Source: OJ L, 2025/414, 31.3.2025

Article 12 Reduced information requirements

Summary What does Article 12 of the RTS on acquisition of qualified holding in CASP say?

This article operates as a relief provision within the broader information-submission framework established by the preceding articles.

Rather than imposing new disclosure requirements, it carves out two scenarios where proposed acquirers are not required to resubmit information that a competent authority already holds.

The first scenario applies where the proposed acquirer has been assessed by the same competent authority within the previous two years in connection with a qualifying holding under this or other relevant EU financial legislation.

The second scenario applies where the proposed acquirer is itself an undertaking already authorised and under the ongoing prudential supervision of that same competent authority.

In both cases, only acquisition-specific information or information that has changed needs to be submitted.

The article also defines what counts as "acquisition-specific" information by cross-referencing the relevant articles covering identity, reputation, financial position, and strategy.

In either scenario, a signed declaration must accompany the notification to confirm the accuracy and currency of any withheld information.

Important points:

Submit only acquisition-specific information or changed information if you have been assessed by the same competent authority within the last two years, or if you are an undertaking already authorised and supervised by that authority.
In both cases, accompany your notification with a signed declaration certifying that any information not submitted remains true, accurate, and up-to-date.
The article clearly defines what counts as acquisition-specific information by mapping it to the disclosure requirements set out in the earlier articles of this regulation.

Springlex's summary of the article, a reading aid, not a substitute for the legal text.

1. Where the proposed acquirer has been assessed for the acquisition or increase in qualifying holdings by the same competent authority as that of the target entity in accordance with Articles 41(1) or Article 83(1) of Regulation (EU) 2023/1114, Article 13 of Directive 2014/65/EU of the European Parliament and of the Council(¹²), Article 23 of Directive 2013/36/EU of the European Parliament and of the Council(¹³), Article 59 of Directive 2009/138/EC of the European Parliament and of the Council(¹⁴) or Article 32 of Regulation (EU) No 648/2012 of the European Parliament and of the Council(¹⁵), within the previous 2 years before the submission of the notification, that proposed acquirer shall only submit to the competent authority of the target entity the information that is specific to the proposed acquisition or the information that has changed since the previous assessment.
2. The proposed acquirer shall submit a signed declaration indicating the exact information referred to in this Regulation that has not been submitted, certifying that such information has not changed since the previous assessment and that it is still true, accurate and up-to-date.
1. Without prejudice to paragraph 1, where the proposed acquirer is an undertaking authorised by the same competent authority as that of the target entity, and subject to the ongoing prudential supervision of that competent authority, that proposed acquirer shall only submit the information referred to in this Regulation specific to the proposed acquisition and shall not be required to submit the information already in possession of that competent authority.
2. The proposed acquirer shall submit a signed declaration indicating the exact information referred to in this Regulation that has not been submitted because already in possession of that competent authority and certifying that such information is true, accurate and up-to-date.
1. For the purposes of this Article, information specific to the proposed acquisition referred to in this Regulation includes all of the following:
  1. where the proposed acquirer is a natural person:
    information referred to in Article 1(1);
    information referred to in Article 2(1), points (d) to (f) and Article 2(2), points (a) to (d) where the proposed acquisition is covered by paragraph 1, or information referred to in Article 2(2), points (a) to (d) where the proposed acquisition is covered by paragraph 2 of this Article;
    information referred to in Article 5;
    information referred to in Article 6;
    information referred to in Article 8;
    information referred to in Article 9, 10 or 11, as applicable;
  2. where the proposed acquirer is a legal person, a trust, an AIF within the meaning of Article 4(1), point (a), of Directive 2011/61/EU, or an UCITS within the meaning of Article 1(2) of Directive 2009/65/EC, or a sovereign wealth fund:
    information referred to in Article 1(2), points (a) to (f);
    information referred to in Article 3(1), points (a)(ii) to (a)(iv), and points (b), (c) and (d), and in Article 5 as applicable, and, where the proposed acquisition is covered by paragraph 1 of this Article, also information referred to in Article 3(2), points (a) to (d);
    information referred to in Articles 6 and 7;
    information referred to in Article 8;
    information referred to in Articles 9, 10 or 11, as applicable.

Table of contents

Springlex and this text is meant purely as a documentation tool and has no legal effect. No liability is assumed for its content. The authentic version of this act is the one published in the Official Journal of the European Union.

Relevant recitals