Royal Decree 999/2025 of 5 November amending Royal Decree 1012/2015 on the recovery and resolution of credit institutions and investment firms and modifying Royal Decree 2606/1996 on deposit guarantee schemes

I. GENERAL PROVISIONS
MINISTRY OF ECONOMY, COMMERCE AND ENTERPRISE
22435 Royal Decree 999/2025, of 5 November, amending Royal Decree 1012/2015, of 6 November, developing Law 11/2015, of 18 June, on the recovery and resolution of credit institutions and investment firms, and amending Royal Decree 2606/1996, of 20 December, on deposit guarantee funds of credit institutions.

I

Regulation (EU) 2022/2036 of the European Parliament and of the Council of 19 October 2022, amending Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms, and amending Regulation (EU) No 648/2012 and Directive 2014/59/EU of the European Parliament and of the Council of 15 May 2014 establishing a framework for the recovery and resolution of credit institutions and investment firms, and amending Council Directive 82/891/EEC, and Directives 2001/24/EC, 2002/47/EC, 2004/25/EC, 2005/56/EC, 2007/36/EC, 2011/35/EU, 2012/30/EU and 2013/36/EU, and Regulations (EU) No 1093/2010 and (EU) No 648/2012 of the European Parliament and of the Council, as regards the prudential treatment of global systemically important institutions with a resolution strategy based on multiple activation and methods for the indirect subscription of eligible instruments to meet the minimum requirement for own funds and eligible liabilities, introduces modifications aimed at adjusting the procedure for determining the minimum requirement for own funds and eligible liabilities (MREL), so that, for groups of global systemically important institutions with a resolution strategy based on multiple activation (MPE), all third-country entities that are part of them are taken into account when they would have been resolution entities had they been established in the European Union.

This modification of the directive aims to provide greater legal protection to the practice followed by the relevant resolution authority (in this case, the Single Resolution Board), whereby, to determine comparable eligible own funds and liabilities (MREL) requirements for global systemically important institutions (G-SIIs) with a resolution strategy based on an MPE, the subsidiaries of these G-SIIs in third states that would have been considered resolution entities if established in the European Union are taken into account. Its purpose would be to compare and, where appropriate, reduce or eliminate the difference between the sum of the MREL requirements of a G-SII with a resolution strategy based on an MPE and the requirement of said group if the resolution strategy were based on a single activation (SPE), favoring equal treatment.

Compliance is thus given to Regulation (EU) 2022/2036 of the European Parliament and of the Council of 19 October 2022, and the modification made in Directive 2014/59/EU is incorporated, by modifying Royal Decree 1012/2015, of 6 November, developing Law 11/2015, of 18 June, on the recovery and resolution of credit institutions and investment firms, and amending Royal Decree 2606/1996, of 20 December, on deposit guarantee funds of credit institutions. The adjustments introduced by the aforementioned regulation are necessary for the correct application in the European Union of the international standard on total loss-absorbing capacity, published by the Financial Stability Board on 9 November 2015 ("TLAC standard") for global systemically important banks. To this end, more specifically, it is necessary to adjust the procedure for determining the requirement for own funds and eligible liabilities so that, for global systemically important institutions, all third-country entities that are part of them are taken into account when they would have been resolution entities had they been established in the European Union. In addition, the modifications to Royal Decree 1012/2015, of 6 November, ensure coherence between the Spanish legal order and Article 12bis of Regulation (EU) No 575/2013, of 26 June 2013, as amended by Regulation (EU) 2022/2036, of 19 October 2022.

II

This royal decree consists of a single article and two final provisions.

By means of the single article, Articles 71.4 and 82.3 of Royal Decree 1012/2015, of 6 November, developing Law 11/2015, of 18 June, on the recovery and resolution of credit institutions and investment firms, and amending Royal Decree 2606/1996, of 20 December, on deposit guarantee funds of credit institutions, are modified. The first of them so that resolution authorities, when determining the MREL of global systemically important institutions, take into account all third-country entities that are part of them when they would have been resolution entities had they been established in the European Union. And the second, to eliminate the differences between the sum of MREL requirements of a G-SII with a resolution strategy based on an MPE and the amount of MREL requirement of said group if the resolution strategy were based on a single activation.

The first final provision regulates the incorporation of European Union Law, and the second final provision establishes the entry into force, which will take place on the day following its publication in the "Boletín Oficial del Estado".

III

This royal decree conforms to the principles of good regulation in accordance with which Public Administrations must act in the exercise of legislative initiative and regulatory power, such as the principles of necessity, effectiveness, proportionality, legal certainty, transparency and efficiency, provided for in Article 129 of Law 39/2015, of 1 October, on the Common Administrative Procedure of Public Administrations.

The principles of necessity and effectiveness have been respected by adopting the necessary provisions for the introduction into our legal order of the modifications to Directive 2014/59/EU included in Article 2 of Regulation (EU) 2022/2036, of 19 October 2022. The modifications are necessary to avoid gaps or contradictions that could compromise financial stability and the protection of depositors. Furthermore, the modification is effective because it introduces the precise adjustments to capital requirements that will subsequently be used in resolution procedures, avoiding dispersion in favor of simplification. This facilitates early and orderly intervention of distressed entities and reduces the potential impact on the financial system and taxpayers, in line with the general interest.

The principles of proportionality have also been observed, as the regulation contains the minimum and essential regulation to address the need to be covered, and of legal certainty, since fidelity is kept to the text of the norm subject to transposition with the aim of maintaining a stable, predictable, integrated and clear regulatory framework, and the text avoids dispersion in favor of simplification. Additionally, legal certainty is reinforced because, on the one hand, it is consistent with the rest of the internal legal order, and, on the other hand, it favors certainty and clarity by adapting the contents of national legislation to what is provided for in European Union Law.

The principle of efficiency has been fulfilled, as care has been taken that the norm does not generate administrative burdens for the recipients of the norm, and the use of public resources has also been rationalized in its application. In this sense, the recipients of the norm will continue to provide the resolution authority with the necessary information so that it can calculate the MREL requirements in such a way that obligations arise exclusively for the resolution authority, which will have to take into account third-country entities and, likewise, will have to perform the comparison between the requirement with an MPE-based strategy and the requirement resulting when the strategy is based on SPE.

In accordance with the principle of transparency, the participation of the recipients has been allowed through the hearing and public information process to which the initiative has been submitted, which has allowed all those affected by the regulation to make the contributions they considered appropriate. Additionally, this principle is fulfilled given that the norm clearly defines its objectives and the mechanisms established for their achievement.

This royal decree is subject to the procedure for the elaboration of general provisions regulated in Article 26 of Law 50/1997, of 27 November, of the Government. The prior public consultation process has been omitted as it is a modification that regulates partial aspects of a matter, does not have a significant impact on economic activity and does not impose relevant obligations on the recipients, although it has been submitted to the hearing and public information process, in accordance with what is provided in Article 26.6 of Law 50/1997, of 27 November, of the Government.

This royal decree has been informed by the Bank of Spain, by the FROB and by the National Securities Market Commission.

This royal decree is issued by virtue of the legal authorization attributed to the Government in Article 44.1, second paragraph, and the sixteenth final provision of Law 11/2015, of 18 June, on the recovery and resolution of credit institutions and investment firms.

By virtue thereof, on the proposal of the Minister of Economy, Commerce and Enterprise, in accordance with the Council of State, and after deliberation by the Council of Ministers in its meeting on 4 November 2025,

I HEREBY ORDER:

Single Article. Modification of Royal Decree 1012/2015, of 6 November, developing Law 11/2015, of 18 June, on the recovery and resolution of credit institutions and investment firms, and amending Royal Decree 2606/1996, of 20 December, on deposit guarantee funds of credit institutions.

Royal Decree 1012/2015, of 6 November, developing Law 11/2015, of 18 June, on the recovery and resolution of credit institutions and investment firms, and amending Royal Decree 2606/1996, of 20 December, on deposit guarantee funds of credit institutions, is modified as follows:

One. Paragraph 4 of Article 71 is drafted in the following terms:

"4. For the purposes of the procedure for determining the requirement, provided for in Article 82.3, when several G-SIIs that are part of the same G-SII are resolution entities or third-country entities that would be resolution entities if established in the Union, the relevant resolution authorities shall calculate the amount referred to in paragraph 3:
a) For each resolution entity or third-country entity that would be a resolution entity if established in the Union; b) For the Union parent company as if it were the sole resolution entity of the G-SII."

Two. Paragraph 3 of Article 82 is drafted in the following terms:

"3. When several G-SIIs that are part of the same G-SII are resolution entities or third-country entities that would be resolution entities if established in the Union, the resolution authorities referred to in paragraph 1 shall discuss and, when appropriate and consistent with the resolution strategy of the G-SII, agree on the application of Article 72sexies of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013, and any adjustment to minimize or eliminate the difference between the sum of the amounts referred to in Article 71.4.a) of this royal decree, and Article 12bis.a), of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 for each resolution entity or third-country entity that would be a resolution entity if established in the Union, and the sum of the amounts referred to in Article 71.4.b) of this royal decree, and Article 12bis.b), of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013.

An adjustment of this type may be applied under the following conditions:
a) The adjustment may be applied to differences in the calculation of total risk exposures between the relevant Member States or third countries by adjusting the level of the requirement; b) The adjustment shall not be applied to eliminate differences resulting from exposures between resolution groups.

The sum of the amounts referred to in Article 71.4.a) of this royal decree, and Article 12bis.a), of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 for each resolution entity or third-country entity that would be a resolution entity if established in the Union, shall not be less than the sum of the amounts referred to in Article 71.4.b) of this royal decree, and Article 12bis.b), of Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013."

First Final Provision. Incorporation of European Union Law.

By means of this royal decree, the necessary provisions are adopted to comply with Regulation (EU) 2022/2036 of the European Parliament and of the Council of 19 October 2022, amending Regulation (EU) No 575/2013 and Directive 2014/59/EU as regards the prudential treatment of global systemically important institutions with a resolution strategy based on multiple activation and methods for the indirect subscription of eligible instruments to meet the minimum requirement for own funds and eligible liabilities. Specifically, the new wording introduced by Article 2 of Regulation (EU) 2022/2036 of the European Parliament and of the Council of 19 October 2022, to paragraph 4 of Article 45quinquies and paragraph 2 of Article 45nonies, both of Directive 2014/59/EU of the European Parliament and of the Council of 15 May 2014, is incorporated into our legal order.

Second Final Provision. Entry into force.

The provisions of this royal decree shall enter into force on the day following its publication in the "Boletín Oficial del Estado".

Given in Madrid, 5 November 2025.

FELIPE R.

The Minister of Economy, Commerce and Enterprise,

CARLOS CUERPO CABALLERO