.

Subsection 4. Even if a management member disagrees completely or partially with the annual report or has objections to its approval with the content that has been decided, the member cannot refrain from signing. The management member may, however, express their objections with a concrete and comprehensive justification in connection with their signature and the management statement.

Section 186. The annual accounts and any consolidated accounts shall give a true and fair view of the company's and group's assets and liabilities, financial position as well as the result. The management report shall contain a true and fair description of the matters covered by the report.

Subsection 2. If the application of the provisions in this Act or the rules issued pursuant to Section 196 is not sufficient to give a true and fair view as mentioned in subsection 1, additional information shall be given in the annual accounts or consolidated accounts.

Subsection 3. If the application of the provisions in this chapter or rules issued pursuant to Section 196 in special cases would conflict with the requirement in subsection 1, first sentence, they shall be departed from, so that this requirement is met. Such a departure shall be disclosed in the notes every year and always be justified concretely and comprehensively with information about the impact, including as far as possible the monetary impact, the departure has on the company's or group's assets and liabilities, financial position as well as the result.

Section 187. In order for the annual accounts and consolidated accounts to give a true and fair view, and for the management report to contain a true and fair description, cf. Section 186, the requirements in subsections 2 and 3 shall be met.

Subsection 2. The annual report shall be prepared in such a way that it supports the users of the accounts in their economic decisions. The users of the accounts referred to are persons, companies, organizations and public authorities etc., whose economic decisions are normally expected to be affected by an annual report, including current or future business participants, creditors, employees, customers, alliance partners, the local community, as well as grant-giving and fiscal authorities. The decisions referred to shall at least concern

1) the allocation of the user's own resources,

2) the management of the company's resources, and

3) the distribution of the company's resources.

Subsection 3. The annual report shall be prepared in such a way that it provides information on matters that are normally relevant to the users of the accounts, cf. subsection 2. The information shall also be reliable in relation to what the users of the accounts normally expect.

Section 188. The annual report shall be prepared according to the following basic assumptions:

1) It shall be prepared in a clear and understandable manner (clarity).
2) Account shall be taken of the real circumstances and not of formalities without real content (substance).
3) All relevant matters shall be included in the annual report, unless they are insignificant (materiality). If several insignificant matters are considered significant together, they shall, however, be included.
4) The operation of an activity is assumed to continue (going concern), unless it shall not or is not assumed to be able to continue. If an activity is wound up, classification and presentation as well as recognition and measurement shall be adapted to this winding up.
5) Any change in value shall be shown, regardless of the impact on equity and income statement (neutrality).
6) Transactions, events and changes in value shall be recognized when they occur, regardless of the time of payment (accrual basis).
7) Recognition methods and measurement bases shall be applied consistently to the same category of matters (consistency).
8) Each transaction, event and change in value shall be recognized and measured separately, and the individual matters shall not be offset against each other (gross value).

9) The opening balance for the financial year shall correspond to the closing balance for the preceding financial year (formal continuity).

Subsection 2. Presentation and classification, consolidation method, recognition method and measurement basis as well as the monetary unit used shall not be changed from year to year (real continuity). Change, however, may be made if this better achieves a true and fair view, or if the change is necessary as a result of a change in legislation or new rules issued pursuant to Section 196.

Subsection 3. The Danish Financial Supervisory Authority may, regardless of subsection 1, item 8, set rules on the obligation to offset.

Subsection 4. The provisions in subsection 1, items 6-9, and subsection 2 may be departed from in special cases. In such cases, Section 186, subsection 3, second sentence, shall apply correspondingly.

Section 189. Assets and liabilities of financial companies shall, unless otherwise specified pursuant to Section 196, be measured at fair value. Assets and liabilities shall be written up and down in accordance herewith, and write-ups and write-downs shall be recognized in the income statement, unless otherwise specified pursuant to Section 196.

Section 190. Supplementary reports, e.g. reports on knowledge and employees' matters (knowledge accounts), on environmental matters (green accounts), on the company's social responsibility (social accounts) and on the company's ethical objectives and follow-up thereon (ethical accounts) shall give a true and fair description within the framework of generally accepted guidelines for such reports. They shall meet the quality requirements in Section 187, subsection 3, and with the relaxations that follow from the nature of the matter, the basic assumptions in Section 188, subsections 1 and 2.

Subsection 2. The methods and measurement bases according to which the reports have been prepared shall appear from the supplementary reports.

Section 191. The financial year shall follow the calendar year.

Subsection 2. The first financial period may cover a shorter or longer period than 12 months, but at most 18 months.

Subsection 3. Parent companies and subsidiary companies shall ensure that the subsidiary company has the same financial year as the parent company, unless this is not possible due to circumstances beyond the control of the parent company and the subsidiary company.

Subsection 4. The Danish Financial Supervisory Authority may grant dispensation from the requirement in subsection 1 in special cases.

Section 192. Recognition, measurement and information in monetary units shall be carried out in Danish kroner or in euros. The Danish Financial Supervisory Authority may in rules issued pursuant to Section 196 specify that the amounts are stated in other foreign currencies that are relevant for the company or the company's group.

Section 193. The annual report shall be audited by the company's external auditors, cf. Section 199. The audit does not cover the management report and the supplementary reports that form part of the annual report, cf. Section 190. The auditor shall, however, issue an opinion on the management report.

Section 193 a. A company that is required to prepare sustainability reporting shall have the sustainability reporting accompanied by a declaration on sustainability reporting.

Subsection 2. Declaration in accordance with subsection 1 shall be issued by an auditor who is approved in accordance with the Auditors Act to issue declarations on sustainability reporting, or through an independent assurance provider who is registered in accordance with the Act on Independent Assurance Providers regarding Sustainability Reporting.

Subsection 3. Section 199, subsections 6-8 and 11, shall apply correspondingly with the necessary adaptations to the sustainability reporting.

Subsection 4. Sections 118 a, 144 and 145-149 b of the Companies Act shall apply with the necessary adaptations to the sustainability reporting.

Subsection 5. The board of directors may allow internal audit and deputy audit managers to perform work activities as a basis for the declaration on sustainability reporting, cf. subsection 1. The provisions in Section 199, subsection 10, shall apply correspondingly with the necessary adaptations to the work activities of internal audit and deputy audit managers in connection with the issuance of a declaration on sustainability reporting.

Subsection 6. The Danish Financial Supervisory Authority shall set rules on the implementation of the auditor's or the independent assurance provider's issuance of declarations on sustainability reporting. The Danish Financial Supervisory Authority may also set rules on internal audit, insofar as it concerns sustainability reporting.

Section 194. The annual report shall, in the form in which it is presented and approved by the board of directors, be submitted to the Danish Financial Supervisory Authority by digital communication without undue delay after the board meeting where the annual report is finally approved.

Subsection 2. The external auditor's audit protocol regarding the annual report as well as, for companies with an internal auditor, the internal audit manager's audit protocol regarding the annual report, shall be submitted to the Danish Financial Supervisory Authority by digital communication simultaneously with the submission of the annual report in accordance with subsection 1. If the external auditor does not keep an audit protocol regarding the annual report, other corresponding documentation shall be submitted.

Section 195. The approved annual report shall be submitted to the Danish Business Authority without undue delay after final approval and no later than 4 months after the end of the financial year. Companies that are required to prepare interim reports shall likewise submit the prepared interim report to the Danish Business Authority no later than 3 months after the end of the interim period.

Subsection 2. The submitted annual report shall at least contain the mandatory components as well as the full auditor's report or other declaration from the auditor or an independent assurance provider, cf. Section 193 a. If the company wishes to publish supplementary reports as mentioned in Section 190, these shall be submitted together with the mandatory components of the annual report, so that the mandatory components and the supplementary reports together appear as one document designated as "annual report".

Paragraph 3. An undertaking that is required to prepare a sustainability report and that, pursuant to other legislation, is obliged to have parts of its sustainability report verified by an accredited independent third party, shall make the report from the independent third party available on the undertaking's website.

Paragraph 4. The Danish Financial Supervisory Authority may, after consultation with the Danish Business Authority, lay down detailed rules on the submission of annual reports and interim reports to the Danish Business Authority and rules on the publication of annual reports and interim reports. Detailed rules may be laid down therein, including that annual reports and interim reports must be submitted digitally to the Danish Business Authority, and that communication in connection therewith must take place digitally.

Section 195 a. Subsidiaries and branches that are required to prepare a sustainability report on behalf of the ultimate parent undertaking or a foreign undertaking that is not subject to the legislation of the European Union or a country with which the Union has concluded an agreement in the financial field, shall submit the sustainability report and a declaration on sustainability reporting, issued by a legal or natural person authorised to issue such a declaration pursuant to the legislation of the country in question, to the Danish Business Authority no later than 12 months after the end of the financial year to which the sustainability report relates.

Paragraph 2. The undertakings referred to in paragraph 1 shall submit a declaration that the sustainability report has been prepared on the basis of the information available to the subsidiary or branch, if the ultimate parent undertaking or the foreign undertaking has not made the necessary information available for the preparation of the sustainability report. Any such declaration must be submitted to the Danish Business Authority no later than 12 months after the end of the financial year to which the sustainability report relates.

Paragraph 3. Subsidiaries and branches that are exempt from preparing a sustainability report themselves because the ultimate parent undertaking or the foreign undertaking has prepared a sustainability report, shall submit to the Danish Business Authority no later than 12 months after the end of the financial year to which the report relates, the sustainability report prepared by the ultimate parent undertaking or the foreign undertaking, together with a declaration on sustainability reporting issued by a legal or natural person authorised to issue such a declaration pursuant to the legislation of the country in question, or any declaration that the ultimate parent undertaking or the foreign undertaking has not issued a declaration on sustainability reporting.

Paragraph 4. The Danish Financial Supervisory Authority may, after consultation with the Danish Business Authority, lay down detailed rules on the submission of the sustainability report, the declaration on sustainability reporting and any declarations pursuant to paragraphs 2 and 3 to the Danish Business Authority.

Section 196. The Danish Financial Supervisory Authority lays down detailed rules for the annual report, including rules on the recognition and measurement of assets, liabilities, income and expenses, the preparation of the income statement and balance sheet, and requirements for notes and the management report.

Paragraph 2. The Danish Financial Supervisory Authority also lays down rules for consolidated accounts, including rules on when an annual report must include consolidated accounts, and which companies this must cover.

Paragraph 3. The Danish Financial Supervisory Authority may lay down rules for the preparation and publication of accounting reports covering periods shorter than the annual report.

Paragraph 4. The Danish Financial Supervisory Authority lays down rules on sustainability reporting, including rules on content and form.

Section 197. With a view to ensuring that the annual reports and sustainability reports of financial undertakings and financial holding companies prepared by subsidiaries and branches on behalf of the ultimate parent undertaking or a foreign undertaking that is not subject to the legislation of the European Union or a country with which the Union has concluded an agreement in the financial field, are in compliance with the rules in this chapter and the rules issued pursuant to Section 196, and that the consolidated accounts of financial undertakings covered by Article 4 of the Council Regulation on the application of international accounting standards are in compliance with the international accounting standards, the Danish Financial Supervisory Authority may:
1) provide guidance,
2) raise objections to breaches, and
3) order that errors be rectified and breaches be brought to an end.

Section 198. Financial undertakings and financial holding companies shall make regular accounting reports to the Danish Financial Supervisory Authority in accordance with forms and guidelines thereto prepared by the Danish Financial Supervisory Authority. The reports must be submitted to the Danish Financial Supervisory Authority in electronic form.

Paragraph 2. The Danish Financial Supervisory Authority may grant exemptions from Section 198, paragraph 1, second sentence.

Section 199. Financial undertakings and financial holding companies must have at least one state-authorised auditor, and this auditor must, if the audit concerns credit institutions or mortgage credit institutions, also be certified by the Danish Financial Supervisory Authority. If more than one auditor is elected or an auditor is appointed pursuant to the third sentence, the additional elected or appointed auditors must be state-authorised and, if the audit concerns credit institutions or mortgage credit institutions, the signing auditor or auditors must also be certified by the Danish Financial Supervisory Authority. The Danish Financial Supervisory Authority may in special cases appoint an additional auditor. This auditor shall function on the same terms and under the same rules as the auditors elected by the general meeting.

Paragraph 2. The auditors in a financial undertaking or in a financial holding company must also be auditors in the undertaking's subsidiaries. If a financial undertaking or a financial holding company has a subsidiary that is a credit institution or a mortgage credit institution, the elected signing auditors must be certified by the Danish Financial Supervisory Authority to audit these types of financial undertakings, cf. paragraph 1. However, it is sufficient that they are collectively certified to audit the individual types of financial undertakings in the group.

Paragraph 3. Paragraph 2 does not apply to parent undertakings and subsidiaries that are not established in Denmark.

Paragraph 4. The Danish Financial Supervisory Authority may withdraw an auditor's certification, cf. paragraph 1, first sentence, and thereby the right to audit the specific type of financial undertaking, and instead appoint another auditor, cf. paragraph 1, third sentence, until a new election has been made, if:
1) the auditor cannot, within a deadline set by the Danish Financial Supervisory Authority, document that it meets the requirements for certification, or
2) the Danish Financial Supervisory Authority finds that the auditor has not functioned satisfactorily, wholly or partly, and there is reason to assume that the person in question will not carry out the audit in a proper manner.

Paragraph 5. Auditors who, pursuant to paragraph 4, have their certification withdrawn, may demand that the Danish Financial Supervisory Authority's decision be brought before the courts. A request to this effect must be submitted to the Danish Financial Supervisory Authority within 4 weeks after the decision has been communicated to the person concerned. The request does not have suspensive effect, but the court may by order determine that the auditor in question may maintain their office as auditor for the specific type of financial undertaking during the proceedings. The Danish Financial Supervisory Authority brings the case before the courts within 4 weeks. The case is brought in accordance with the rules of civil procedure.

Paragraph 6. In the event of a change of auditor, the undertaking and the outgoing auditor must each provide a statement to the Danish Financial Supervisory Authority no later than 1 month after leaving office, if the change is due to special circumstances.

Paragraph 7. The Danish Financial Supervisory Authority may require the auditor and, for undertakings with an internal auditor, the head of internal audit, to provide information on matters in a financial undertaking, a financial holding company or such undertakings' subsidiaries.

Paragraph 8. The Danish Financial Supervisory Authority may arrange for an extraordinary audit in a financial undertaking, a financial holding company or such undertakings' subsidiaries. The financial undertaking may be ordered to pay for the execution of the audit. The Danish Financial Supervisory Authority approves the amount of the fee.

Paragraph 9. Sections 144-149 of the Companies Act on audit apply with the necessary adaptations to financial undertakings and financial holding companies that are not joint-stock companies.

Paragraph 10. The board of directors may not, cf. Section 80, paragraph 1, allow internal auditors and deputy internal auditors to perform audit tasks in undertakings outside the group. The board of directors may not also allow internal auditors and deputy internal auditors to perform other work than audit tasks in undertakings within the group or in undertakings within the same administrative community. The Danish Financial Supervisory Authority may in special cases grant exemptions from the first sentence.

Paragraph 11. The board of directors may not, cf. Section 80, paragraph 1, allow internal auditors and deputy internal auditors to take on offices that cause them to conflict with the rules on impartiality corresponding to those applied to external auditors for undertakings of public interest pursuant to the Auditor Act and Regulation (EU) No 537/2014 of the European Parliament and of the Council of 16 April 2014 on specific requirements regarding statutory audit of undertakings of public interest.

Paragraph 12. The Danish Financial Supervisory Authority lays down provisions on the implementation of audits in financial undertakings, financial holding companies and such undertakings' subsidiaries, including provisions on internal audit.

Paragraph 13. The Danish Financial Supervisory Authority lays down detailed provisions on the certification of auditors, cf. paragraphs 1 and 4.

Section 200. An external auditor and a head of internal audit must immediately notify the Danish Financial Supervisory Authority of any matter and any decision concerning the financial undertaking of which the auditor becomes aware in the course of performing the office of auditor, and which may:
1) constitute a significant breach of statutory provisions or regulations laying down the conditions for the grant of authorisation, or which specifically concern the undertaking's activities,
2) affect the undertaking's continued operation, or
3) lead to a refusal to sign the accounts or to a modification of the conclusion.

Paragraph 2. The duty to notify also covers any matter and any decision covered by paragraph 1, of which the external auditor and a head of internal audit become aware as auditor for an undertaking that has close links with the financial undertaking.

Section 200 a. (Repealed)

Special rules on the application of the year's profit in credit institutions

Section 201. A credit institution must make the provisions necessary according to the institution's financial position. The articles of association may prescribe an obligation to make provisions.

Section 202. The profit of a savings bank must be transferred to equity capital, except for amounts allocated to the employees of the savings bank as part of profit-sharing agreements, amounts that the representative body of the savings bank decides to use for the interest on the savings bank's guarantee capital, and amounts distributed to holders of hybrid core capital issued by the savings bank, if the guarantee capital or the hybrid core capital meets the conditions for being equity capital.

Paragraph 2. The representative body may, however, determine that amounts from the savings bank's annual profit are to be used for public benefit or charitable purposes. Such amounts may eventually be transferred to a special fund for later payment.

Paragraph 3. Transfer to the guarantee capital from the savings bank's other equity capital is prohibited.

Section 203. A decision on the distribution of the profit amount available to a cooperative bank after the annual accounts is made by the general meeting. The general meeting must not decide on the distribution of a higher dividend than proposed or approved by the board of directors.

Paragraph 2. The general meeting may decide that gifts are to be given from the cooperative bank's funds for public benefit or similar purposes, insofar as this is considered reasonable with regard to the intention of the gift, the cooperative bank's financial position and the circumstances in general. The board of directors may use amounts for the purposes mentioned in the first sentence, which are of minor significance in relation to the cooperative bank's financial position.

Part VII
Intervention in or termination of the financial undertaking
Chapter 14
Merger and Conversion
Merger

Section 204. A financial undertaking may not merge with another financial undertaking or a specific business part of another financial undertaking without the consent of the Minister for Industry, Business and Financial Affairs. The same applies when the continuing undertaking is a foreign undertaking.

Paragraph 2. A decision pursuant to paragraph 1 must be communicated to the applicant no later than 2 months after receipt of the application. If the application is incomplete, a decision must be communicated no later than 2 months after the applicant has submitted the information necessary to make the decision. A decision must in any case be made no later than 6 months after receipt of the application.

Paragraph 3. Permission pursuant to paragraph 1 may, among other things, be refused if the merger is contrary to significant public interest considerations.

Paragraph 4. Section 238, paragraph 2, Section 239, paragraph 2, Section 242, second sentence, Section 256, paragraph 2, Section 257, paragraph 2, Section 260, second sentence, Section 277, second sentence, Section 294, paragraph 2, and Section 297, second sentence, of the Companies Act do not apply to mergers covered by paragraph 1.

Section 205. The Minister for Industry, Business and Financial Affairs may lay down rules that the provisions concerning merger in chapters 15 and 16 of the Companies Act apply with the necessary adaptations to:
1) merger of cooperative and savings banks, and
2) merger of savings and cooperative banks with a limited liability company.

Section 206. No later than 1 month before the merger of a credit institution or a mortgage credit institution or a specific business part thereof, cf. Section 204, the credit institution or mortgage credit institution must inform depositors or investors thereof, if this has significance for the coverage of depositors and investors pursuant to Sections 9 and 10 of the Act on a Depositor and Investor Guarantee Scheme.

Paragraph 2. The Danish Financial Supervisory Authority may grant permission for a shorter period than that mentioned in paragraph 1, if the Danish Financial Supervisory Authority assesses that the interest in protecting business secrets or financial stability so requires.

Paragraph 3. Paragraphs 1 and 2 apply with the necessary adaptations to branches located in Denmark of credit institutions established in another country.

Conversion of savings banks and cooperative banks into joint-stock companies

Section 207. In savings banks that have been in operation since 1 January 1989, and in cooperative banks that have been in operation since 1 January 1995, the representative body or the general meeting may, pursuant to the rules in this chapter, decide that the savings bank or cooperative bank is dissolved without liquidation by transferring the assets and liabilities of the savings bank or cooperative bank as a whole to a joint-stock company owned or established by the savings bank or cooperative bank, which has authorisation to carry out credit institution business (savings bank joint-stock company/cooperative bank joint-stock company). Shares in the joint-stock company corresponding to the value of the contributed assets after deduction of the savings bank's or the individual cooperative bank's liabilities, cf. however Section 208, paragraph 2, are transferred in savings banks to a foundation, in cooperative banks to a foundation or an association. The foundations are considered to be business foundations. The associations are covered by the Act on Certain Business Undertakings, and the members of the associations must be shareholders in the joint-stock company.

Paragraph 2. A decision pursuant to paragraph 1 is made with the majority required for the dissolution of the savings bank or cooperative bank.

Paragraph 3. In the event of the dissolution of an association established pursuant to paragraph 1, which owns shares in a cooperative bank joint-stock company, the equity capital may not be distributed to the association's members.

Section 208. Sections 236-251 and 271-290 of the Companies Act apply with the necessary changes to the merger, cf. Section 207, paragraph 1, between the joint-stock company as the continuing company and the savings bank or cooperative bank as the dissolved company. Section 238, paragraph 2, Section 239, paragraph 4, and Section 242, second sentence, of the Companies Act do not apply.

Paragraph 2. The guarantors in the savings bank and the members in the cooperative bank must be offered either a conversion at market price of their guarantee certificates and membership certificates into shares in the joint-stock company, cash redemption or a combination thereof. If cash redemption is offered, this must take place before the merger plan is signed. Cash redemption of guarantee capital or membership capital is conditional on the conversion being carried out.

Paragraph 3. The merger plan mentioned in Section 237, paragraphs 1, 3 and 4, of the Companies Act must contain information and provisions on the rights accorded to the guarantors and members.

Paragraph 4. The Minister for Industry, Business and Financial Affairs must approve the merger pursuant to Section 204, paragraph 1.

Section 209. The foundations or associations established pursuant to Section 207, paragraph 1, which own shares in a savings bank joint-stock company or a cooperative bank joint-stock company, are managed by a board of at least 3 members. The boards of the foundations and associations mentioned in the first sentence must safeguard the interests of the foundation or association.

Paragraph 2. The following persons may not together or individually appoint or constitute a majority of the board of the foundation or association mentioned in paragraph 1:
1) Members of the board, the representative body or similar representative bodies and employees in the savings bank...

the savings bank joint-stock company or the cooperative joint-stock company, cf. Section 207, subsection 1.
2) Members of the board of directors, the representative assembly or similar representative bodies, and employees in the foundation's or association's subsidiaries or associated businesses.
3) Shareholders in the savings bank joint-stock company or the cooperative joint-stock company, if their voting rights, directly or indirectly, amount to at least 5 percent of the voting rights of the share capital, or if the nominal value, directly or indirectly, amounts to at least 5 percent of the share capital.
Subsection 3. The chairman of the board of directors in the savings bank joint-stock company or the cooperative joint-stock company may not simultaneously be a member of the board of directors for the foundations or associations mentioned in subsection 1.
Subsection 4. One member of and from the employee representatives of the savings bank joint-stock company or the cooperative joint-stock company shall be appointed to the board of directors of the foundations or associations mentioned in subsection 1, unless the rules on group representation in the Act on Business Foundations apply. The rules in the Companies Act on group representation shall apply correspondingly to the relevant member. Subsection 5. Foundations and associations covered by subsection 1 shall provide the Financial Supervisory Authority with the information necessary for the supervision's activities. Section 347, subsection 3, shall apply correspondingly. Subsection 6. The provisions in subsections 1-5 shall not apply if the savings bank joint-stock company or the cooperative joint-stock company has been dissolved pursuant to Sections 226 and 227 and the savings bank joint-stock company or the cooperative joint-stock company is not considered to be continued. When the savings bank joint-stock company or the cooperative joint-stock company has been dissolved and cannot be considered continued, the foundation is still considered a business foundation, cf. Section 207, subsection 1. The Danish Business Authority shall, as the foundation authority, approve the changes to the foundation's articles of association that are necessary according to the Act on Business Foundations. The same applies to associations, cf. Section 207, subsection 1, where the Danish Business Authority shall approve the changes to the association's articles of association that are necessary according to the Act on Certain Business Activities.
Section 210. (Repealed)
Section 211. In savings banks that have been in operation since January 1, 1989, the representative assembly may decide that the savings bank is dissolved without liquidation by transferring the savings bank's assets and liabilities as a whole to a joint-stock company owned or established by the savings bank, which has permission to conduct banking business, and that a restricted savings bank reserve corresponding to the value of the deposited assets after deduction of the savings bank's debt is created in the joint-stock company.
Subsection 2. Section 7, subsection 7, Sections 207 and 208 shall apply correspondingly.
Section 212. The restricted savings bank reserve, cf. Section 211, may be used to cover deficits that are not covered by amounts that can be used for dividends in the joint-stock company.
Subsection 2. In the event of the credit institution's termination, distribution to shareholders may only take place when the obligations under subsection 4 have been fulfilled.
Subsection 3. In the event of a merger with another credit institution, the continuing company assumes the savings bank reserve on the same terms that applied until the merger.
Subsection 4. In the event of the credit institution's termination, the savings bank reserve is used for public benefit or charitable purposes according to detailed rules set in the decision pursuant to Section 211.
Section 213. In addition to the provisions made in Section 201, 10 percent of the part of the year's profit that is not used to cover deficits from previous years shall be allocated annually to the restricted savings bank reserve, cf. Section 211. If the allocation would exceed a return on the savings bank reserve corresponding to the interest set in subsection 2 minus a proportional share of the year's corporate tax, only an amount corresponding to this return shall be allocated.
Subsection 2. The Financial Supervisory Authority sets rules for the calculation of the interest that applies pursuant to subsection 1.
Mortgage credit funds and mortgage credit associations that have been mortgage credit institutions
Section 214. Funds that have been mortgage credit institutions, and funds that are established in connection with the conversion of mortgage credit institutions into joint-stock companies, are covered by the Act on Business Foundations.
Subsection 2. Notwithstanding that a mortgage credit joint-stock company is dissolved pursuant to Sections 226 and 227 and is not considered to be continued, the fund, cf. subsection 1, is still considered a business foundation. Changes to the fund's articles of association that are necessary according to the Act on Business Foundations must be approved by the Danish Business Authority, which is the foundation authority.
Section 214 a. Associations that have been mortgage credit institutions are covered by the Act on Certain Business Activities, cf. the Act's Section 1 a.
Section 215. (Repealed)
Section 216. A fund or association that has been a mortgage credit institution, and a fund that is established in connection with the conversion of a mortgage credit institution into a joint-stock company, shall be managed by a board of at least 5 members if the fund or association owns the mortgage credit joint-stock company.
Subsection 2. The members of the association or the borrowers in the mortgage credit joint-stock company, respectively, the holders of mortgage credit bonds and other financial instruments issued by the mortgage credit joint-stock company, each elect one or more members of the board of directors in the fund or association covered by subsection 1. These members must together constitute more than half of the board. Members elected by the holders of mortgage credit bonds and other financial instruments may not constitute more than half of the board. Subsection 3. The following groups of persons may not together or individually appoint or constitute a majority of the board of directors for the fund or association mentioned in subsection 1:
1) Members of the board of directors, representative assemblies or similar representative bodies, and employees in the mortgage credit company.
2) Members of the board of directors, the representative assembly or similar representative bodies, and employees in the foundation's or association's subsidiaries or associated businesses.
3) Shareholders in the mortgage credit joint-stock company, if their voting rights, directly or indirectly, amount to at least 5 percent of the voting rights of the share capital, or if their shareholding in the mortgage credit joint-stock company has a nominal value that, directly or indirectly, amounts to at least 5 percent of the share capital.
Subsection 4. The chairman of the board of directors in the mortgage credit joint-stock company may not simultaneously be a member of the board of directors for the fund or association mentioned in subsection 1.
Subsection 5. If the fund or association mentioned in subsection 1 does not own other assets than mortgage credit bonds and similar or capital instruments issued by financial companies or financial holding companies in the group, which at the time of acquisition form part of the company's own capital or basic capital, subsections 3 and 4 do not apply. In such cases, at least 1 member of the board of directors in the fund or association may not simultaneously be a member of the board of directors for or employed by the mortgage credit company or in other companies in the group.
Section 217. (Repealed)
Section 218. (Repealed)
Section 219. In the event of the dissolution of an association that has been a mortgage credit institution, the equity capital may not be distributed to the association's members.
Section 220. Mortgage credit institutions that have been converted into joint-stock companies according to the encapsulation model may use the restricted fund reserve to cover deficits that are not covered by amounts that can be used for dividends in the joint-stock company.
Subsection 2. Upon the merger of the mortgage credit institution pursuant to Section 204, the continuing company assumes the fund reserve on the same terms that applied until the merger.
Subsection 3. In the event of the termination of the mortgage credit institution, the fund reserve is used for public benefit or charitable purposes according to detailed rules set in the conversion decision. Distribution to shareholders may only take place when the obligations in the first sentence have been fulfilled.
Section 221. Mortgage credit institutions that have been converted into joint-stock companies according to the encapsulation model shall allocate 10 percent of the year's profit that is not used to cover deficits from previous years to the fund reserve. If the allocation would exceed the return on the fund reserve corresponding to the interest that the Financial Supervisory Authority sets pursuant to Section 213, subsection 2, minus a proportional share of the year's corporate tax, only an amount corresponding to this return shall be allocated.
Section 222. (Repealed)
Chapter 15
Termination
Withdrawal of License
Section 223. The Financial Supervisory Authority may withdraw the license to conduct business as a credit institution, mortgage credit institution, and investment management company, as well as securities dealer, if the business so requests.
Section 224. The Financial Supervisory Authority may further withdraw the license to conduct business as a credit institution, mortgage credit institution, and investment management company,
1) if the financial business is guilty of serious or repeated violations of this Act, the Money Laundering Act, the Capital Markets Act, or the Act on Mortgage Loans and Mortgage Bonds and similar, regulations issued pursuant to these Acts, Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, regulations and rules issued pursuant to Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, regulations issued pursuant to Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, or Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments, or Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets,
2) if the financial business does not meet the requirements for obtaining a license, including the requirements in Chapter 3, cf. however Section 126 a, subsection 2, nos. 1 and 2, and Article 93, subsections 1 and 2, in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions,
3) if business as a financial business is not commenced within 12 months after the Financial Supervisory Authority has granted the business a license,
4) if financial business is not conducted for a period of more than 6 months, or
5) if the credit institution exclusively uses its license to perform activities covered by Section 5, subsection 1, no. 2, letter b, and for a period of 5 consecutive years has average total assets that lie below the thresholds set in Section 5, subsection 1, no. 2, letter b, no. i-iii.
Subsection 2. If an investment management company has a license as a securities dealer pursuant to the Act on Securities Brokerage Companies and Investment Services and Activities, the license as a securities dealer may be withdrawn if the conditions in subsection 1, nos. 1-4, are met.
Subsection 3. If a credit institution or mortgage credit institution has permission to issue covered bonds, the permission may be withdrawn if
1) the credit institution is guilty of serious or repeated violations of Sections 152 a-152 g or rules established pursuant to Section 16 a, subsection 4, or Section 152 h,
2) the mortgage credit institution is guilty of serious or repeated violations of Sections 33 a-33 e in the Act on Mortgage Loans and Mortgage Bonds and similar, or rules established pursuant to Section 16 a, subsection 4, in this Act or Section 33 f in the Act on Mortgage Loans and Mortgage Bonds and similar, or
3) the issuance of covered bonds has not commenced within 12 months after the Financial Supervisory Authority has granted the institution permission.
Subsection 4. If a credit institution or a mortgage credit institution does not meet the liquidity coverage requirement in Article 412, subsection 1, in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, and has not provided the prescribed liquidity within a deadline set by the Financial Supervisory Authority, the Financial Supervisory Authority may withdraw the license. The Financial Supervisory Authority may extend the deadline if the Financial Supervisory Authority deems this necessary. Subsection 5. The Financial Supervisory Authority may suspend an investment management company's license to conduct business if the conditions in subsection 1, nos. 1-4, are met.
Section 224 a. A credit institution or a mortgage credit institution is considered distressed or likely to become distressed if
1) the business violates, or if there are objective indicators to support that the business in the near future will violate, the requirements to maintain its license in a way that makes it possible for the Financial Supervisory Authority to withdraw the license pursuant to Section 224, subsection 1, no. 1 or no. 2, or Section 225, subsection 1, or Section 350, subsection 2,
2) there are objective indicators to support a finding that the business in the near future will be unable to pay its debts or other obligations as they fall due, and the Financial Supervisory Authority therefore can withdraw the license pursuant to Section 224, subsection 4, or
3) the business receives extraordinary financial support from the public, unless the support is given to avoid or remedy a serious disturbance in the Danish economy and to maintain financial stability and takes one of the following forms:
a) State guarantee to cover liquidity facilities made available by Danmarks Nationalbank. b) State guarantee for recently issued obligations. c) Provision of capital base or purchase of capital instruments to handle a capital shortage that has been identified in national stress tests or stress tests conducted at the EU level.
Subsection 2. A group is considered distressed or likely to become distressed when the group at consolidated level is in one of the situations mentioned in subsection 1.
Subsection 3. The Financial Supervisory Authority makes a decision that a credit institution, a mortgage credit institution, or a group is considered distressed, or likely to become distressed, after hearing Financial Stability.
Section 225. If a credit institution, mortgage credit institution, or investment management company does not meet the capital requirements in Article 92, subsection 1, and Articles 93, 97, and 500 in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, Section 124, subsections 3 and 6, and Section 126 a, subsections 2-7, and has not provided the prescribed capital within a deadline set by the Financial Supervisory Authority, the Financial Supervisory Authority must withdraw the license, cf. however subsections 2, 5, and 6.
Subsection 2. A credit institution or mortgage credit institution that meets the capital base requirement pursuant to Article 92, subsection 1, and the minimum capital requirement in Article 93 in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, but does not meet the individual solvency requirement established pursuant to Section 124, subsection 3, or Article 500 in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, must take the necessary measures to comply with this solvency requirement. The Financial Supervisory Authority may order the institution to take the necessary measures within a deadline set by the Financial Supervisory Authority, which may be extended. The Financial Supervisory Authority may continuously set additional measures if deemed necessary. The Financial Supervisory Authority may set a deadline pursuant to subsection 1 for fulfilling the individual solvency requirement established pursuant to Section 124, subsection 3, or Article 500 in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, after which the license is withdrawn pursuant to subsection 1 if the institution does not take the necessary measures in the second and third sentences. Subsection 3. If the provision of capital requires that the highest authority of the credit institution, mortgage credit institution, or investment management company is convened, the Financial Supervisory Authority may determine that the convening may take place with a shorter deadline than set in the articles of association. Subsection 4. If a group covered by Sections 171-174 does not meet the solvency requirement in the relevant provisions, and has not provided the prescribed capital within a deadline set by the Financial Supervisory Authority, the Financial Supervisory Authority may withdraw the credit institution's, mortgage credit institution's, or investment management company's license, cf. however subsections 5 and 6. Subsection 5. The Financial Supervisory Authority sets the deadline in subsections 1, 2, and 4 taking into account the nature of the case and the specific circumstances. The deadline may be extended if the Financial Supervisory Authority deems it necessary. Subsection 6. The Financial Supervisory Authority may refrain from withdrawing the license pursuant to subsections 1, 2, and 4, when the consideration of appropriate crisis management or resolution speaks for it. Resolution
Section 226. When the Financial Supervisory Authority withdraws a credit institution's, mortgage credit institution's, or investment management company's license pursuant to Section 223, Section 224, subsections 1, 2, and 5, and Section 225, the business must be resolved, and other business may not be commenced until the resolution is completed.
Subsection 2. When the Financial Supervisory Authority withdraws the license pursuant to Section 224, subsection 2, the business that the investment management company no longer has permission to conduct must be resolved. The Financial Supervisory Authority may set a deadline within which the resolution must be carried out.
Section 227. Resolution, cf. Section 226, takes place by liquidation or bankruptcy or by merger pursuant to Section 204. If the resolution takes place in another manner, the Financial Supervisory Authority must approve the form, content, and implementation of the resolution.
Section 227 a. The Financial Supervisory Authority must, in the event of the resolution of a credit institution that issues covered bonds, cooperate with Financial Stability to ensure the preservation of the rights and interests that investors in covered bonds have, including by at minimum supervising the ongoing and prudent management of the covered bond program during the resolution process.
Section 228. The Financial Supervisory Authority may set a deadline for the adoption of a decision on liquidation pursuant to Section 217 in the Companies Act. If the deadline is exceeded, the Financial Supervisory Authority may decide that the financial business must enter liquidation.
Subsection 2. A decision on the resolution of a financial business must be immediately notified to the Financial Supervisory Authority.
Sections 229-230 a. (Repealed)
Special rules on liquidation and bankruptcy
Section 231. A credit institution, mortgage credit institution, or investment management company is liquidated by one or more liquidators appointed by the Minister of Industry, Business and Financial Affairs. One of the liquidators must be a lawyer.
Section 232. The Financial Supervisory Authority may suspend a financial business's articles of association during the liquidation.
Subsection 2. Accounts prepared in connection with liquidation must be submitted to the Financial Supervisory Authority.
Section 233. A request for bankruptcy of a financial business that is under liquidation may only be submitted by the liquidators or the Financial Supervisory Authority.
Section 234. The Financial Supervisory Authority may submit a bankruptcy request when a financial business becomes insolvent. The Financial Supervisory Authority's decision to submit a bankruptcy request cannot be appealed pursuant to Section 372.
Subsection 2. Notwithstanding Section 17, subsection 2, in the Bankruptcy Act, credit institutions or mortgage credit institutions that do not fulfill their obligations regarding subordinated capital taken up as hybrid core capital or as supplementary capital instruments are not considered insolvent. The same applies to other financial businesses covered by this Act, if they do not fulfill their obligations regarding subordinated capital taken up as hybrid core capital or as liable loan capital. Subsection 3. After the issuance of the bankruptcy decree, the district court appoints one or more trustees after consultation with the Financial Supervisory Authority. One of the trustees must be a lawyer.
Section 234 a. (Repealed)
Section 235. The Financial Supervisory Authority has the right to participate in meetings in the creditors' committee and in the bankruptcy assemblies. Draft final accounts and final distribution in the bankruptcy estate are submitted by the trustee to the Financial Supervisory Authority for comment before the trustee submits it to the district court.
Section 236. If a savings bank or a cooperative bank is declared bankrupt, the trustee notifies the Danish Business Authority and the Financial Supervisory Authority of the beginning and end of the bankruptcy.
Section 237. (Repealed)
Reconstruction proceedings
Section 238. The Financial Supervisory Authority may submit a request for reconstruction proceedings of financial businesses when the interests of depositors, bondholders, investors, or policyholders so dictate.
Subsection 2. A request for reconstruction proceedings pursuant to subsection 1 is accompanied by the Financial Supervisory Authority's proposal for who should be appointed as the reconstructeur and trustee during the reconstruction proceedings, as well as a declaration from the relevant parties that they are willing to do so and meet the conditions in Section 238 of the Bankruptcy Act.
Section 239. (Repealed)
Section 240. The provisions in this Act or in rules issued pursuant to this Act regarding the powers of the Minister of Industry, Business and Financial Affairs and the Financial Supervisory Authority and the duties of financial businesses towards the Minister of Industry, Business and Financial Affairs and the Financial Supervisory Authority apply with the necessary adaptations to such businesses that are under reconstruction proceedings or dissolution.
Section 241. Chapter 14 in the Companies Act applies with the necessary adaptations to savings banks and cooperative banks.
Section 242. The Minister of Industry, Business and Financial Affairs sets rules with a view to fulfilling EU legal rules on the resolution and liquidation of credit institutions and insurance companies.
Section 242 a. (Repealed)
Section 243. The Financial Supervisory Authority may, according to the procedures set out in EU legal rules on this matter, prohibit a foreign credit institution, financing institution, or investment management company covered by Section 30, subsection 1, and Section 31, subsection 1, with domicile in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area, from conducting business in this country through a branch or by providing services in this country. The Financial Supervisory Authority may prohibit the businesses mentioned in the first sentence from conducting business as mentioned in the first sentence if the business has grossly or repeatedly violated provisions in this Act, rules issued pursuant to the Act, or other legislation directed at the credit institution, financing institution, or investment management company, and it has not been possible to bring the violation to an end by order or sanctions under this Act.
Chapter 15 a
Early Intervention
Special rules for credit institutions and mortgage credit institutions
Section 224 a. If a credit institution or a mortgage credit institution violates or it is predominantly probable that the business in the near future will violate the requirements set out in this Act, rules issued pursuant to the Act, or Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, Title II in Directive 2014/65/EU on markets in financial instruments, or Articles 3-7, 14-17, and 24-26 in Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments as a result of a significant or rapid deterioration in the business's financial situation, the Financial Supervisory Authority may order the business to take one or more of the measures in subsections 2 and 3

within a deadline set by the Financial Supervisory Authority. The Financial Supervisory Authority may extend the deadline if deemed necessary.

Subsection 2. The Financial Supervisory Authority may, pursuant to subsection 1, order the undertaking to:
1) initiate or update its recovery plan, prepared in accordance with Sections 71 a and 71 b,
2) prepare and submit an action plan to the Financial Supervisory Authority,
3) convene the undertaking's highest authority,
4) one or more members of the board of directors or management shall resign their positions, pursuant to Section 64,
5) prepare and submit a plan for negotiations on the restructuring of the undertaking's debt,
6) change its business strategy,
7) change its legal or operational structure, and
8) contact potential buyers with a view to preparing a resolution of the undertaking.

Subsection 3. In convening the undertaking's highest authority, pursuant to subsection 2, item 3, the Financial Supervisory Authority sets the agenda. Sections 90 and 91 of the Companies Act do not apply to convenings under the first sentence. If an undertaking fails to comply with an order under subsection 2, item 3, the Financial Supervisory Authority may, on behalf of the undertaking, convene the undertaking's highest authority and set the agenda for this. Sections 89-91 and 93 of the Companies Act do not apply to convenings under the third sentence.

Section 243 b. The Financial Supervisory Authority may order one or more members of the board of directors or management of a credit institution or a mortgage credit institution to resign their positions, if the undertaking's financial situation deteriorates significantly or if there are one or more serious breaches of financial legislation.

Subsection 2. The Financial Supervisory Authority may use subsection 1 if the orders in Section 243 a are not considered sufficient to restore the undertaking's financial situation.

Subsection 3. Appointment of a new management, board of directors, or members thereof must be made in accordance with this Act, rules issued pursuant to the Act, the Companies Act, rules issued pursuant to the Companies Act, and the undertaking's articles of association.

Temporary Administrator

Section 243 c. The Financial Supervisory Authority may order a credit institution or a mortgage credit institution to appoint one or more temporary administrators, pursuant to subsection 2 or 3, if the credit institution's or mortgage credit institution's financial situation deteriorates significantly or if there are one or more serious breaches of financial legislation and it is assessed that an order under Section 243 b is not sufficient to restore the undertaking's financial situation.

Subsection 2. The Financial Supervisory Authority may, pursuant to subsection 1, order the undertaking to:
1) the temporary administrator takes over the entire board of directors, or
2) the temporary administrator assists the board of directors in its work.

Subsection 3. The provisions of this Act and the Companies Act concerning an undertaking's board of directors apply with the necessary adjustments to a temporary administrator who takes over the board of directors, pursuant to subsection 2, item 1.

Subsection 4. At the time of the appointment of a temporary administrator who takes over the entire board of directors, the board of directors resigns, and the temporary administrator is granted signing and representation rights in accordance with Section 135 of the Companies Act and the undertaking's articles of association.

Subsection 5. No later than at the time of the order, pursuant to subsection 1, the Financial Supervisory Authority must have established the detailed framework for the temporary administrator's work, including which decisions the temporary administrator must submit to the Financial Supervisory Authority for approval. Convening the undertaking's highest authority always requires the Financial Supervisory Authority's prior approval. The Financial Supervisory Authority may continuously change the framework for the temporary administrator's work if the Financial Supervisory Authority deems it necessary to restore the undertaking's financial situation. The Financial Supervisory Authority may decide that the temporary administrator must report to the Financial Supervisory Authority.

Subsection 6. A temporary administrator is appointed for a period of up to 1 year. This period may be extended by the Financial Supervisory Authority in special cases. The Financial Supervisory Authority must justify an extension to the undertaking's shareholders. A temporary administrator, pursuant to subsections 2 and 3, may be dismissed by the Financial Supervisory Authority at any time. Section 82 of this Act and Section 120 of the Companies Act do not apply to a temporary administrator who takes over the entire board of directors, and the undertaking's highest authority cannot dismiss a temporary administrator. Section 121, subsection 1, of the Companies Act does not apply to the temporary administrator, who must give the Financial Supervisory Authority notice of at least 2 months before a planned withdrawal.

Subsection 7. The Financial Supervisory Authority ensures that the temporary administrator is impartial and possesses the necessary competencies to perform the task.

Subsection 8. A temporary administrator who, in the performance of their duties, intentionally or grossly negligently causes loss to the undertaking, must compensate for this loss. The same applies when the damage is caused to shareholders or third parties. The Financial Supervisory Authority cannot be held liable for the temporary administrator's actions and omissions under the general rules of Danish law on compensation.

Subsection 9. The provision in Section 117 applies correspondingly to a temporary administrator.

Subsection 10. The Financial Supervisory Authority may set detailed rules regarding the temporary administrator.

Section 243 d. An order from the Financial Supervisory Authority pursuant to Sections 243 a-243 c does not in itself constitute a ground for satisfaction or insolvency proceedings as defined in Section 5, item 7, of the Capital Markets Act, provided the undertaking in question continues to fulfill the contract's material obligations, including payment and delivery obligations and requirements for security provision.

Subsection 2. If the undertaking in question continues to fulfill the contract's material obligations, including payment and delivery obligations and requirements for security provision, an order pursuant to Sections 243 a-243 c or measures directly connected thereto will not in itself entitle the undertaking's contractual partner to:
1) terminate, suspend, amend, net or set off against the contract,
2) take possession of, exercise control over or seek satisfaction in any asset belonging to the undertaking, or
3) exercise influence on the undertaking's contractual rights otherwise.

Subsection 3. Subsections 1 and 2 apply correspondingly to contracts entered into by a subsidiary, provided the parent undertaking or another undertaking in the group guarantees or supports the subsidiary's obligations, and to contracts entered into by a group-affiliated undertaking, which contain provisions on cross-default.

Subsection 4. Subsections 1-3 apply correspondingly where an order corresponding to an order under Sections 243 a-243 c has been initiated in a country outside the European Union, with which the Union has not concluded an agreement in the financial area.

Chapter 16
Crisis Management

Section 244. The Minister for Business Affairs must establish a Valuation Board, pursuant to Section 245, which in connection with a tax-free merger or transfer of assets between credit institutions, due to a credit institution no longer meeting the requirements in Article 92, subsection 1, and Articles 93 and 500 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, or being in close risk thereof, may determine the tax value on the merger date of the loans and guarantees etc. in the distressed credit institution. Correspondingly, the Board may make a decision on the tax value of loans and guarantees etc. at the time of transfer in connection with a taxable transfer, where the transfer takes place as part of the resolution of a distressed credit institution. The Board may only make a decision upon request from one of the involved credit institutions.

Section 245. The Valuation Board must consist of 3 members. The Minister for Business Affairs appoints the Board's members and substitutes in agreement with the Minister for Taxation. The members and substitutes are appointed for 4 years.

Subsection 2. The Board's chairman must represent legal, economic or accounting expertise, and the other members must have special expertise in the valuation of assets and liabilities.

Subsection 3. The Minister for Business Affairs sets detailed rules regarding payment for the Board's decisions.

Subsection 4. The Board must make a decision no later than 5 days after the Board has received a sufficient basis for a decision.

Subsection 5. The Board's decisions cannot be brought before a higher administrative authority and must be taken as the basis by the tax authorities for assessment.

Subsection 6. The Minister for Business Affairs may, in agreement with the Minister for Taxation, set rules for the Board's operations.

Section 245 a. A credit institution and a mortgage credit institution as well as subsidiaries thereof must, upon request from the Financial Supervisory Authority or Finansiel Stabilitet, submit the necessary summaries and information to the Financial Supervisory Authority and Finansiel Stabilitet:
1) for use in an assessment of whether the undertaking is distressed or expected to be distressed, pursuant to Section 224 a,
2) for use in exercising the powers in Sections 243 a-243 c, or
3) for use in exercising the write-down and conversion power, pursuant to Section 272.

Subsection 2. The summaries and information mentioned in subsection 1 must be submitted no later than 12 hours after the close of business. Series balances for mortgage credit institutions must, however, be submitted no later than 24 hours after the close of business.

Subsection 3. A credit institution and a mortgage credit institution must have effective processes and systems that ensure that the submission of information pursuant to subsection 1 can be made within the deadlines set in subsection 2, and that restructuring and resolution, pursuant to the Act on Restructuring and Resolution of Certain Financial Undertakings, can be carried out effectively.

Subsection 4. The Financial Supervisory Authority may order a credit institution and a mortgage credit institution to prepare a register of financial contracts entered into by the undertaking.

Subsection 5. Subsections 1-3 apply with the necessary adjustments to mixed holding companies, financial holding companies and financing institutions, if the financing institution is one subsidiary of a credit institution, a mortgage credit institution, a financial holding company, a mixed holding company or a credit institution authorized in a country within the European Union or in a country with which the Union has concluded an agreement in the financial area, and the financing institution is subject to supervision of the parent undertaking on a consolidated basis. The first sentence only applies to financial holding companies that have at least one subsidiary that is a credit institution or a mortgage credit institution.

Subsection 6. The Financial Supervisory Authority may, after consultation with Finansiel Stabilitet, set detailed rules on which summaries and information the undertaking must provide, including requirements for the register of financial contracts, and which measures and systems are necessary to ensure this, rules on measures and systems necessary to ensure effective implementation of restructuring and resolution, pursuant to the Act on Restructuring and Resolution of Certain Financial Undertakings, and derogations from subsections 1-3.

Section 245 b. Credit institutions, mortgage credit institutions, mixed holding companies and financial holding companies must notify the Financial Supervisory Authority of the names and identification numbers (CVR numbers) of Danish undertakings that are financing institutions, which are subsidiaries of the undertakings in question, and which are included in the Financial Supervisory Authority's consolidated supervision of the group. The first sentence only applies to financial holding companies that have at least one subsidiary that is a credit institution or a mortgage credit institution.

Subsection 2. Subsection 1 applies correspondingly to financing institutions located in Denmark, which are subsidiaries of the undertakings referred to in subsection 1, but where the consolidated supervision of the group is located in another country within the European Union or countries with which the Union has concluded an agreement in the financial area.

Section 245 c. The Financial Supervisory Authority must assess whether a credit institution is able to repay a deposit, if the Financial Supervisory Authority is satisfied that the credit institution has not paid out a deposit directly connected to the credit institution's financial situation, which has become due for payment.

Subsection 2. The assessment must be made as soon as possible and no later than 5 working days after it has been established to the Financial Supervisory Authority that a deposit covered by subsection 1 has not been repaid.

Subsection 3. The Financial Supervisory Authority immediately notifies the Deposit Guarantee Fund if the Financial Supervisory Authority establishes that a credit institution cannot repay a deposit for reasons directly connected to the credit institution's financial situation, and the credit institution has no immediate prospect of becoming able to repay the deposit.

Section 246. If a credit institution does not meet the capital requirement in Section 124, subsections 3 and 6, and Article 92, subsection 1, Article 93 and 500 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, and a deadline has been set by the Financial Supervisory Authority for the restoration of capital, pursuant to Section 225, subsection 1, the board of directors may convene the credit institution's highest authority with 3 days' notice to decide on necessary measures to fulfill the Act's requirements pursuant to Section 124, subsections 3 and 6, and Article 92, subsection 1, Article 93 and 500 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. For credit institutions that are limited liability companies and whose shares are admitted to trading on a regulated market, the notice must, regardless of the articles' provisions on this, be at least 3 weeks.

Subsection 2. The credit institution's board of directors may, in the situation mentioned in subsection 1, transfer the credit institution's business entirely or partially to another credit institution, subject to Section 204, subsection 1, regarding the Minister for Business Affairs' approval. The agreement on the transfer must be conditional on this approval. The board of directors must simultaneously convene the credit institution's highest authority, pursuant to subsection 1. The board of directors must report on the credit institution's situation and the agreement entered into at the general meeting or, in savings banks, at the representative body's meeting. If a decision is made at the general meeting or, in savings banks, at the representative body's meeting on other measures that imply that the credit institution meets the capital requirement in Section 124, subsections 3 and 6, and Article 92, subsection 1, Article 93 and 500 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, or on liquidation on terms that the Financial Supervisory Authority can approve, the agreement on transfer mentioned in the second sentence is annulled.

Subsection 3. The convening is sent to all known shareholders, partners or, in savings banks, members of the representative body. Simultaneously, there must be public convening in accordance with Section 67.

Subsection 4. No later than 24 hours before the holding of the general meeting or, in savings banks, the representative body's meeting, the agenda and the complete proposals must be made available for review by the shareholders, partners or, in savings banks, members of the representative body at the credit institution's head office. For convening to a general meeting in credit institutions that are limited liability companies and whose shares are admitted to trading on a regulated market, pursuant to subsection 1, second sentence, Sections 95-98 of the Companies Act apply.

Subsection 5. A decision on measures pursuant to subsection 1 can regardless of Sections 106 and 107 of the Companies Act always be made with two-thirds of the represented capital. If half of the share capital is represented at the general meeting, a decision on measures can be made with a simple majority. In savings banks and cooperative banks, where the cooperative bank has statutory voting restrictions or corresponding articles of association voting restrictions, a decision on measures pursuant to subsection 1 can always be made with two-thirds of those present, in savings banks, members of the representative body and in cooperative banks, partners.

Subsection 6. The procedures mentioned in subsections 1-5 apply regardless of the articles' provisions on this.

Section 247. If the credit institution has lost its equity capital, or is insolvent, or may be expected to become insolvent, the board of directors may transfer the credit institution's business entirely or partially to another credit institution, subject to Section 204, subsection 1, regarding the Minister for Business Affairs' approval.

Subsection 2. The board of directors must simultaneously invite shareholders, partners or, in savings banks, members of the representative body to an informational meeting regarding the disposition. This meeting must be held no later than 8 days after the decision, and the necessary costs thereof are borne by the taking-over credit institution, which has the right to participate in the meeting.

Subsection 3. The procedures mentioned in subsections 1 and 2 apply regardless of the articles' provisions on this.

Section 247 a. If the Financial Supervisory Authority withdraws a credit institution's authorization pursuant to Section 224, subsection 1, item 1 or 2, submits an application for bankruptcy pursuant to Section 234, subsection 1, or the credit institution is declared bankrupt upon application by others, the Financial Supervisory Authority makes a decision that the credit institution's repayment to holders of special covered bonds issued by the credit institution is taken under administration. The Financial Supervisory Authority may also, in situations covered by Section 224, subsection 3, item 1, make a decision that the credit institution's repayment to holders of special covered bonds issued by the credit institution is taken under administration. The Financial Supervisory Authority simultaneously appoints an administrator to jointly with any co-administrators manage the administration of the repayment to holders of special covered bonds.

Subsection 2. When a credit institution's repayment to holders of special covered bonds issued by the credit institution is taken under administration, the Financial Supervisory Authority must ensure that the decisions on the initiation of the administration and the appointment of the administrator are registered or otherwise published in the Danish Business Authority. The administration estate must furthermore notify the borrowers that future payments regarding the individual borrower's services on the loan can only be made to the administration estate with releasing effect.

Para. 3. The administration estate is an independent legal entity.

Para. 4. The administrator must meet eligibility requirements corresponding to the requirements for trustees and the like in Section 238, subsections 1 and 2, of the Bankruptcy Act. The administrator and any co-administrators may not be the same person as the trustee in a bankruptcy estate under the Banking Act. The administrator and any co-administrators may not be employed in the same company as the trustee.

Para. 5. The administrator may appoint one or more co-administrators with insight into matters relevant to the administration.

Para. 6. Remuneration for the administrators and other expenses in connection with the administration are paid by the administration estate. The amount of remuneration is determined through negotiation with the Danish Financial Supervisory Authority.

Para. 7. The administration estate is subject to the supervision of the Danish Financial Supervisory Authority. Section 152 h, items 4 and 6, apply to the administration estate.

Para. 8. The provisions of this Act concerning the powers of the Minister for Business and the Danish Financial Supervisory Authority and the obligations of financial businesses towards the Minister for Business and the Danish Financial Supervisory Authority apply to the administration estate with the necessary adjustments.

Para. 9. If the administrator and any co-administrators do not already have liability insurance that is considered sufficient to cover the administration estate's liability for errors and omissions in the administration of the estate, the administrator must immediately after appointment take out such insurance.

Para. 10. The administrator must immediately after appointment, by taking out a standard surety insurance or in another similar manner, secure the estate against loss. The size of the security must at all times correspond to 1 percent of the value of the assets, but maximum 100 million DKK. In the period until an assessment of the value of the registered assets has been made pursuant to Section 247 b, subsection 3, the security must be calculated based on an estimated value by the administrator. The expense for surety insurance is borne as an estate expense.

Section 247 b. Upon the commencement of the administration, the registered assets, cf. Section 152 g, subsection 1, must immediately be transferred to the administration estate. The administration estate, through the administrator, must be entitled to dispose of these assets. As far as fund assets are concerned, this must be registered in a securities central, as far as rights to real estate are concerned, this must be registered in the land register, and as far as ships are concerned, this must be registered in a ship register.

Para. 2. If a credit institution is declared bankrupt, the trustee must immediately transfer the assets mentioned in subsection 1 to the administrator.

Para. 3. The administrator must have the registered assets valued in accordance with rules established pursuant to Section 152 h, item 2.

Para. 4. The credit institution continues to be liable for there being the necessary assets in the register, despite this being placed under administration. If it is established during the valuation pursuant to subsection 3 that the value of the registered assets does not correspond to the value of the bonds, financial instruments, and loans pursuant to Section 152 b, subsection 1, for which the assets serve as security, the administrator must bring a claim against the credit institution for fulfillment of the register, so that the value of the assets corresponds to the value of bonds, financial instruments, and loans. Similarly, the administrator must bring a claim against the credit institution for fulfillment of the register if it is established at a point in time during the administration that there is an under-coverage in the register. If the administrator transfers the whole or part of the register, the buyer cannot bring new claims against the credit institution if further under-coverage arises after the transfer. If only part of the register is transferred, the credit institution continues to be liable for any under-coverage in the remaining part of the register. If the credit institution has been declared bankrupt, the provisions of Section 247 d apply.

Para. 5. If it is established during the valuation of the registered assets that the administration estate is insolvent, the administrator must file a petition for bankruptcy. The administrator must also file a petition for bankruptcy if the administrator subsequently establishes that the administration estate is insolvent. The administration estate is insolvent if it cannot fulfill its obligations as they fall due, unless the illiquidity is assumed to be merely temporary.

Para. 6. The administration estate cannot be concluded before the estate's obligations pursuant to Section 247 a and the registered assets covered by this section have been transferred, cf. Section 247 g, a petition for bankruptcy has been filed and the bankruptcy proceedings have been concluded, or all the bonds for which the assets in the register serve as security have been redeemed, and the financial instruments have been settled. If there are surplus funds in the estate at the conclusion, these must be returned to the credit institution or the credit institution under bankruptcy, cf. Section 247 d, subsection 4.

Para. 7. If a credit institution is declared bankrupt after the administration has begun, the bankruptcy has no effect on the administration estate.

Para. 8. The administrator must manage the assets received from the credit institution and may demand that all material necessary for the administration be handed over by the credit institution, possibly with the help of the bailiff.

Section 247 c. If a credit institution is declared bankrupt, or if a credit institution does not comply with the obligation to provide supplementary security pursuant to Section 152 a, subsection 2, this cannot be invoked by the holders of the special covered bonds or by lenders pursuant to Section 152 b, subsection 1, as a cause for early redemption of payment obligations. It also does not deprive the borrowers, if loans were granted on the basis of the special covered bonds, of their possible right to make full or partial redemption of the loan in accordance with the redemption terms applicable to the loan.

Section 247 d. If a credit institution is declared bankrupt, the assets in the register, including financial instruments, calculated after deduction of expenses for the administrator, are used to pay claims from the holders of the special covered bonds and counterparties on the financial instruments, for which the registered assets and agreements form the basis. Thereafter, loans that the credit institution has borrowed pursuant to Section 152 b, subsection 1, are covered. Surplus funds enter the bankruptcy estate, cf. Section 32 of the Bankruptcy Act.

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Para. 2. The individual holders of special covered bonds, counterparties on the financial instruments, and lenders pursuant to Section 152 b, subsection 1, cannot make claims against the estate. On the other hand, the administrator on behalf of the administration estate may register claims against the estate for what is estimated to be missing to satisfy the holders of the special covered bonds, counterparties on the financial instruments, and lenders pursuant to Section 152 b, and claims for interest that has accrued on the aforementioned claims from the delivery of the bankruptcy decree, so that the bondholders, counterparties on the financial instruments, and lenders pursuant to Section 152 b can be satisfied.

Para. 3. If the funds in the register are insufficient to satisfy the holders of the special covered bonds and counterparties on the registered financial instruments, as well as to cover debt that the credit institution has borrowed pursuant to Section 152 b, subsection 1, the administrator may at the conclusion of the administration estate register uncovered residual claims in the credit institution's bankruptcy estate as simple claims.

Para. 4. Any surplus funds in a register cannot be transferred to other registers but must be transferred to the bankruptcy estate.

Para. 5. Set-off from a creditor as referred to in Section 42 of the Bankruptcy Act cannot take place to satisfy a claim that belongs to the credit institution and concerns loans borrowed on the basis of special covered bonds issued by the credit institution.

Section 247 e. Proceeds from loans that credit institutions have borrowed pursuant to Section 152 b, subsection 1, and which do not form part of a register, must in the event of the credit institution's bankruptcy serve to cover holders of the special covered bonds and counterparties on the financial instruments in the register to which the loans were borrowed. Any surplus funds must be paid out to the lender.

Section 247 f. Holders of bonds that have lost the designation special covered bonds, cf. Section 152 a, subsection 5, first sentence, and counterparties on the registered agreements on financial instruments, for which the registered assets and agreements form the basis, retain the bankruptcy law status that is assigned to holders of special covered bonds and financial counterparties, cf. Section 247 d, subsection 1, first sentence. The same applies to loans that the credit institution has borrowed pursuant to Section 152 b, subsection 1.

Para. 2. Any residual claims are registered by the administrator in the credit institution's bankruptcy estate as simple claims.

Para. 3. The provisions of Section 152 a, subsection 1, first sentence, Sections 152 b-152 h, and Sections 247 a-247 e apply correspondingly to bonds that have lost the designation special covered bonds, cf. Section 152 a, subsection 5, and financial instruments linked thereto.

Section 247 g. The administrator must, after the registered assets have been valued, cf. Section 247 b, subsection 3, work for the estate's obligations pursuant to Section 247 a and registered assets covered by Section 247 b to be transferred to a credit institution that has been granted permission in a country within the European Union or in a country with which the Union has concluded an agreement in the financial area, and which has permission to issue special covered bonds as defined in Annex VI, Part 1, points 68-71, of the Directive on access to the activity of credit institutions.

Para. 2. If the administrator cannot transfer the estate's obligations pursuant to Section 247 a and the registered assets covered by Section 247 b, the administrator must continue to operate the administration estate in accordance with the terms in Section 247 h, unless the conditions for filing a petition for bankruptcy are present, cf. Section 247 b, subsection 5. The administrator must, however, continue to work for transfer pursuant to subsection 1.

Para. 3. Transfer of the whole or part of the estate's obligations pursuant to Section 247 a and registered assets covered by Section 247 b to another credit institution, cf. subsection 1, must be approved by the Minister for Business. This does not apply, however, if only individual assets are disposed of pursuant to Section 247 h, subsection 3.

Para. 4. Unless the Minister for Business on the existing basis finds that the transfer should not be approved, the Danish Financial Supervisory Authority must publish a statement on the intended transfer in the Official Gazette and in nationwide newspapers. The statement must contain an invitation to the affected bondholders to notify the Danish Financial Supervisory Authority in writing within a deadline set by the Danish Financial Supervisory Authority, which must not be shorter than 1 month, that they have objections to the transfer. The administrator must simultaneously send notice of the intended transfer and the statement to the bondholders whose addresses the administrator knows.

Para. 5. After the expiry of the deadline in subsection 4, the Minister for Business makes a decision, taking into account the objections raised, on whether the register can be transferred in accordance with the proposal submitted.

Para. 6. The transfer cannot be invoked by the owners of the special covered bonds as a cause for early redemption of payment obligations.

Section 247 h. The administrator may issue bonds for refinancing special covered bonds that are maturing. The bonds are named refinancing bonds and may not be named special covered bonds. The refinancing bonds obtain security in the asset mass in the administration estate in the same way as the special covered bonds they replace. The administrator may not issue refinancing bonds if there is not expected to be sufficient funds in the estate after the issuance to pay interest and installments to holders of special covered bonds, any refinancing bonds, and counterparties on financial instruments. The administrator may also enter into agreements on financial instruments for risk hedging purposes.

Para. 2. The administrator may borrow short-term loans to cover temporary liquidity deficits in the administration estate arising from the lack of temporal coincidence between payments to the estate from borrowers and payments from the estate to bondholders. The proceeds from such loans may only be used to pay interest and installments to the owners of the special covered bonds and any refinancing bonds.

Para. 3. The administrator may sell assets from the estate to use for covering temporary liquidity deficits in the administration estate arising from the lack of temporal coincidence between payments to the estate from borrowers and payments from the estate to bondholders. The sale of assets can only take place to a limited extent and at a minimum price set in advance.

Para. 4. If the administrator finds that the possibilities in subsections 1-3 are not sufficient and full timely redemption of the holders of special covered bonds cannot take place, the administrator must postpone the maturity date of the special covered bonds in accordance with Section 152 b, subsections 4-6.

Section 247 i. If the administration estate is placed under bankruptcy proceedings, the estate is processed in accordance with the rules of the Bankruptcy Act, cf. however subsection 2.

Para. 2. The assets in the administration estate, including financial instruments, calculated after deduction of expenses for the administrator, are used in equal proportion to pay claims from the holders of the special covered bonds, counterparties on the financial instruments, for which the registered assets and agreements form the basis, holders of any refinancing bonds issued by the administrator pursuant to Section 247 h, subsection 1, and coverage of loans that the administration estate has borrowed pursuant to Section 247 h, subsection 2. Surplus funds enter the bankruptcy estate, cf. Section 32 of the Bankruptcy Act.

Sections 248-258. (Repealed)

Chapter 17
Resolution Planning
Resolution Plans

Section 259. The Danish Financial Supervisory Authority must prepare, adopt, and maintain a resolution plan for a credit institution and a mortgage credit institution, cf. however Section 260. The resolution plan is adopted by the Danish Financial Supervisory Authority upon recommendation from the Danish Financial Stability Council. The resolution plan must
1) contain the resolution measures that are assessed to be usable in the event of the company's resolution, cf. Section 12 of the Act on Restructuring and Resolution of Certain Financial Businesses,
2) take into account relevant scenarios, including that a company's collapse may be due to specific conditions in the company or be a consequence of a period of general financial instability, including events that affect the entire financial system,
3) contain an analysis of how and when a company on the conditions set out in the plan can request the use of central bank facilities and identify the assets that are expected to be regarded as security, and
4) contain models for how the resolution tools and powers referred to in the Act on Restructuring and Resolution of Certain Financial Businesses can be used on the company.

Para. 2. The resolution plan for mortgage credit institutions must not assume the use of bail-in, cf. Section 2, item 4, of the Act on Restructuring and Resolution of Certain Financial Businesses.

Para. 3. The Danish Financial Supervisory Authority may prepare, adopt, and maintain a simplified resolution plan. The simplified resolution plan is adopted by the Danish Financial Supervisory Authority upon recommendation from the Danish Financial Stability Council.

Para. 4. The Danish Financial Supervisory Authority must maintain the resolution plan, cf. subsections 1 and 3, at least once a year. The resolution plan is adopted by the Danish Financial Supervisory Authority upon recommendation from the Danish Financial Stability Council. The Danish Financial Supervisory Authority may decide to deviate from the requirement to maintain the resolution plan at least once a year.

Para. 5. The Danish Financial Supervisory Authority must maintain the resolution plan regardless of subsection 4 when there have been changes in the company in question, including changes in the company's legal or organizational structure, business activities, or economic conditions, which necessitate a change in the company's resolution plan. The resolution plan is adopted by the Danish Financial Supervisory Authority upon recommendation from the Danish Financial Stability Council.

Para. 6. The Danish Financial Supervisory Authority may prepare, adopt, and maintain a group resolution plan, cf. Section 260, for a credit institution that is affiliated with a central counterparty and which is wholly or partially exempt from the supervisory requirements in accordance with Article 10 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Para. 7. In preparing and maintaining a resolution plan pursuant to subsection 1 for a systemically important financial institution and a global systemically important financial institution, cf. Sections 308 and 310, the Danish Financial Supervisory Authority must consult Danmarks Nationalbank on the content of the resolution plan.

Para. 8. The Danish Financial Supervisory Authority and the Danish Financial Stability Council must consult any resolution authorities in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial area, where significant branches are located, on the resolution plan.

Para. 9. The Danish Financial Supervisory Authority must send the final resolution plan to the Danish Financial Stability Council after adoption pursuant to subsection 1. For institutions covered by subsection 7, the resolution plan is also sent to Danmarks Nationalbank.

Para. 10. The Minister for Business may set detailed rules on the preparation, content, and maintenance of resolution plans, as well as the division of work between the Danish Financial Supervisory Authority and the Danish Financial Stability Council.

Section 259 a. A credit institution, a mortgage credit institution, or a fund brokerage company I, for which a resolution plan has been prepared pursuant to Section 259, subsection 1, must immediately inform the Danish Financial Supervisory Authority of significant changes in the company in question, including changes in the company's legal or organizational structure, business activities, or economic conditions.

Section 260. The Danish Financial Supervisory Authority must prepare, adopt, and maintain a group resolution plan for groups where the ultimate parent company is in Denmark, and where the parent company is a credit institution, a mortgage credit institution, a mixed holding company, or a financial holding company. The group resolution plans are adopted by the Danish Financial Supervisory Authority upon recommendation from the Danish Financial Stability Council and in cooperation with the resolution authorities for the subsidiaries and after consultation with any resolution authorities and competent authorities in other countries within the European Union

June 9, 2025. 76 No. 650.

or in countries with which the Union has concluded an agreement in the financial area, where significant branches are located. The first sentence applies only to financial holding companies that have at least one subsidiary that is a credit institution or a mortgage credit institution.

Subsection 2. A group resolution plan must contain concrete measures for the resolution of the group as a whole and for the resolution of the undertakings and branches included in the group. The group resolution plan must identify the resolution entities and resolution groups in the relevant group. An intermediate financial holding company that directly or indirectly owns subsidiaries of a mixed-activity holding company is a resolution entity.

Subsection 3. The group resolution plan must be drawn up in such a way that its implementation does not cause a negative and disproportionately large impact on a country within the European Union or on a country with which the Union has concluded an agreement in the financial area.

Subsection 4. Section 259 applies mutatis mutandis to group resolution plans.

Subsection 5. Finanstilsynet forwards information received for the purpose of drawing up the group resolution plan to:
1) The European Banking Authority,
2) Finansiel Stabilitet,
3) the resolution authorities of the subsidiaries,
4) the resolution authorities in the countries where significant branches are located,
5) the relevant competent authorities, cf. Articles 115 and 116 of Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, and
6) the resolution authorities in other countries within the European Union or in countries with which the Union has concluded an agreement in the financial area, where a financial holding company or a mixed-activity holding company is established.

Subsection 6. Finanstilsynet and Finansiel Stabilitet, together with the resolution authorities of the subsidiaries, assess whether the group resolution plan meets the requirements set out in subsections 2-4 with a view to reaching a joint decision on the group resolution plan within 4 months after Finanstilsynet has forwarded the information referred to in subsection 5.

Subsection 7. Finanstilsynet makes a decision on the group resolution plan no later than 4 months after Finanstilsynet has forwarded information in accordance with subsection 5, if Finanstilsynet and the resolution authorities of the subsidiaries have not reached a joint decision, cf. subsection 6. Finanstilsynet notifies the parent undertaking and the resolution authorities of the subsidiaries of the decision. If the resolution authority of a subsidiary has referred the matter to the European Banking Authority before the expiry of the 4-month period, Finanstilsynet postpones its decision until the decision from the European Banking Authority is available. Finanstilsynet must thereafter make a decision in accordance with the decision from the European Banking Authority. If the European Banking Authority has not made a decision no later than 1 month after the matter was referred, Finanstilsynet makes a decision on the group resolution plan.

Subsection 8. The Minister for Business Affairs may lay down further rules on the drawing up, content and maintenance of group resolution plans as well as the division of work between Finanstilsynet and Finansiel Stabilitet.

Section 260 a. Finanstilsynet draws up, adopts and maintains a resolution plan, cf. Section 259, subsection 1, if Finanstilsynet and Finansiel Stabilitet disagree on the proposal for a group resolution plan from the group resolution authority, and if the group resolution authority and the resolution authorities of the subsidiaries have not reached a joint decision on the group resolution plan no later than 4 months after the group resolution authority has forwarded information received for the purpose of drawing up the group resolution plan. The first sentence applies when Finanstilsynet and Finansiel Stabilitet are the resolution authority for a subsidiary in a group where the top parent undertaking is in another country within the European Union or in a country with which the Union has concluded an agreement in the financial area.

Subsection 2. Finanstilsynet notifies the other members of the resolution college that Finanstilsynet has adopted a resolution plan in accordance with subsection 1.

Subsection 3. If a resolution authority has referred the matter to the European Banking Authority before the expiry of the 4-month period, Finanstilsynet postpones its decision under subsection 1 until the decision from the European Banking Authority is available. Finanstilsynet must thereafter make a decision in accordance with the decision from the European Banking Authority. If the European Banking Authority has not made a decision no later than 1 month after the matter was referred, Finanstilsynet makes a decision on the resolution plan.

Section 261. Finanstilsynet may order an undertaking or a parent undertaking to assist in the drawing up and maintenance of the undertaking's or the group's resolution plan, cf. Sections 259 and 260, including ordering the undertaking or the parent undertaking to submit all relevant information.

Section 261 a. Finanstilsynet may lay down further rules on the requirement for a credit institution and a mortgage credit institution to draw up a register of financial contracts entered into by the undertaking.

Assessment of resolution options

Section 262. Finanstilsynet and Finansiel Stabilitet assess, in connection with the drawing up of the resolution plan, cf. Section 259, whether there are significant obstacles to the resolution of an undertaking.

Subsection 2. For a systemically important financial institution and a global systemically important financial institution, cf. Sections 308 and 310, Finanstilsynet consults Danmarks Nationalbank regarding the assessment made by Finanstilsynet and Finansiel Stabilitet under subsection 1.

Subsection 3. Finanstilsynet and Finansiel Stabilitet must consult any resolution authorities in other countries within the European Union or countries with which the Union has concluded an agreement in the financial area, where significant branches are located, regarding the resolution plan.

Section 263. Finanstilsynet and Finansiel Stabilitet assess, in connection with the drawing up of the group resolution plan, cf. Section 260, whether there are significant obstacles to the resolution of a group.

Subsection 2. If the group includes a systemically important financial institution or a global systemically important financial institution, cf. Sections 308 or 310, Danmarks Nationalbank must be consulted regarding the assessment under subsection 1.

Subsection 3. The assessment under subsection 1 must be carried out in cooperation with the resolution authorities for the subsidiaries and after consulting the competent authorities for the subsidiaries and the resolution authorities in the countries where significant branches are located, if relevant for the branch in question.

Power to remedy and remove obstacles to resolution

Section 264. If Finanstilsynet and Finansiel Stabilitet, in the assessment of the resolution options for an undertaking, cf. Section 262, find that there are significant obstacles to the resolution of the undertaking in question, Finanstilsynet notifies the undertaking in writing and any resolution authorities in other countries within the European Union or countries with which the Union has concluded an agreement in the financial area, where significant branches are located, thereof.

Subsection 2. The undertaking must, no later than 4 months after receiving a notification in accordance with subsection 1, cf. however subsection 3, submit to Finanstilsynet proposals for possible measures with a view to remedying or removing the significant resolution obstacles resulting from the notification.

Subsection 3. The undertaking must submit to Finanstilsynet proposals for possible measures and a timetable for the implementation of these measures no later than 2 weeks after the undertaking has received a notification in accordance with subsection 1, with a view to remedying or removing the significant resolution obstacle in cases where the resolution obstacle is due to:
1) the undertaking being in a situation covered by Section 269 a, subsection 1,
2) the undertaking not meeting the requirement for write-down eligible liabilities, cf. Section 266, or
3) the undertaking, if it is a global systemically important financial institution (G-SIFI) or part of a G-SIFI, not meeting the requirement for write-down eligible liabilities, cf. Article 92a, cf. Article 494 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Subsection 4. Finanstilsynet and Finansiel Stabilitet assess whether the undertaking's proposals for possible measures in accordance with subsections 2 and 3 effectively remedy or remove the significant resolution obstacles. If Finanstilsynet and Finansiel Stabilitet assess that the undertaking's proposals effectively remedy or remove the significant resolution obstacles, the proposals will be binding on the undertaking.

Subsection 5. If Finanstilsynet and Finansiel Stabilitet assess that the measures proposed by an undertaking in accordance with subsection 2 or 3 do not effectively remedy or remove the significant resolution obstacles, Finanstilsynet may:
1) order the undertaking to review agreements on intra-group financial support or to reconsider the absence thereof and to draw up intra-group service agreements or service agreements with third parties to cover critical functions,
2) order the undertaking to limit its maximum individual and aggregate exposures,
3) in specific cases or on a regular basis by order require additional information relevant in connection with resolution,
4) order the undertaking to divest certain assets,
5) order the undertaking to limit or cease existing or planned activities,
6) limit or prevent the development of new or existing business areas or the sale of new or existing products,
7) order that the undertaking or a subsidiary controlled by the undertaking either directly or indirectly be simplified through changes to its legal or operational structure to ensure that critical functions can be separated legally and operationally from other functions by the use of resolution tools,
8) order the undertaking to establish a financial holding company,
9) order the undertaking to submit a plan for meeting the requirement for write-down eligible liabilities and the combined capital buffer requirement,
10) order the undertaking to issue write-down eligible liabilities to meet the requirements in Section 266,
11) order the undertaking to take other measures to comply with the requirement for write-down eligible liabilities in accordance with Section 266,
12) order the undertaking to change the maturity profile of
a) capital instruments and b) write-down eligible liabilities or
13) order the mixed-activity holding company to establish a separate financial holding company to take over the management of the undertaking, if this is necessary to facilitate resolution and to avoid that the use of the resolution tools and powers following from Chapter 4 of the Act on Restructuring and Resolution of Certain Financial Undertakings has negative consequences for the non-financial part of the group.

Subsection 6. The undertaking must, within 1 month after notification of the order in accordance with subsection 5, submit to Finanstilsynet a plan for compliance therewith.

Subsection 7. The requirement for Finanstilsynet and Finansiel Stabilitet to draw up resolution plans is suspended as a result of the notification referred to in subsection 1, until the measures, cf. subsections 2 and 3, or the orders, cf. subsection 5, have been implemented.

Subsection 8. The Minister for Business Affairs may lay down further rules on the orders listed in subsection 5 and the use thereof.

Section 264 a. If Finanstilsynet, after consulting Finansiel Stabilitet, finds that there are obstacles to the resolution of an undertaking because other credit institutions or mortgage credit institutions hold write-down eligible liabilities in the undertaking, Finanstilsynet must order the credit institution or mortgage credit institution to limit its maximum individual and aggregate exposures in the undertaking.

Subsection 2. Subsection 1 does not apply in cases where the credit institution or mortgage credit institution is part of the same resolution group as the undertaking.

Section 265. If Finanstilsynet and Finansiel Stabilitet, in an assessment of the resolution options for a group, cf. Section 263, find that there are significant obstacles to the resolution of the group in question, Finanstilsynet, after a proposal from Finansiel Stabilitet, in cooperation with the European Banking Authority and after consulting the competent authorities, draws up and submits a report to:
1) the parent undertaking,
2) Finansiel Stabilitet,
3) the resolution authorities of the subsidiaries and
4) the resolution authorities in the countries where significant branches are located, if relevant for the branch in question.

Subsection 2. Section 264 applies mutatis mutandis to groups.

Subsection 3. The report in accordance with subsection 1 must:
1) analyze significant obstacles to the effective use of resolution tools and the exercise of resolution powers in relation to the group and its resolution groups, cf. Chapter 4 of the Act on Restructuring and Resolution of Certain Financial Undertakings,
2) contain considerations regarding consequences for the undertaking's business model and
3) recommend proportionate and targeted orders, which in Finanstilsynet's assessment are necessary or suitable to remedy or remove the obstacles in question.

Subsection 4. The parent undertaking may, no later than 4 months after receiving the report drawn up in accordance with subsection 1, submit comments and proposals for alternative changes or orders to remedy or remove the obstacles pointed out in the report from Finanstilsynet to Finanstilsynet. Finanstilsynet forwards the parent undertaking's comments and proposals to Finansiel Stabilitet, the European Banking Authority and the authorities mentioned in subsection 1, items 3 and 4.

Subsection 5. Finanstilsynet, together with Finansiel Stabilitet, reviews the parent undertaking's comments and proposals submitted in accordance with subsection 4, first sentence, with the resolution authorities of the subsidiaries to reach a joint decision on the use of orders under Section 264, subsection 5. The joint decision must be available no later than 4 months after Finanstilsynet has received comments from the parent undertaking. If Finanstilsynet has not received comments from the parent undertaking, the joint decision must be available no later than 1 month after the expiry of the deadline in subsection 4, first sentence.

Subsection 6. Finanstilsynet makes a decision on the use of orders if Finanstilsynet and the resolution authorities of the subsidiaries have not reached a joint decision within the deadlines after subsection 5. Finanstilsynet notifies the parent undertaking and the resolution authorities of the subsidiaries of this decision. If a resolution authority of a subsidiary has referred the matter to the European Banking Authority before the expiry of the deadlines, Finanstilsynet must postpone its decision until the decision from the European Banking Authority is available. Finanstilsynet must thereafter make a decision in accordance with the decision from the European Banking Authority. If the European Banking Authority has not made a decision no later than 1 month after the matter was referred, Finanstilsynet makes a decision on which orders shall apply.

Subsection 7. The parent undertaking must, within 1 month after receiving a decision, cf. subsection 5 or 6, submit a plan for compliance with the orders.

Subsection 8. The Minister for Business Affairs may lay down further rules on the use of the orders listed in Section 264, subsection 5, for groups.

Section 265 a. If Finanstilsynet and Finansiel Stabilitet find that there is a significant resolution obstacle for a group, cf. Section 265, because a group entity is in one of the situations covered by Section 264, subsection 3, items 1-3, Finanstilsynet notifies the parent undertaking of its assessment after consulting the resolution authority of the resolution entity and the resolution authorities of the subsidiaries.

Subsection 2. The parent undertaking must submit to Finanstilsynet proposals for possible measures and a timetable for the implementation of these measures no later than 2 weeks after receiving a notification in accordance with subsection 1, with a view to ensuring that the group entity complies with the requirement for write-down eligible liabilities, cf. Section 266, and, where applicable, the combined capital buffer requirement, cf. Section 125 a. Finanstilsynet forwards the parent undertaking's proposals to the European Banking Authority and the authorities mentioned in Section 265, subsection 1, items 3 and 4.

Subsection 3. Finanstilsynet and Finansiel Stabilitet assess whether the parent undertaking's proposals under subsection 2 effectively remedy or remove the resolution obstacle in question.

Subsection 4. Finanstilsynet, together with Finansiel Stabilitet, reviews the parent undertaking's proposals in accordance with subsection 2 with the resolution authorities of the subsidiaries to reach a joint decision on the use of orders, cf. Section 264, subsection 5. This must be done no later than 2 weeks after Finanstilsynet has received the parent undertaking's proposals and timetable.

Subsection 5. Finanstilsynet makes a decision on the use of orders, cf. Section 264, subsection 5, if Finanstilsynet and the resolution authorities of the subsidiaries have not reached a joint decision within the deadline, cf. subsection 4. Finanstilsynet notifies the parent undertaking of the group and the resolution authorities of the subsidiaries of this decision. If one of the resolution authorities of the subsidiaries has referred the matter to the European Banking Authority before the expiry of the deadline in subsection 4, Finanstilsynet must postpone its decision until the decision from the European Banking Authority is available, and thereafter make a decision in accordance with the decision from the European Banking Authority. If the European Banking Authority has not made a decision no later than 1 month after the matter was referred, Finanstilsynet makes a decision on the use of orders.

Subsection 6. The parent undertaking must, within 1 month after receiving a decision, cf. subsection 5, submit a plan for compliance with the orders.

Subsection 8. The Minister for Business Affairs may lay down further rules on the orders listed in subsection 5 and the use thereof.

if no decision has been made, the Financial Supervisory Authority shall make a decision on which orders shall apply no later than 1 month after the matter was referred.

§ 265 b. The Financial Supervisory Authority makes a decision on the application of orders, cf. § 264, subsection 5, when the Financial Supervisory Authority and Financial Stability are the resolution authority for a resolution entity in a group where the ultimate parent undertaking is in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, and if the group resolution authority and the resolution authorities of the subsidiaries have not made a joint decision within the deadline mentioned in § 265, subsection 5, or the deadline mentioned in § 265 a, subsection 4, if the obstacle to resolution is due to one of the situations covered by § 264, subsection 3, nos. 1-3. The Financial Supervisory Authority notifies the resolution entity and the group resolution authority of the decision.

Subsection 2. If a resolution authority has referred a matter covered by subsection 1 to the European Banking Authority, the Financial Supervisory Authority postpones its decision until the decision from the European Banking Authority is available. The Financial Supervisory Authority then makes a decision in accordance with the decision from the European Banking Authority. If the European Banking Authority has not made a decision no later than 1 month after the matter was referred, the Financial Supervisory Authority makes a decision on which measures shall be ordered.

§ 265 c. The Financial Supervisory Authority makes a decision on which measures shall be ordered, cf. § 264, subsection 5, when the Financial Supervisory Authority and Financial Stability are the resolution authority for a subsidiary that is not a resolution entity, in a group where the ultimate parent undertaking is in another country within the European Union or in a country with which the Union has concluded an agreement in the financial sector, and if the group resolution authority and the resolution authorities of the subsidiaries have not made a joint decision within the deadline mentioned in § 265, subsection 5, or the deadline mentioned in § 265 a, subsection 4, if the obstacle to resolution is due to one of the situations covered by § 264, subsection 3, nos. 1-3. The Financial Supervisory Authority notifies the subsidiary, the resolution entity, the resolution authority for the relevant resolution entity, and the group resolution authority.

Requirement for eligible liabilities

§ 266. Credit institutions must at all times meet a minimum requirement for eligible liabilities, which the Financial Supervisory Authority sets after consulting Financial Stability. Financial holding companies and mixed financial holding companies must meet a minimum requirement for eligible liabilities if the Financial Supervisory Authority, after consulting Financial Stability, sets a minimum requirement for eligible liabilities for these companies. The same applies to financing institutions when the financing institution is a subsidiary of a credit institution, a financial holding company, or a mixed financial holding company, and the financing institution is included in supervision of the parent undertaking on a consolidated basis.

Subsection 2. The Financial Supervisory Authority may, after consulting Financial Stability, refrain from setting a requirement for eligible liabilities for a subsidiary in the following cases:

1) The subsidiary is part of a resolution group where both the resolution entity and the subsidiary are established in Denmark, and the following conditions are met:
a) The resolution entity meets the requirement for eligible liabilities on a consolidated basis at the resolution group level. b) There are no current or expected significant practical or legal obstacles to the resolution entity's rapid transfer of capital base or repayment of liabilities to the subsidiary in the event that a decision has been taken regarding the exercise of write-down or conversion powers under §§ 272 or 273 or under §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings. c) The resolution entity demonstrates to the Financial Supervisory Authority that the subsidiary is managed prudently, and declares that the resolution entity, with the permission of the Financial Supervisory Authority, has provided a guarantee for the subsidiary's liabilities, or that the risks in the subsidiary are insignificant. d) The resolution entity's procedures for risk assessment, measurement, and control include the subsidiary. e) The resolution entity holds more than 50 pct. of the voting rights attached to the shares in the subsidiary, or has the right to appoint or remove a majority of the members of the subsidiary's management.

2) The subsidiary is part of a resolution group where both the parent undertaking and the subsidiary are established in Denmark, and the following conditions are met:
a) The parent undertaking meets the requirement for eligible liabilities on a consolidated basis in Denmark. b) There are no current or expected significant practical or legal obstacles to the parent undertaking's rapid transfer of capital base or repayment of liabilities to the subsidiary in the event that a decision has been taken regarding the exercise of write-down or conversion powers under §§ 272 or 273 or under §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings. c) The parent undertaking demonstrates to the Financial Supervisory Authority that the subsidiary is managed prudently, and declares that the parent undertaking, with the permission of the Financial Supervisory Authority, has provided a guarantee for the subsidiary's liabilities, or that the risks in the subsidiary are insignificant. d) The parent undertaking's procedures for risk assessment, measurement, and control include the subsidiary. e) The parent undertaking holds more than 50 pct. of the voting rights attached to the shares in the subsidiary, or has the right to appoint or remove a majority of the members of the subsidiary's management.

Subsection 3. The Financial Supervisory Authority may, after consulting Financial Stability, refrain from setting a minimum requirement for eligible liabilities for a bridge institution and for a company under resolution.

Subsection 4. Liquidation entities are not required to meet a minimum requirement for eligible liabilities, unless the Financial Supervisory Authority, after consulting Financial Stability, decides otherwise. The Financial Supervisory Authority may make a decision under the first sentence if, after consulting Financial Stability, it finds it justified, particularly taking into account whether the fact that the company is becoming distressed can be expected to have a negative impact on financial stability and on the risk of contagion to the financial system, including with regard to the financing capacity of the Guarantee Fund. The Financial Supervisory Authority sets the minimum requirement for eligible liabilities for liquidation entities, cf. the first sentence, to an amount that exceeds the liquidation entity's loss-absorbing amount.

Subsection 5. In setting the requirement for eligible liabilities, cf. subsections 1 and 2, the Financial Supervisory Authority must indicate whether the requirement must be met on a consolidated basis, cf. § 267, or at an individual level, cf. § 267 d.

Subsection 6. The Financial Supervisory Authority must set the minimum requirement for eligible liabilities, cf. subsection 1, as a percentage of
1) the total risk exposure of the company calculated in accordance with Article 92, subsection 3, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions,
2) the total exposure measure of the company calculated in accordance with Articles 429 and 429 a of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

§ 266 a. The Financial Supervisory Authority sets the requirement for eligible liabilities, cf. § 266, based on the following factors:
1) The resolution group must be able to be resolved using the resolution tools on the resolution entity in a manner that fulfills the resolution objectives.
2) The resolution entity and its subsidiaries that are not resolution entities must have sufficient eligible liabilities to ensure that losses can be absorbed and the capital ratio and leverage ratio in the relevant companies can be restored to a level where the resolution entity and its subsidiaries that are not resolution entities can continue to meet the requirements for authorization and carry out the activities for which authorization has been granted, and where sufficient market confidence is maintained.
3) The resolution entity must have sufficient eligible liabilities to absorb losses and restore the resolution entity's capital ratio and leverage ratio to a level where the resolution entity can continue to meet the requirements for authorization and carry out the activities for which authorization has been granted, and where sufficient market confidence is maintained, when the resolution plan anticipates the possibility that certain categories of eligible liabilities are excluded from bail-in or transferred in their entirety to a recipient in a partial transfer.
4) The company's size, business model, financing model, and risk profile.
5) The extent to which the fact that the company is becoming distressed will have a negative impact on financial stability, including through contagion to other companies.

Subsection 2. The Financial Supervisory Authority sets the requirement for eligible liabilities for a resolution entity based on whether it follows from the resolution plan that the resolution entity's subsidiaries, which are established in a country outside the European Union, with which the Union has not concluded an agreement in the financial sector, are part of the same resolution group as the resolution entity.

§ 266 b. The requirement for eligible liabilities can be met with capital base and eligible liabilities, cf. §§ 267 a-267 c and § 267 e.

Requirement for eligible liabilities for resolution entities

§ 267. A resolution entity must meet the requirement for eligible liabilities, cf. § 266, on a consolidated basis at the resolution group level, cf. however subsection 2.

Subsection 2. Consolidation includes only companies that are subject to a requirement for eligible liabilities. Eligible liabilities used to meet a set requirement for eligible liabilities that must be met at a consolidated level may not simultaneously be used to meet or finance liabilities that are included in meeting the requirements in § 268, subsections 1-4, or the requirements that follow from § 268 d.

Subsection 3. The Financial Supervisory Authority sets a deadline after consulting Financial Stability for resolution entities that have been subject to write-down or conversion under §§ 272 or 273 or under §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, and resolution entities for which Financial Stability has used resolution tools, to meet the requirement for eligible liabilities anew. The Financial Supervisory Authority provides interim targets for the resolution entity's fulfillment of the requirement for eligible liabilities for each 12-month period leading up to the set deadline, cf. the first sentence, after consulting Financial Stability.

§ 267 a. A resolution entity must meet the requirement for eligible liabilities with capital base or the following liabilities in nos. 1-5 or both in combination, cf. however subsection 2 and §§ 267 b and 267 c:
1) Additional capital instruments that meet the conditions in Article 72 a, subsection 1, letter b, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
2) Liabilities that meet the conditions in Article 72 a, Article 72 b, subsection 1, subsection 2, letters a-c and e-n, and subsections 3-5, and Article 72 c of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
3) The principal of liabilities from debt instruments that have derivative components, and that meet the following conditions:
a) The conditions in Article 72 a, subsection 1 and subsection 2, letters a-k, Article 72 b, subsection 1, subsection 2, letters a-c and e-n, and subsections 3-5, and Article 72 c of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. b) The principal of the debt instrument is known at the time of issuance, is fixed or increasing, and is not affected by an embedded derivative feature, and the total liabilities arising from the debt instrument can be valued daily based on an active and liquid market for purchase and sale of an equivalent instrument without credit risk in accordance with Articles 104 and 105 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. c) The debt instrument is not covered by a netting agreement, and the valuation of the debt instrument is not covered by § 27, subsection 3, of the Act on Restructuring and Resolution of Certain Financial Undertakings.
4) Liabilities from debt instruments that have derivative components, and that meet the following conditions:
a) The conditions in Article 72 a, subsection 1 and subsection 2, letters a-k, Article 72 b, subsection 1, subsection 2, letters a-c and e-n, and subsections 3-5, and Article 72 c of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. b) The debt instrument contains a contractual provision stating that the value of the claim is fixed or increasing in the event of the issuer's resolution or bankruptcy, and that the value does not exceed the originally paid liability amount. c) The debt instrument is not covered by a netting agreement, and the valuation of the debt instrument is not covered by § 27, subsection 3, of the Act on Restructuring and Resolution of Certain Financial Undertakings.
5) Liabilities issued by a subsidiary established in the European Union or in a country with which the Union has concluded an agreement in the financial sector, which is part of the same resolution group as the resolution entity, to a capital owner that is not part of the same resolution group, when the following conditions are met:
a) The liabilities are issued in accordance with § 267 e, no. 4. b) The resolution entity's control of the subsidiary will not be affected by the Financial Supervisory Authority's exercise of write-down or conversion powers, cf. §§ 272 or 273, or Financial Stability's exercise of write-down or conversion powers, cf. §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings. c) The liabilities do not exceed the amount calculated from the formula in Annex 9, no. 1.

Subsection 2. A resolution entity that is a global systemically important financial institution (G-SIFI), and a company that is a significant subsidiary of a G-SIFI in a third country, must meet requirements for eligible liabilities with capital base, additional capital instruments, and eligible liabilities, which are covered by subsection 1, nos. 2-4, and that meet the requirements in Article 92 a or 92 b of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Requirement for subordination for resolution entities

§ 267 b. The Financial Supervisory Authority may, after consulting Financial Stability, decide that resolution entities must meet a share of the requirement for eligible liabilities, cf. § 266, subsection 1, corresponding to the highest of either 8 pct. of total liabilities and capital base or the amount calculated from the formula in Annex 9, no. 3, with capital base, with subordinated eligible instruments, or with liabilities covered by § 267 a, subsection 1, no. 5, when the following conditions are met, cf. however § 267 c:
1) The non-subordinated liabilities referred to in § 267 a, subsection 1, nos. 2-4, are in the order of bankruptcy equal with liabilities that are exempt from bail-in, cf. § 25, subsection 3, of the Act on Restructuring and Resolution of Certain Financial Undertakings, or liabilities that Financial Stability may decide to exempt wholly or partially from bail-in, cf. § 25, subsection 4, of the Act on Restructuring and Resolution of Certain Financial Undertakings.
2) There is a risk that creditors with claims linked to these liabilities suffer greater losses as a result of a bail-in on non-subordinated liabilities planned in the resolution plan than they would in a bankruptcy proceeding of the resolution entity.
3) The size of the capital base and the other subordinated liabilities do not exceed the amount necessary to ensure that creditors referred to in no. 2 do not suffer losses that are greater than the losses they would have suffered in a bankruptcy proceeding of the resolution entity.

Subsection 2. The Financial Supervisory Authority sets a deadline after consulting Financial Stability for resolution entities that have been subject to write-down or conversion under §§ 272 or 273 or under §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, and resolution entities for which Financial Stability has used resolution tools, to meet the requirement in subsection 1 anew. The Financial

June 2025. 82 No. 650.

The Financial Supervisory Authority shall, after consulting Financial Stability, communicate sub-targets for the resolution entity's fulfillment of the requirement for each 12-month period leading up to the set deadline, cf. the first sentence.

§ 267 c. The Financial Supervisory Authority shall, after consulting Financial Stability, determine that a resolution entity must fulfill a share of the requirement for write-down-eligible liabilities, cf. § 266, with own funds, subordinated write-down-eligible instruments, or liabilities covered by § 267 a, para. 1, no. 5. The share shall correspond to 8% of the total liabilities and own funds for the following resolution entities, cf. however paras. 2-4:

1) Resolution entities that are globally systemically important financial institutions (G-SIFIs).
2) Resolution entities that are not globally systemically important financial institutions (G-SIFIs), but which are part of a resolution group whose total assets exceed 100 billion euros.
3) Other resolution entities that are not globally systemically important financial institutions (G-SIFIs), and which are part of a resolution group whose total assets are less than 100 billion euros, but which the Financial Supervisory Authority has assessed with reasonable probability to constitute a systemic risk if they become distressed.

Para. 2. The Financial Supervisory Authority may, after consulting Financial Stability, set the share mentioned in para. 1 to an amount that is lower than 8% of the total liabilities and own funds, but higher than the amount calculated from the formula in Annex 9, no. 2.

Para. 3. For resolution entities covered by para. 1, no. 2, the share mentioned in para. 1 may at most correspond to 27% of the resolution entity's total risk exposure in cases where the Financial Supervisory Authority, after consulting Financial Stability, has assessed that:

1) the resolution plan for the relevant resolution entity does not involve the use of the Resolution Fund, cf. Chapter 11 of the Act on Restructuring and Resolution of Certain Financial Undertakings, as an option in connection with the resolution of the relevant resolution entity, or
2) the requirement for write-down-eligible liabilities provides an opportunity to fulfill § 26, para. 2, of the Act on Restructuring and Resolution of Certain Financial Undertakings.

Para. 4. The Financial Supervisory Authority may, after consulting Financial Stability, determine that the share mentioned in para. 1 shall constitute an amount that, due to the resolution entity's obligation to fulfill the combined capital buffer requirement and the requirement for write-down-eligible liabilities, corresponds to at most the highest of either 8% of the resolution group's total liabilities and own funds or the amount calculated from the formula in Annex 9, no. 3, when one of the following conditions is met:

1) The Financial Supervisory Authority and Financial Stability have established that there are significant obstacles to resolution, cf. §§ 262 and 263, and
a) no remedial measures have been taken in accordance with orders issued by the Financial Supervisory Authority under § 264, para. 5, within the deadline therefor, or b) the established significant obstacles cannot be remedied by the use of orders mentioned in § 264, para. 5, and setting the share mentioned in para. 1 according to this provision offsets the negative impact of the significant obstacle on resolution possibilities.
2) It follows from the resolution plan for the resolution entity that the preferred resolution strategy for the resolution entity is feasible and credible to a limited extent, taking into account the resolution entity's size, the nature, scope, and complexity of the resolution entity's activities, the risks associated with the resolution entity's activities, interconnectivity, and the resolution entity's legal status and shareholder structure.
3) The individual solvency requirement established pursuant to § 124, para. 3, or individual solvency needs established pursuant to § 124, para. 2, reflect that the resolution entity is among the 20% most risk-bearing companies for which the Financial Supervisory Authority sets requirements for write-down-eligible liabilities.

Para. 5. Requirements established pursuant to paras. 1-4 shall be fulfilled 3 years after the date on which the resolution entity or the group of which the resolution entity is a part has been designated as a globally systemically important financial institution (G-SIFI), or the resolution entity is covered by para. 1, no. 2 or 3. The Financial Supervisory Authority shall, after consulting Financial Stability, communicate sub-targets for the resolution entity's fulfillment of the requirement established pursuant to para. 1, cf. paras. 2-4, for each 12-month period leading up to the set deadline, cf. the first sentence.

Para. 6. The Financial Supervisory Authority shall, after consulting Financial Stability, set a suitable deadline to fulfill the requirements in paras. 1-4 anew for those resolution entities that have been subject to write-down or conversion pursuant to §§ 272 or 273 or pursuant to §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, and resolution entities for which Financial Stability has used resolution tools. The Financial Supervisory Authority shall, after consulting Financial Stability, communicate sub-targets for the resolution entity's fulfillment of the requirement established pursuant to paras. 1-4 for each 12-month period leading up to the set deadline, cf. the first sentence.

Requirement for write-down-eligible liabilities for companies that are not resolution entities (internal requirement for write-down-eligible liabilities)

§ 267 d. A company that is a subsidiary of a resolution entity or a company in a third country, but which is not itself a resolution entity, shall fulfill the requirement for write-down-eligible liabilities, cf. § 266, at an individual level, cf. however § 266, para. 2.

Para. 2. The Financial Supervisory Authority shall, after consulting Financial Stability, set a deadline to fulfill the requirement for write-down-eligible liabilities anew for companies that are not resolution entities but which have been subject to write-down or conversion pursuant to §§ 272 or 273 or pursuant to §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, and companies that are not resolution entities and for which Financial Stability has used resolution tools. The Financial Supervisory Authority shall communicate sub-targets for the company's fulfillment of the requirement for write-down-eligible liabilities for each 12-month period leading up to the set deadline, cf. the first sentence.

§ 267 e. A company that is a subsidiary of a resolution entity or a company in a third country, but which is not itself a resolution entity, may fulfill the requirement for write-down-eligible liabilities with the following capital and liabilities or both in combination:

1) Common equity tier 1 capital.
2) Additional tier 1 capital issued to entities that
a) are part of the same resolution group, or b) are not part of the same resolution group, provided that the resolution entity's control over the company will not be affected by the exercise of write-down or conversion powers, cf. §§ 272 or 273 or §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings.
3) Tier 2 capital instruments that fulfill the conditions in Article 72 a, para. 1, letter b, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
4) Liabilities that fulfill the following conditions:
a) The liability is issued to
i. the resolution entity either directly or indirectly through other companies in the same resolution group that purchased the liabilities from the company, or
ii. an existing capital owner that is not part of the same resolution group as the company, to the extent that the resolution entity's control over the company will not be affected by the Financial Supervisory Authority's exercise of write-down or conversion powers, cf. §§ 272 or 273, or Financial Stability's exercise of write-down or conversion powers, cf. §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings.
b) The liability fulfills the conditions in Article 72 a, Article 72 b, para. 1 and para. 2, letters a, d-j and n, and Article 72 c of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions. c) The liability is subordinated in bankruptcy proceedings to liabilities that do not fulfill the conditions in letter a and do not qualify for fulfillment of own funds requirements in no. 1 or 2. d) The liability is subject to write-down or conversion powers, cf. §§ 272 or 273 or §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, and the use of the powers will not affect the resolution entity's control over the subsidiary. e) The liability is not directly or indirectly financed by the company. f) Provisions regulating the liability do not explicitly or implicitly state that the liability will be called, paid out, repaid, or repurchased before maturity, except in the case of the company's bankruptcy. g) The holder of the liability does not have the right to accelerate the planned payments of interest and principal for the liability except in the case of insolvency or liquidation of the company. h) Due interest and dividend payments cannot be modified for the liability based on the credit situation of the company or its parent company.

Procedure for setting the requirement for write-down-eligible liabilities when a resolution college has been established

§ 267 f. When a resolution college has been established, cf. § 271, requirements for write-down-eligible liabilities for resolution entities located in Denmark, cf. § 266, shall be set in accordance with a joint decision made by:

1) The Financial Supervisory Authority,
2) the group resolution authority, when this is different from the Financial Supervisory Authority and Financial Stability, and
3) the resolution authorities responsible for a resolution group's subsidiaries located in another country in the European Union or in a country with which the Union has concluded an agreement in the financial area.

Para. 2. The joint decision shall indicate the requirements that apply to:

1) consolidated resolution group level for each resolution entity, and
2) individual basis for each individual company in the resolution group, when the company is not a resolution entity.

Para. 3. It may be established in the joint decision that a part of the requirement for write-down-eligible liabilities for companies that are not resolution entities shall be fulfilled with instruments issued to companies that do not belong to the resolution group, when:

1) it is assessed to be in accordance with the resolution strategy, and
2) the resolution entity does not at the time of the joint decision fulfill the requirement for write-down-eligible liabilities at an individual level, cf. § 267 d, para. 1.

Para. 4. If several companies in a globally systemically important financial institution (G-SIFI) are resolution entities, or third-country entities that would be resolution entities if they were established in the European Union, it shall be indicated in the joint decision whether the requirement for write-down-eligible liabilities for the resolution entities is adjusted as a result of Article 72 e of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.

Para. 5. If there is no joint decision on the requirement for write-down-eligible liabilities for the resolution entity, no later than 4 months after the Financial Supervisory Authority has submitted proposals for requirements for write-down-eligible liabilities to the resolution authorities covered by para. 1, the Financial Supervisory Authority shall, after consulting Financial Stability, set the requirement for write-down-eligible liabilities.

Para. 6. If one of the authorities covered by para. 1, no. 2 and 3, has brought the matter before the European Banking Authority before the expiration of the 4-month deadline mentioned in para. 5, the Financial Supervisory Authority shall postpone its decision, cf. para. 5, and await the decision of the European Banking Authority in the matter. Thereafter, the Financial Supervisory Authority shall, after consulting Financial Stability, set requirements for write-down-eligible liabilities for the resolution entity in accordance with the European Banking Authority's decision.

Para. 7. If the European Banking Authority has not made a decision, no later than 1 month after the matter was brought before it, cf. para. 6, the Financial Supervisory Authority shall, after consulting Financial Stability, set requirements for write-down-eligible liabilities for the resolution entity.

Para. 8. The Financial Supervisory Authority shall send the decision setting the requirement for write-down-eligible liabilities for the resolution entity to:

1) The resolution entity.
2) Companies that are part of the resolution group and are not resolution entities.
3) The group's parent company in the European Union or in countries with which the Union has concluded an agreement in the financial area, when the relevant parent company is not itself a resolution entity in the same resolution group.

§ 267 g. When a resolution college has been established, cf. § 271, the requirement for write-down-eligible liabilities for companies located in Denmark that are not resolution entities, and where the resolution entity is located in another country in the European Union or in a country with which the Union has concluded an agreement in the financial area, shall be set in accordance with a joint decision made by:

1) The Financial Supervisory Authority,
2) the resolution authority for the resolution entity,
3) the group resolution authority, when this is different from the resolution authority for the resolution entity, and
4) the resolution authorities responsible for a resolution group's subsidiaries located in another country in the European Union or in a country with which the Union has concluded an agreement in the financial area.

Para. 2. The joint decision shall indicate the requirements that apply to:

1) consolidated resolution group level for each resolution entity, and
2) individual basis for each individual company in the resolution group, when the company is not a resolution entity.

Para. 4. If there is no joint decision on the requirement for write-down-eligible liabilities for companies in a resolution group on an individual basis, no later than 4 months after the resolution authorities covered by para. 1 have submitted proposals for requirements for write-down-eligible liabilities, the Financial Supervisory Authority shall, after consulting Financial Stability, set the requirement for write-down-eligible liabilities.

Para. 5. If one of the authorities covered by para. 1, no. 2-4, has brought the matter before the European Banking Authority before the expiration of the 4-month deadline, the Financial Supervisory Authority shall postpone its decision and await the decision of the European Banking Authority in the matter. Thereafter, the Financial Supervisory Authority shall, after consulting Financial Stability, set requirements for write-down-eligible liabilities in accordance with the European Banking Authority's decision.

Para. 6. If the European Banking Authority has not made a decision within 1 month after the matter was brought before it, cf. para. 5, the Financial Supervisory Authority shall, after consulting Financial Stability, set requirements for write-down-eligible liabilities for the company located in Denmark that is not a resolution entity.

Para. 7. The Financial Supervisory Authority shall send the decision setting the requirement for write-down-eligible liabilities to the companies located in Denmark in a resolution group that are not resolution entities.

Requirement for write-down-eligible liabilities for liquidation entities

§ 267 h. A liquidation entity shall at an individual level fulfill a requirement for write-down-eligible liabilities, which is set pursuant to § 266, para. 4, with own funds or the following liabilities in no. 1 and 2 or both in combination:

1) Liabilities that fulfill the conditions in Article 72 a and Article 72 b, para. 1, para. 2, letters a, c and e-n, and para. 3-5, of the Regulation on prudential requirements for credit institutions of the European Parliament and of the Council.
2) Liabilities from debt instruments that have derivative components, cf. § 267 a, para. 1, no. 3 or 4.

§ 267 i. The Minister for Business Affairs shall set detailed rules on the requirement for write-down-eligible liabilities. The Minister for Business Affairs may also set rules that deviate from §§ 267 c-267 e.

Debt buffer requirement

§ 268. A mortgage credit institution shall at all times have a debt buffer of 2% of the mortgage credit institution's total unweighted loans. Capital and liabilities to fulfill the debt buffer requirement shall be issued by the mortgage credit institution otherwise.

Para. 2. For a mortgage credit institution that at the institution level is designated as a systemically important financial institution (SIFI) or globally systemically important financial institution (G-SIFI), cf. §§ 308 or 310, it further applies that the debt buffer is set at a level that ensures that the institution's requirement for own funds and debt buffer together constitute at least 8% of the institution's total liabilities, cf. however para. 4. The debt buffer is, however, set after the first sentence to a minimum of 2% of the mortgage credit institution's total unweighted loans.

Para. 3. If a mortgage credit institution is part of a group that at the consolidated level is designated as a systemically important financial institution (SIFI) or globally systemically important financial institution (G-SIFI), cf. §§ 308 or 310, and where a requirement for the size of the group's write-down-eligible liabilities at the consolidated level shall be set for the group, it further applies that the debt buffer is set at a level that ensures that the total requirement for the group's debt buffer, own funds for the group's mortgage credit institutions, and write-down-eligible liabilities constitute at least 8% of the group's total liabilities. The debt buffer is, however, set after the first sentence to a minimum of 2% of the mortgage credit institution's total unweighted loans.

Para. 4. For a mortgage credit institution that at the institution level is designated as a systemically important financial institution (SIFI) or globally systemically important financial institution (G-SIFI), cf. §§ 308 or 310, and which is part of a resolution group with a resolution entity established in a country within the European Union or a country with which the Union has concluded an agreement in the financial area, the debt buffer requirement constitutes 2% of the institution's total unweighted loans, if the resolution group's total requirements are sufficient to ensure that the resolution group has write-down-eligible liabilities that constitute at least 8% of the resolution group's total liabilities. If the resolution group's total requirements are not sufficient to ensure that the resolution group has write-down-eligible liabilities that constitute at least 8% of the resolution group's total liabilities, the debt buffer requirement for the mortgage credit institution is set to a minimum of 2%. The total requirement for the mortgage credit institution's debt buffer and own funds shall, however, constitute at least 8% of the mortgage credit institution's total liabilities.

Para. 5. For a mortgage credit institution that as a parent company owns a subsidiary that is also a mortgage credit institution, and where both companies are part of the same resolution group, the debt buffer requirement may be fulfilled at the mortgage credit group level.

Para. 6. The Financial Supervisory Authority shall, after consulting Financial Stability, set a deadline to fulfill the debt buffer requirement anew for mortgage credit institutions that have been subject to write-down or conversion pursuant to §§ 272 or 273 or pursuant to §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, and mortgage credit institutions for which Financial Stability has used resolution tools.

§ 268 a. A mortgage credit institution that is a resolution entity shall fulfill the debt buffer requirement with the following capital or liabilities or both in combination, cf. however § 268 d:

Para. 2. Capital and liabilities, cf. para. 1, no. 1-4, shall only be able to be written down and converted without the use of bail-in. There may not be other liabilities that are subordinated or pari passu with liabilities used to fulfill the debt buffer requirement.

§ 268 b. A mortgage credit institution that is a subsidiary of a resolution entity, but which is not itself a resolution entity, shall fulfill the debt buffer requirement with the following capital or liabilities or both in combination, cf. however § 268 d:

1) Common equity tier 1 capital.
2) Hybrid tier 1 capital.
3) Tier 2 capital instruments.
4) Liabilities that fulfill the conditions in Article 72 b, para. 2, letter d, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions and the following conditions:
a) The liability shall be issued to
i. the resolution entity either directly or indirectly through other companies in the same resolution group that purchased the liabilities from the company, or
ii. an existing capital owner that is not part of the same resolution group as the company, to the extent that the resolution entity's control over the company will not be affected by the Financial Supervisory Authority's exercise of write-down or conversion powers, cf. §§ 272 or 273, or Financial Stability's exercise of write-down or conversion powers, cf. §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings.
b) The liability is subordinated in bankruptcy proceedings to liabilities that do not fulfill the conditions in letter a and do not qualify for fulfillment of own funds requirements in no. 1 or 2. c) The liability is subject to write-down or conversion powers, cf. §§ 272 or 273 or §§ 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, and the use of the powers will not affect the resolution entity's control over the subsidiary.

§ 268 c. For the part of the debt buffer requirement that is fulfilled with capital and liabilities covered by § 268 a, para. 1, no. 2-4, or § 268 b, no. 2-4, the following applies:

1) The relevant capital or liability shall have an original maturity of at least 2 years.
2) There shall be a suitable distribution in the maturity of capital and liabilities.

Para. 2. The Financial Supervisory Authority may determine that a debt buffer requirement, which is calculated according to § 268, para. 3, for the part that is over 2% of the mortgage credit institution's total unweighted loans, can be fulfilled with issuances from the resolution entity, if this is a credit institution.

§ 268 d. Capital and liabilities used to meet the debt buffer requirement may not simultaneously be used for the following:
1) To meet the requirement for capital base, cf. Article 92 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions.
2) To meet the individual solvency need, cf. Section 124, para. 2.
3) To meet the individual solvency requirement, cf. Section 124, para. 3.
4) To meet the combined capital buffer requirement, cf. Section 125 a.
5) To meet the requirement for eligible liabilities, cf. Section 266.
6) To finance the meeting of the requirement for eligible liabilities for companies in the same group.

Supervision of compliance with the requirement for eligible liabilities and the debt buffer requirement § 269. The Financial Supervisory Authority (Finanstilsynet) supervises companies' compliance with the requirement for eligible liabilities, cf. Section 266, and the debt buffer requirement, cf. Section 268.
Para. 2. If a company does not meet the requirement for eligible liabilities, the Financial Supervisory Authority must react in at least one of the following ways:
1) Use of powers to remedy or remove obstacles to resolution in accordance with Sections 264 and 265.
2) Use of powers mentioned in Section 269 a.
3) Implementation of measures pursuant to Section 243 a.
4) Implementation of measures pursuant to Section 344, para. 1.
Para. 3. The Financial Supervisory Authority may also assess whether the company is failing or likely to fail, cf. Section 224 a.

§ 269 a. The Financial Supervisory Authority may restrict a company's distribution to the maximum payout amount if a company, which is subject to the requirement for eligible liabilities, cf. Section 266, meets the combined capital buffer requirement, cf. Section 125 a, but not when considered in addition to the requirement for eligible liabilities. The maximum payout amount is calculated in accordance with Annex 10, No. 1, cf. however para. 2. Para. 2. Para. 1 applies with regard to the following distributions:
1) Distribution relating to common equity tier 1 capital.
2) Allocation of variable remuneration or discretionary pension benefits or payment of variable remuneration, if the obligation to pay was introduced at a time when the company did not meet the combined capital buffer requirement.
3) Payments relating to hybrid tier 1 capital instruments.
Para. 3. In the assessment of whether the Financial Supervisory Authority should restrict the company's distribution to the maximum payout amount, the Financial Supervisory Authority must take into account the following:
1) The cause of the non-compliance and its duration and extent and its consequences for resolvability.
2) The development in the company's financial situation and the probability that the company will become failing or likely to fail within a foreseeable future, cf. Section 224 a.
3) The prospect that the company will be able to meet the combined capital buffer requirement, when considered in addition to the requirement for eligible liabilities, within a reasonable timeframe.
4) Whether the company's inability to replace obligations that no longer meet the criteria for eligibility and expire in Article 72 b and 72 c of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions or in Sections 267 a and 267 e is specific to the company in question or due to a market-wide disturbance.
5) Whether the restriction of the company's distribution to the maximum payout amount constitutes the most appropriate and reasonable means to remedy the company's situation in relation to the potential impact on both the financing conditions and the resolvability of the company in question.
Para. 4. The Financial Supervisory Authority must assess monthly whether the company's distribution should be restricted, as long as the company is in a situation covered by para. 1.
Para. 5. The Financial Supervisory Authority must restrict the company's distribution to the maximum payout amount if the company is in a situation covered by para. 1, 9 months after the company has notified the Financial Supervisory Authority pursuant to Section 269 c, cf. however para. 6.
Para. 6. Para. 5 does not apply if the Financial Supervisory Authority assesses that at least two of the following conditions are met:
1) The company's failure to meet the combined capital buffer requirement is due to a serious disturbance to the functioning of financial markets, which leads to widespread tensions in several segments of the financial markets.
2) The disturbance mentioned in No. 1 results in increased price volatility for the company's capital base instruments and eligible liabilities or increased costs for the company and leads to a full or partial closure of markets, which prevents the company from issuing capital base instruments and eligible liabilities on these markets.
3) The closure of markets mentioned in No. 2 applies to several other companies in addition to the affected company.
4) The disturbance mentioned in No. 1 prevents the affected company from issuing capital base instruments and eligible liabilities that are sufficient to remedy the failure to meet the combined capital buffer requirement.
5) The Financial Supervisory Authority's exercise of the power mentioned in para. 1 would lead to negative effects for a part of the banking sector, whereby financial stability is potentially undermined.

Para. 7. The Financial Supervisory Authority makes a monthly assessment of whether at least two of the conditions in para. 6 are met.

Reporting to the Financial Supervisory Authority § 269 b. A company, which is subject to a requirement for eligible liabilities, cf. Section 266, must report the following information to the Financial Supervisory Authority:
1) The size of the capital base or capital base that meets the conditions in Section 267 e, No. 1 and 2, at least once every half year.
2) The size of eligible liabilities at least once every half year.
3) The size of obligations covered by bail-in at least once a year.
4) The composition of items covered by No. 1-3 and their maturity profile at least once a year.
5) The hierarchical classification of items covered by No. 1-3 in ordinary bankruptcy proceedings at least once a year.
6) Information on whether items covered by No. 1 and 2 are subject to legislation in a third country, and if so, which third country, and whether they contain the contractual terms in Section 274, para. 1, and Article 52, para. 1, points p and q, and Article 63, points n and o, of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions at least once a year.
Para. 2. Companies that, on the date of reporting this information, have eligible liabilities of at least 150 pct. of the requirement for eligible liabilities, are exempt from reporting the size of obligations covered by bail-in, cf. para. 1, No. 3.
Para. 3. The Financial Supervisory Authority may request that companies report the information in para. 1, No. 1-6, more frequently than specified.
Para. 4. A resolution entity is not covered by para. 1, unless the Financial Supervisory Authority has set a requirement for eligible liabilities for the resolution entity, cf. Section 266, para. 4. The Financial Supervisory Authority must in that case set the content and frequency of the reporting obligation and notify the resolution entity thereof.

§ 269 c. A company, which is subject to a requirement for eligible liabilities or debt buffer requirement, must immediately notify the Financial Supervisory Authority if the company does not meet the requirement for eligible liabilities after Section 266 or the combined capital buffer requirement after Section 125 a, when considered in addition to the requirement for eligible liabilities, or the debt buffer requirement after Section 268.

Publication
§ 269 d. Companies, which are subject to a requirement for eligible liabilities, must publish the following information at least once a year:
1) The size of the company's eligible liabilities.
2) The composition of items covered by No. 1, their maturity profile and priority in bankruptcy proceedings of the company.
3) The requirement for eligible liabilities specified as stated in Section 266, para. 6.
Para. 2. If write-down or conversion powers have been exercised pursuant to Sections 272 or 273 or after Sections 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, or if Financial Stability has used resolution tools against the company, the requirements for publication in para. 1 apply from the date of the deadline for meeting the requirement for eligible liabilities anew. Para. 3. A resolution entity is not covered by para. 1, unless the Financial Supervisory Authority has set a requirement for eligible liabilities for the resolution entity, cf. Section 266, para. 4. The Financial Supervisory Authority must in that case set the content and frequency of the publication obligation and notify the resolution entity thereof.

§ 269 e. A mortgage credit institution, which is subject to a debt buffer requirement, must publish the following information at least once a year:
1) The size of the institution's capital and liabilities used to meet the debt buffer requirement.
2) The composition of items covered by No. 1, their maturity profile and priority in bankruptcy proceedings of the institution.
3) The debt buffer requirement.
Para. 2. If write-down or conversion powers have been exercised pursuant to Sections 272 or 273 or after Sections 17 or 18 a of the Act on Restructuring and Resolution of Certain Financial Undertakings, or if Financial Stability has used resolution tools against the mortgage credit institution, the requirements for publication in para. 1 apply from the date of the deadline for meeting the debt buffer requirement anew, cf. Section 268, para. 6.

§ 270. (Repealed)

Resolution Colleges
§ 271. The Financial Supervisory Authority establishes resolution colleges to carry out the tasks mentioned in Sections 260, 261, 263, 265, 265 a, 266 and 267 f for a group, where the top parent company is in Denmark, and where the parent company is a credit institution, a mortgage credit institution, a mixed financial holding company or a financial holding company, which has at least one subsidiary, which is a credit institution or mortgage credit institution. Para. 2. A resolution college consists of:
1) The consolidating group resolution authority.
2) The resolution authorities in the countries in the European Union or countries with which the Union has concluded an agreement in the financial field, where a subsidiary, which is subject to consolidated supervision, is established.
3) The resolution authorities in the countries in the European Union or countries with which the Union has concluded an agreement in the financial field, where a parent company to one or more of the group's companies, which is a financial undertaking or a mixed financial holding company, is established.
4) The resolution authorities in the countries in the European Union or countries with which the Union has concluded an agreement in the financial field, where significant branches are located.
5) The consolidating supervisory authority and the competent authorities in the countries in the European Union or countries with which the Union has concluded an agreement in the financial field, where the resolution authority is a member of the resolution college. If the competent authority in a country is not the country's central bank, the competent authority may decide to be accompanied by a representative of the country's central bank.
6) The responsible ministries, if the resolution authorities, which are members of the resolution college, are not the responsible ministries.
7) The authority responsible for the deposit guarantee scheme in a country in the European Union or a country with which the Union has concluded an agreement in the financial field, if the resolution authority of the country in question is a member of the resolution college.
8) The European Banking Authority.
Para. 3. The Financial Supervisory Authority may decide that a third-country resolution authority may participate as an observer in resolution colleges established pursuant to para. 1, if the third-country resolution authority requests this, and if the following conditions are met:
1) There is within the group a company, which is established in the European Union or in a country with which the Union has concluded an agreement in the financial field, which has a subsidiary or a branch established or located in the third country in question, which would be considered significant, if it were established or located in the European Union or in a country with which the Union has concluded an agreement in the financial field.
2) The third-country resolution authority is subject to confidentiality obligations corresponding to the confidentiality obligations to which the Financial Supervisory Authority is subject.
Para. 4. The Financial Supervisory Authority may participate in resolution colleges, which are established by a group resolution authority, which is located in countries within the European Union or in countries with which the Union has concluded an agreement in the financial field.
Para. 5. The Financial Supervisory Authority establishes and participates in European resolution colleges, if a company, which is established outside the European Union or countries with which the Union has concluded an agreement in the financial field,
1) has more than one subsidiary or significant branch, which is a credit institution, a mortgage credit institution, a securities firm, which has permission to provide or perform one or both of the investment services and activities mentioned in Annex 1, Section A, No. 3 and 6 of the Act on Securities Firms and Investment Services and Activities, a financial holding company or a mixed financial holding company, which is established or located in a country within the European Union or in a country with which the Union has concluded an agreement in the financial field, and at least one subsidiary or significant branch is established or located in Denmark, or
2) has more than one parent company, which is a credit institution, a mortgage credit institution, a securities firm, which has permission to provide or perform one or both of the investment services and activities mentioned in Annex 1, Section A, No. 3 and 6 of the Act on Securities Firms and Investment Services and Activities, a financial holding company or a mixed financial holding company, which is established in more than one country within the European Union or in countries with which the Union has concluded an agreement in the financial field, and at least one parent company is established in Denmark.
Para. 6. European resolution colleges, which are established pursuant to para. 5, carry out the tasks mentioned in para. 1, and otherwise function as resolution colleges established pursuant to para. 1.

Chapter 17 a
Write-down and conversion of capital instruments and eligible liabilities § 272. The Financial Supervisory Authority must without undue delay write down or convert hybrid capital instruments, which meet the requirements in Article 52, in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, and supplementary capital instruments, which meet the requirements in Article 63, in Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, in a credit institution or a mortgage credit institution to common equity tier 1 instruments, if the Financial Supervisory Authority establishes that the credit institution or the mortgage credit institution will not be viable, unless the power is exercised. The same applies to eligible liabilities, which meet the conditions in Section 267 e, para. 1, No. 4, regardless of whether the liabilities meet the condition in Section 267 e, para. 1, No. 4, point b, about a remaining maturity of at least 1 year. Para. 2. A credit institution or a mortgage credit institution is considered in relation to para. 1 not to be viable, if the conditions in Section 224 a, para. 1, are met, and the Financial Supervisory Authority assesses that there is no prospect that other measures, including measures initiated by the private sector or the Financial Supervisory Authority, within a suitable time horizon will be able to prevent that the company must be resolved. The Financial Supervisory Authority must consult Financial Stability on the assessment in the first sentence. Para. 3. In the write-down or conversion of relevant capital instruments or eligible liabilities after para. 1 in a subsidiary to a resolution entity, the power to write down or convert must be exercised in a way that ensures that losses are passed on to the resolution entity, if the relevant capital instruments and eligible liabilities are owned by the resolution entity indirectly through other companies in the same resolution group. Para. 4. The Financial Supervisory Authority's establishment pursuant to para. 1 must be based on a valuation in accordance with Chapter 3 of the Act on Restructuring and Resolution of Certain Financial Undertakings. This valuation is carried out by Financial Stability upon request from the Financial Supervisory Authority. Decision on the size of the write-down or conversion is also made on the basis of this valuation. Para. 5. Write-down and conversion of capital instruments and eligible liabilities must be carried out in accordance with Section 17, para. 4, and Section 18 of the Act on Restructuring and Resolution of Certain Financial Undertakings. As far as the condition in Section 18, para. 2, No. 1, of the Act on Restructuring and Resolution of Certain Financial Undertakings is concerned, it is the Financial Supervisory Authority, which must approve the issuance. Sections 44-46 of the Act on
Restructuring and Resolution of Certain Financial Undertakings apply with the necessary adaptations for the Financial Supervisory Authority's write-down or conversion pursuant to para. 1. Para. 6. Section 74, para. 2 and 3, Sections 76, 104-107, 154-157, 162-164, 167-169, 185 and 186 of the Companies Act do not apply in relation to the Financial Supervisory Authority's write-down or conversion pursuant to this provision. The Financial Supervisory Authority may, in connection with the conversion of relevant tier 1 capital instruments and eligible liabilities on behalf of the company, cause the issuance of the relevant number of common equity tier 1 instruments to the owners of the relevant capital instruments and eligible liabilities. With a view to the issuance of common equity tier 1 instruments in accordance with the second sentence, the Financial Supervisory Authority may order the company to apply for the necessary permission to issue the relevant number of common equity tier 1 instruments. Para. 7. It is the company's board of directors' responsibility to ensure the necessary changes to the company's articles of association and the necessary registrations in accordance with the rules of the Companies Act. Para. 8. Shareholders and creditors, whose claims have been written down or converted pursuant to para. 1, must not suffer greater losses than in the bankruptcy proceedings of the credit institution or mortgage credit institution under resolution. Para. 9. The Financial Supervisory Authority's assessment after para. 8 is made on the basis of the valuation in Section 8 of the Act on Restructuring and Resolution of Certain Financial Undertakings. The valuation is carried out by Financial Stability upon request from the Financial Supervisory Authority. If it is established that a shareholder or creditor, including the Resolution Fund, has suffered greater losses than would have been the case in the bankruptcy proceedings of the credit institution or mortgage credit institution, the difference is paid by the Resolution Fund, cf. Chapter 11 of the Act on Restructuring and Resolution of Certain Financial Undertakings.

Groups
§ 273. The provision in Section 272 applies correspondingly for groups, when
1) the relevant capital instruments are issued by a subsidiary and the relevant capital instrument is included in the capital base on an individual and consolidated level, and when the responsible authority for the consolidated supervision of the affected group and the Financial Supervisory Authority together have established that, unless the capital instrument is written down or converted, the group will not continue to be viable, or
2) the relevant capital instrument is issued by a parent company, which the Financial Supervisory Authority supervises, and the relevant capital instrument is included in the capital base at the parent company level or on a consolidated level and the Financial Supervisory Authority has established that, unless the capital instrument is written down or converted, the group will not continue to be viable.
Para. 2. A group is considered in relation to para. 1 not to be viable, if the Financial Supervisory Authority, after consulting Financial Stability, has established that the group is failing or likely to fail, cf. Section 224 a, para. 3, and the Financial Supervisory Authority assesses that there is no prospect that other measures, including measures initiated by the private sector or the Financial Supervisory Authority, within a suitable time horizon will be able to prevent that the group must be resolved. Para. 3. A subsidiary's relevant capital instruments are not written down or converted, cf. para. 1, No. 1, to a greater extent or on worse terms than capital instruments of the same rank in the parent company, which have been written down or converted.

Contractual recognition of the Financial Supervisory Authority's and Financial Stability's write-down and conversion powers § 274. A credit institution, a mortgage credit institution, a financial holding company, a mixed financial holding company and a financing undertaking, when the financing undertaking is a subsidiary of a credit institution, a mortgage credit institution, a financial holding company or a mixed financial holding company and the financing undertaking is included in the supervision of the parent company on a consolidated basis, must ensure that contracts, which the company has entered into after 1 June 2015, and which are governed by the legislation of a third country, contain provisions, whereby the counterparty acknowledges that
1) the obligation, which the contract concerns, can be subject to the Financial Supervisory Authority's and Financial Stability's write-down and conversion powers, cf. Sections 272 or 273 and Sections 17, 18 a and 24 of the Act on Restructuring and Resolution of Certain Financial Undertakings, cf. however Section 24, para. 4, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and
2) the counterparty is bound by any reduction of the principal or the outstanding amount, conversion or termination, which is affected by the Financial Supervisory Authority's and Financial Stability's exercise of powers mentioned in No. 1.
Para. 2. The Financial Supervisory Authority may order the company to obtain a legal opinion on whether contractual provisions after para. 1 are binding on the counterparty and can be enforced in accordance with the terms.
Para. 3. Para. 1 does not apply, if
1) the obligation is exempt from bail-in, cf. Section 25, para. 3, of the Act on Restructuring and Resolution of Certain Financial Undertakings,
2) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
3) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
4) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
5) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
6) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
7) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
8) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
9) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits,
10) the obligation is part of a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, cf. Section 2, No. 19, of the Act on Restructuring and Resolution of Certain Financial Undertakings, and exceeds the amount limit for covered deposits.

deposits, cf. Section 9 in the Act on a Deposit and Investor Guarantee Scheme, or
3) the obligation would be a covered deposit from natural persons, micro-enterprises, small enterprises or medium-sized enterprises, if the deposit had not been made through branches of institutions established within the European Union or in a country with which the Union has concluded an agreement in the financial sector, when the branch is located outside the European Union or in a country with which the Union has concluded an agreement in the financial sector.

Subsection 4. The Danish Financial Supervisory Authority may, upon application from the undertaking, decide that subsection 1 shall not apply if it is assessed that the obligations or instruments in question can be subject to write-down or conversion pursuant to the legislation of a third country or pursuant to a binding agreement concluded with the relevant third country.

Subsection 5. The Danish Financial Supervisory Authority may, upon application from the undertaking, decide that if the undertaking's claim for eligible liabilities under Section 266 corresponds to the undertaking's total loss-absorbing capacity, the undertaking is not subject to the requirement in subsection 1, provided that the obligations are not used to meet the requirement for eligible liabilities.

Subsection 6. If an undertaking fails to include a contractual term in accordance with subsection 1, the obligation cannot be used to meet the requirement for eligible liabilities. This does not prevent the Danish Financial Supervisory Authority and Financial Stability from exercising write-down and conversion powers, cf. Sections 272 or 273 and Sections 17, 18 a and 24 in the Act on the Restructuring and Winding-up of Certain Financial Undertakings, cf. however Section 24, subsection 4, in the Act on the Restructuring and Winding-up of Certain Financial Undertakings.

Section 275. An undertaking shall notify the Danish Financial Supervisory Authority if it is not possible to comply with Section 274, subsection 1, in relation to a contract concerning an obligation covered by Section 97 of the Bankruptcy Act. This does not, however, include unsecured bonds and other forms of marketable debt and instruments that create or acknowledge a debt. The notification shall indicate the category of the obligation and the reason why it is not possible to include the contractual term.

Subsection 2. The undertaking shall submit all information to the Danish Financial Supervisory Authority, which the Danish Financial Supervisory Authority requests within a reasonable time after receipt of the notification under subsection 1.

Subsection 3. The duty to include a contractual term, cf. Section 274, subsection 1, shall automatically cease from the time when the Danish Financial Supervisory Authority receives a notification in accordance with subsection 1.

Subsection 4. If the Danish Financial Supervisory Authority assesses that it is possible to comply with Section 274, subsection 1, in relation to the relevant contract, the Danish Financial Supervisory Authority may, notwithstanding subsection 3, order the undertaking to include such a contractual term. The Danish Financial Supervisory Authority shall give the order within a reasonable time after the Danish Financial Supervisory Authority has received a notification under subsection 1.

Subsection 5. The Danish Financial Supervisory Authority may order the undertaking to change its practice regarding the undertaking's assessment of whether it is possible to include a contractual term acknowledging Financial Stability's powers under Section 24 in the Act on the Restructuring and Winding-up of Certain Financial Undertakings.

Subsection 6. If the Danish Financial Supervisory Authority and Financial Stability assess that contracts that do not contain a term in accordance with Section 274, subsection 1, constitute a significant impediment to winding-up, the Danish Financial Supervisory Authority shall, to the extent necessary, use the powers under Section 264 to remove the relevant impediment.

Subsection 7. The Minister for Business Affairs may lay down detailed rules on the categories of obligations covered by Section 97 of the Bankruptcy Act, where it is not possible to include a contractual term as referred to in Section 274, subsection 1.

Contractual acknowledgment of Financial Stability's powers to suspend during winding-up

Section 276. A credit institution, a mortgage credit institution, a financial holding company, a mixed financial holding company and a financing institution, when the financing institution is a subsidiary of a credit institution, a mortgage credit institution, a financial holding company or a mixed financial holding company and the financing institution is included in the supervision of the parent undertaking on a consolidated basis, shall ensure that the undertaking's contracts, cf. subsection 2, which are governed by the legislation of a third country, contain a term whereby the parties acknowledge,
1) that the contract can be subject to Financial Stability's power to suspend or limit rights and obligations under Sections 4 a and 32-34 in the Act on the Restructuring and Winding-up of Certain Financial Undertakings, and
2) that the parties in relation to the contract are bound by Section 31 in the Act on the Restructuring and Winding-up of Certain Financial Undertakings.

Subsection 2. The term in subsection 1 shall apply to contracts that
1) create a new obligation or significantly change an existing obligation after 28 December 2020 and
2) contain provisions on payment or delivery obligations, termination rights or the right to enforce security rights.

Subsection 3. If an undertaking fails to include a term in accordance with subsection 1, this does not prevent Financial Stability from using the powers under Sections 4 a and 32-34 in the Act on the Restructuring and Winding-up of Certain Financial Undertakings, and Section 31 in the Act on the Restructuring and Winding-up of Certain Financial Undertakings shall continue to apply.

Sections 277-282. (Repealed)
9 June 2025. 92 No. 650.

Section VIII
(Repealed)
Section VIII a
(Repealed)
Section IX
Special rules for systemically important financial institutions and globally systemically important financial institutions
Chapter 19
Identification of systemically important financial institutions (SIFI)

Section 308. The Danish Financial Supervisory Authority shall designate systemically important financial institutions (SIFI) in Denmark by 30 June each year at the latest, cf. subsections 2 and 3. Credit institutions and mortgage credit institutions covered by Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions may be designated as systemically important financial institutions (SIFI) on an individual, sub-consolidated or consolidated basis. The Danish Financial Supervisory Authority may, notwithstanding the first sentence, make further designations of systemically important financial institutions (SIFI), cf. subsections 2 and 3.

Subsection 2. Credit institutions and mortgage credit institutions covered by 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 shall be designated as a systemically important financial institution (SIFI) if the calculated systemicness of the institution, cf. subsection 6, exceeds 100 basis points in 2 consecutive years, cf. however subsection 4.

Subsection 3. The Minister for Business Affairs may designate an institution referred to in subsection 1 as a systemically important financial institution (SIFI), which significantly exceeds 100 basis points in the calculation of the institution's systemicness, cf. subsection 6, notwithstanding that the calculated systemicness of the institution has not exceeded 100 basis points in 2 consecutive years.

Subsection 4. A systemically important financial institution (SIFI) shall have a calculated systemicness, cf. subsection 6, of less than 100 basis points in 3 consecutive years to cease being a systemically important financial institution (SIFI), cf. however subsection 5.

Subsection 5. Notwithstanding subsection 4, the Minister for Business Affairs may, upon application from the institution, decide that a systemically important financial institution (SIFI) is no longer systemically important if the systemically important financial institution (SIFI) lies significantly below 100 basis points in the calculation of the systemicness of the institution, cf. subsection 6.

Subsection 6. The Danish Financial Supervisory Authority shall calculate the institutions' systemicness expressed in basis points as the weighted sum multiplied by 10,000 of the shares, which are calculated as the individual institution's share of the total value for all Danish credit and mortgage institutions and significant branches in Denmark of foreign credit and mortgage institutions for each of the following indicators:
1) Total assets weighted with 6/24.
2) The value of national payment transactions weighted with 2/24.
3) Deposits in Denmark weighted with 2/24.
4) Loans in Denmark weighted with 2/24.
5) Nominal value of derivatives not traded on a regulated market (OTC derivatives) weighted with 2/24.
6) Liabilities across jurisdictions weighted with 2/24.
7) Assets across jurisdictions weighted with 2/24.
8) Outstanding debt issuances weighted with 2/24.
9) Liabilities within the financial system (worldwide) weighted with 1/24.
10) Assets within the financial system (worldwide) weighted with 1/24.
11) Liabilities within the financial system (Denmark) weighted with 1/24.
12) Assets within the financial system (Denmark) weighted with 1/24.

Subsection 7. Based on the calculation of systemicness, the institutions shall be placed in one of the following five categories of systemicness:
1) Category 1: Institution with a systemicness of 100 basis points and up to 300 basis points.
2) Category 2: Institution with a systemicness of 300 basis points and up to 1,000 basis points.
3) Category 3: Institution with a systemicness of 1,000 basis points and up to 2,000 basis points.
4) Category 4: Institution with a systemicness of 2,000 basis points and up to 4,000 basis points.
5) Category 5: Institution with a systemicness of 4,000 basis points and above.

Subsection 8. The Danish Financial Supervisory Authority shall lay down detailed rules on the calculation of the individual factors included in the calculation of systemicness, cf. subsection 6, and on whether the calculation shall be carried out on an individual, sub-consolidated or consolidated basis.

Subsection 9. The Danish Financial Supervisory Authority may lay down rules on the publication by systemically important financial institutions of the indicators, factors and systemicness of the systemically important financial institution.

Section 309. A credit institution and a mortgage credit institution designated as a systemically important financial institution (SIFI) in accordance with Section 308 shall comply with the SIFI buffer requirements, cf. Section 125 g, subsections 3 and 4, cf. Section 125 a, subsection 4, no later than by the end of the following year.

Subsection 2. If a credit institution or a mortgage credit institution is designated as a systemically important financial institution (SIFI) on a consolidated or sub-consolidated basis, cf. Section 308, the SIFI buffer requirement, cf. Section 125 e, cf. Section 125 a, subsection 4, cf. Section 125 g, subsections 3 and 4, shall apply with the same percentage requirement at consolidated level for the group and at individual level for each individual credit institution and mortgage credit institution included in the group.

Subsection 3. A systemically important financial institution (SIFI), cf. Section 308, shall comply with the SIFI buffer requirement resulting from changes in its systemicness, cf. Section 125 g, subsections 3 and 4, cf. Section 125 a, subsection 4, by the end of the year in which changes in its systemicness occur.

9 June 2025. 93 No. 650.

Subsection 4. Subsections 1 and 3 shall apply mutatis mutandis to the credit institutions and mortgage credit institutions that, pursuant to subsection 2, are subject to the same percentage SIFI buffer requirement at individual level as applies on a consolidated basis for the designated systemically important financial institution (SIFI).

Subsection 5. The Minister for Business Affairs may decide that a systemically important financial institution (SIFI) designated in accordance with Section 308, subsection 1 or 3, shall comply with the SIFI buffer requirements, cf. Section 125 g, subsections 3 and 4, cf. Section 125 a, subsection 4, before the deadline specified in subsection 1.

Identification of globally systemically important financial institutions (G-SIFI)

Section 310. The Danish Financial Supervisory Authority shall designate globally systemically important financial institutions in Denmark (G-SIFI) once a year. A credit institution, a mortgage credit institution and a financial holding company covered by Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions may be designated as a globally systemically important financial institution (G-SIFI) at group level.

Subsection 2. The designation of globally systemically important financial institutions (G-SIFI) and placement in five subcategories for globally systemically important financial institutions (G-SIFI) shall take place no earlier than 1 January 2016 and shall be based on at least one of the following indicators:
1) Size.
2) Interconnectedness with the financial system.
3) Substitutability of the institution's assets or the financial infrastructure offered by the institution.
4) Complexity.
5) Cross-border activities.

Subsection 3. The Minister for Business Affairs may lay down detailed rules on the calculation of the indicators mentioned in subsection 2 and on the calculation of the systemicness of globally systemically important financial institutions.

Publication of the identification of systemically important financial institutions (SIFI) and globally systemically important financial institutions (G-SIFI)

Section 311. The Danish Financial Supervisory Authority shall publish on its website once a year which systemically important financial institutions (SIFI) and globally systemically important financial institutions (G-SIFI) have been designated in accordance with Sections 308 and 310, and their placement in categories and subcategories of systemicness, respectively.

Management and organisation of the undertaking

Section 312. Sections 77 c, 80 a and 80 b shall apply mutatis mutandis to systemically important financial institutions (SIFI) and globally systemically important financial institutions (G-SIFI), if their share capital is not admitted to trading on a regulated market, and which have not, on average, had 1,000 or more full-time employees at the balance sheet date in the 2 most recent financial years.

Section 312 a. (Repealed)

Section 312 b. Deferral of variable remuneration under Section 77 a, subsection 1, no. 5, shall, insofar as it concerns members of the board of directors and the management of a systemically important financial institution (SIFI) and a globally systemically important financial institution (G-SIFI), take place over a period of at least 5 years with commencement 1 year after the calculation date with an equal distribution over the years or with an increasing share at the end of the period.

Subsection 2. A significant part of the deferred variable remuneration component under subsection 1 shall, insofar as it concerns members of the board of directors and the management of a systemically important financial institution (SIFI) and a globally systemically important financial institution (G-SIFI), consist of a balance of shares, corresponding ownership interests depending on the legal structure of the undertaking, share-based instruments or, if it concerns an undertaking whose share capital is not admitted to trading on a regulated market, corresponding instruments that reflect the undertaking's creditworthiness. Credit institutions and mortgage credit institutions shall, where possible and appropriate, use instruments as regulated in Articles 52 and 63 of Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions or other instruments that can be converted into genuine core equity instruments or written down, and which in an appropriate degree reflect the undertaking's creditworthiness as an undertaking whose activity is assumed to continue. The instruments may be issued by the undertaking or its parent undertaking, which owns the undertaking fully.

Limits on the number of management positions

Section 313. A member of the board of directors in a systemically important financial institution (SIFI) and in a globally systemically important financial institution (G-SIFI) may, including the position in the relevant credit institution, mortgage credit institution or financial holding company covered by Regulation (EU) No 575/2013 of the European Parliament and of the Council on prudential requirements for credit institutions, only hold one of the following combinations of director and board positions, cf. however subsections 2-9:
1) 1 director position combined with 2 board positions.
2) 4 board positions.

Subsection 2. Subsection 1 shall not apply to members of the board of directors in systemically important financial institutions (SIFI) and in globally systemically important financial institutions (G-SIFI), if the member has been appointed to the board of the relevant systemically important financial institution (SIFI) or globally systemically important financial institution (G-SIFI) by the Danish State or a company owned by the Danish State.

Subsection 3. The following management positions shall not be included in the calculation of the number of director and board positions under subsection 1:
1) Director and board positions in companies and organisations that do not pursue predominantly commercial purposes.
2) Director and board positions in companies covered by Section 80, subsection 5, and corresponding sectoral companies, unless the company or sectoral company is a systemically important financial institution (SIFI) or a globally systemically important financial institution (G-SIFI).
3) Board positions in companies where the member has been appointed to the board by the Danish State or a company owned by the Danish State, or where the company is owned by the Danish State.

9 June 2025. 94 No. 650.

Subsection 4. Director and board positions in group-affiliated companies shall be counted as a single position in the calculation of director and board positions under subsection 1.

Subsection 5. Director and board positions in companies in which the systemically important financial institution (SIFI) or the globally systemically important financial institution (G-SIFI) owns a qualifying holding, cf. Section 5, subsection 3, shall be counted as a single position in the calculation of director and board positions under subsection 1.

Subsection 6. The Danish Financial Supervisory Authority may permit a board member to hold one additional board position beyond that mentioned in subsection 1, if this is found to be justified with regard to the board member's other management positions and the work associated with them.

Subsection 7. The Danish Financial Supervisory Authority may, in special cases where a director or board position requires very modest resources, permit that the relevant position is not included in the calculation of the number of director and board positions under subsection 1.

Subsection 8. A member of the board of directors in a company designated as a systemically important financial institution (SIFI) under Section 308, subsection 1, or a globally systemically important financial institution in Denmark (G-SIFI) under Section 310, subsection 1, who at the time of designation holds more director or board positions than permitted under subsection 1, may continue to hold these director and board positions until the expiry of the term of office for the board position which entails that the board member is subject to subsection 1.

Subsection 9. Board alternates who enter the board of directors in a company designated or designated as a systemically important financial institution (SIFI) under Section 308, subsection 1, or a globally systemically important financial institution in Denmark (G-SIFI) under Section 310, subsection 1, and who at the time when they enter the board hold more director or board positions than permitted under subsection 1, may continue to hold these director and board positions until the expiry of the term of office for the relevant board position in the systemically important financial institution (SIFI) or the globally systemically important financial institution in Denmark (G-SIFI).

Special rules for key persons in systemically important financial institutions (SIFI) and in globally systemically important financial institutions (G-SIFI)

Section 313 a. (Repealed)

Section 313 b. Without the management's approval, a systemically important financial institution (SIFI) and a globally systemically important financial institution (G-SIFI) shall not grant exposure to or receive security from
1) employees of the institution who are identified as key persons in accordance with Section 64 c, subsection 8, cf. subsection 1, or
2) companies where the persons mentioned in no. 1 directly or indirectly own a qualifying holding or are board members or directors.

Subsection 2. The exposures mentioned in subsection 1 shall be granted in accordance with the institution's usual business conditions and on market-based terms. The institution's external auditor shall, in the audit report regarding the annual report, give a statement on whether the requirements in the first sentence are met.

Subsection 3. The management shall monitor the prudence and progress of the exposures mentioned in subsection 1.

Subsection 4. The rules in subsections 1-3 also apply to exposures to persons connected to employees who are identified as key persons in accordance with Section 64 c, subsection 5, cf. subsection 1, by marriage, cohabitation for at least 2 years or kinship in the direct ascending or descending line or as siblings, and to companies for which such persons are directors.

Special rules for liquidity in systemically important financial institutions (SIFI) and in globally systemically important financial institutions (G-SIFI)

Section 314. The Minister for Business Affairs may lay down rules regarding a liquidity coverage requirement for systemically important financial institutions (SIFI) and for globally systemically important financial institutions (G-SIFI).

Sections 315-330. (Repealed)

Section IX a
Public consumer information
Chapter 19 a

Section 331. (Repealed).

Section IX b
Markets for cryptoassets
Chapter 19 b
Definitions

Section 332. In this Act, the following shall be understood:
1) Cryptoasset: A digital representation of a value or of a right, which can be transferred and stored electronically using distributed ledger technology or similar technology.
2) Asset-referenced token: A type of cryptoasset that is not an electronic money token and which claims to maintain a stable value by referring to another value or right or a combination thereof, including one or more official currencies.
3) Electronic money token or e-money token: A type of cryptoasset which claims to maintain a stable value by referring to the value of an official currency.
4) Issuer of cryptoassets: A natural or legal person or another undertaking that issues cryptoassets.
5) Provider of cryptoassets: A natural or legal person or another undertaking or an issuer that offers cryptoassets to the public.
6) Provider of cryptoasset services: A legal person or another undertaking whose profession or business consists of providing one or more cryptoasset services to customers on a professional basis, and which has permission to provide cryptoasset services in accordance with Article 59 of Regulation (EU) No 2019/... of the European Parliament and of the Council on markets in cryptoassets... [Text ends here]

Regulation (EU) 2023/1114 of 31 May 2023 on markets in crypto-assets.

7) Crypto-asset service: Any of the following services and activities related to any crypto-asset:
a) Custody and administration of crypto-assets on behalf of clients. b) Operation of a trading platform for crypto-assets. c) Exchange between crypto-assets and funds. d) Exchange between crypto-assets and other crypto-assets. e) Execution of orders concerning crypto-assets on behalf of clients. f) Placement of crypto-assets. g) Reception and transmission of orders concerning crypto-assets on behalf of clients. h) Advice on crypto-assets. i) Portfolio management in connection with crypto-assets. j) Provision of services concerning the transfer of crypto-assets on behalf of clients.

Authorization and Notification

§ 332 a. A legal person or other company that offers asset-referenced tokens to the public or requests admission of asset-referenced tokens to trading in the EU must be the issuer of these asset-referenced tokens and have authorization from the Financial Supervisory Authority in accordance with Article 21, cf. Article 16(1)(a) of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets, subject to subsections 2 and 3.

Subsection 2. Subsection 1 does not apply to a credit institution that meets the requirements of Article 17 of Regulation (EU) 2023/1114 of the European Parliament and of the Council of 31 May 2023 on markets in crypto-assets.

Act on Financial Business 1)

Part I

General Provisions

Chapter 1

Scope of Application

Chapter 2

Definitions

Lineage: No known changes