text: FINAL REPORT ON THE PROPOSAL FOR GUIDELINES TO SPECIFY FURTHER THE MATTERS AND CRITERIA FOR THE ASSESSMENT OF THE RESOLVABILITY OF UNDERTAKINGS OR GROUPS

text: Regulation (EU) No 1094/2010

text: of the European Parliament and of the Council of 24 November 2010 establishing a European Supervisory Authority (European Insurance and Occupational Pensions Authority), amending Decision No

text: and repealing

text: Commission Decision 2009/79/EC

text: (OJ L 331, 15.12.2010, p. 48-83).

text: Directive (EU) 2025/1

text: of the European Parliament and of the Council of 27 November 2024 establishing a framework for the recovery and resolution of insurance and reinsurance undertakings (hereafter “undertakings”) and amending Directives

text: and

text: (EU) 2017/1132

text: and Regulations

text: (EU) No 1094/2010

text: (EU) No 648/2012

text: (EU) No 806/2014

text: and

text: (EU) 2017/1129

text: (OJ L, 2025/1, 8.1.2025, p. 1).

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text: Please note that some undertakings or groups for which a resolution authority assesses that resolution would be less likely to be in the public interest may nonetheless have to be subject to resolution planning to ensure compliance with

text: Article 9(2) of Directive (EU) 2025/1

text: . 4The existence and availability of an IGS should also be taken into account in this regard, as it could mitigate any material adverse impact on the insurance coverage and protection provided by the insurance policies. Nevertheless, the continuation of coverage might not necessarily be guaranteed by an IGS.

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text: When setting out the internal aspects of write-down and conversion, undertaking or group should at least consider the following aspects: legal impediments, accounting impediments, tax impact, instrument specific features, SPVs, hedges, accrued interest, liabilities held by the undertaking or group itself, and adjustments to assumptions.

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text: This should include at least: information on ownership of assets and infrastructure, pricing, contractual rights and agreements, as well as outsourcing arrangements.

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text: 7The executive director should be in charge of at least the following tasks: ensuring the accurate and timely provision of information, ensuring the undertaking is and remains in compliance with resolution planning requirements, ensuring that resolution planning is integrated into the overall governance processes, amending existing committees or establishing new committees to support resolution activities, signing off on the main deliverables and ensuring adequate delegation arrangements in this respect, as part of appropriate internal control and assurance mechanisms (such as the resolution reporting templates), updating on a regular basis the other members of the management body and of the supervisory body on the state of resolution planning activities and the resolvability of the undertaking or group, which is documented by means of minutes. 8 The experienced senior-level executive should be in charge of at least the following tasks: coordinating and managing resolution activities (including preparation of workshops, questionnaires and other resolution authority requests), serving as the main point of contact for the resolution authority to ensure a coordinated approach for resolution planning and as the main point of contact for the implementation of the resolution strategy across the group, ensuring consistent and well communication with resolution authorities, coordinating the operationalization of the resolution strategy, participating in dry runs and, where necessary, establishing dedicated work streams to address resolution topics.

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text: This is only test GUIDELINES

text: GUIDELINES

text: EIOPA-BoS-25-715 16 February 2026

text: INTRODUCTION

text: 1. In accordance with Article 16 of EIOPA Regulation and with Article 13(5) of IRRD , EIOPA issues these Guidelines to specify further the matters and criteria for the assessment of the resolvability of undertakings or groups.

text: 3. These Guidelines apply from 30 January 2027.

text: 4. If not deﬁned in these Guidelines, the terms have the meaning deﬁned in the legal acts referred to in the introduction. For the purposes of these Guidelines, the deﬁnitions of the ‘resolution strategy’, ‘preferred resolution strategy’, ‘alternative resolution strategy’ and ‘relevant services’ apply as deﬁned in the relevant regulatory technical standards on the content of resolution plans and group resolution plans.

text: 5. For the purposes of these Guidelines, the following deﬁnitions have been developed: a) ‘operational continuity’ means the ability to eﬀectively implement the resolution strategy from an operational perspective, which requires undertaking to have in place appropriate arrangements to ensure the continued provision of relevant services; b) ‘transfer perimeter’ means the scope of activities of the undertaking and related assets, liabilities, technical provisions as well as other resources and items that create a comprehensive portfolio to be potentially transferred as part of the resolution strategy.

text: 6. These Guidelines do not prevent the resolution authorities from applying a proportionate approach, most primarily through the application of simplified obligations in accordance with Article 4

text: Directive (EU) 2025/1

text: . The specifications of these aspects are not included in these Guidelines, since they fall outside the scope of the legal empowerment.

text: GUIDELINE 1 – GENERAL PRINCIPLES FOR THE ASSESSMENT OF RESOLVABILITY

text: 7. Where an undertaking or a group is subject to resolution planning, the resolution authority should identify a preferred resolution strategy or strategies on the basis of the criteria set out in these Guidelines. For cases where the resolution authority considers it is diﬃcult to implement the preferred resolution strategy or strategies, it should also identify an alternative resolution strategy or strategies.

text: 8. The resolution authority should assess the feasibility and credibility of at least the preferred resolution strategy or strategies. Feasibility refers to the likelihood of an eﬀective implementation of the preferred resolution strategy, as assessed in context of the resolvability dimensions (1-8) listed in the Annex to the IRRD. Credibility refers to the potential impact of the implementation of the preferred resolution strategy on the ﬁnancial system and real economy, as assessed in the context of resolvability dimension 9 listed in the Annex to the IRRD. The resolution authority may also conduct the assessment of resolvability for any alternative resolution strategy.

text: 9. If resolution authorities and group-level resolution authorities decide to also perform a resolvability assessment of an alternative resolution strategy, they should decide to what extent all the resolvability dimensions (listed in Guidelines 5-13) that are part of the assessment of the preferred resolution strategy need to be considered.

text: 10. Considering the important role of reinsurance as a risk-management tool, the resolution authority should appropriately take into account reinsurance aspects when assessing the resolvability of an insurance undertaking or group. The consideration of these aspects does not preclude whether reinsurance aspects are deemed as an impediment. When they are relevant in the context of resolution, the following aspects should be considered : a) the reinsurance strategy and its potential impact on the preferred resolution strategy or strategies, including its overall structure, and its impact on the business model and risk management system in potential resolution; b) legal and economic aspects of the reinsurance contracts in place (contract conditions, speciﬁc clauses, exit and/or renewal agreements, intra-group arrangements); c) risks related to the activities and exposures stemming from the reinsurance contracts in place, in particular the potential impact on the application of resolution tools and powers; d) risks related to intra-group reinsurance and similar arrangements.

text: 11. To improve resolvability and facilitate the implementation of the resolution strategy or strategies, resolution authorities should assess the undertakings' resolvability for which undertakings or groups are required to cooperate as much as necessary with the resolution authorities, in accordance with

text: Article 12(1)

text: a of the IRRD

text: Directive (EU) 2025/1

text: GUIDELINE 2 – ASSESSMENT OF THE CREDIBILITY AND FEASIBILITY OF WINDING-UP UNDER NORMAL INSOLVENCY PROCEEDINGS

text: 12. Resolution authorities should assess the feasibility and credibility of winding-up of the undertaking or group under normal insolvency proceedings, including the potential need to use extraordinary public ﬁnancial support, considering the tools and powers available under the provisions of the respective national insolvency framework. The outcome of this assessment is one of the elements of the public interest assessment, which is conducted at various stages in the resolution planning and execution framework. In that regard, it should be noted that only in cases where the resolution authority concludes that winding-up under normal insolvency proceedings would not meet the resolution objectives of Article 18 of the IRRD to the same extent as resolution, the undertakings or group should be taken into resolution, in accordance with the conditions for resolution as listed in Article 19 of the IRRD.

text: 13. When assessing the credibility of winding-up, resolution authorities should consider the likely impact of the winding-up of the undertaking or group on the ﬁnancial systems of any Member State or of the Union to ensure the continuity of critical functions provided by the undertaking or group and achieving the other resolution objectives of Article 18 of the IRRD. For this purpose, resolution authorities and group-level resolution authorities should take into account the functions performed by the undertaking or group and assess whether winding-up would be likely to have a material adverse impact on any of the following: a) policyholders, beneﬁciaries and other stakeholders and their social welfare; b) insurance coverage and protection provided by the insurance policies in place; c) functioning of ﬁnancial markets and market conﬁdence; d) other ﬁnancial institutions, in particular: i. whether winding-up would raise the funding costs of or reduce the availability of funding to other ﬁnancial institutions in a manner which presents a risk to ﬁnancial stability; ii. the risk of direct and indirect contagion and macroeconomic feedback eﬀects; e) the real economy and in particular the availability of critical functions.

text: 14. When assessing the feasibility of winding-up, resolution authorities should consider whether the undertaking's or group's systems are able, taking also into account operational aspects, to provide the information relevant to the insurance guarantee schemes (in case one exists) for the purposes of providing payment to covered risks in the amounts and time frames speciﬁed in the relevant national legislation. Where relevant, resolution authorities and group-level resolution authorities should consider whether the undertaking's or group's systems are able to provide the information for the third-country insurance guarantee schemes.

text: 15. Resolution authorities and group-level resolution authorities should also assess whether the undertaking or group has the capability required to support the insurance guarantee schemes' operations (in case one exists), in particular by distinguishing between covered and noncovered risks and claims.

text: 16. When assessing the feasibility of winding-up, resolution authorities and group-level resolution authorities should consider whether the undertaking or group has made appropriate organizational arrangements to provide the administrator with the necessary information to settle creditors and close the winding-up process.

text: GUIDELINE 3 – IDENTIFICATION OF A PREFERRED RESOLUTION STRATEGY

text: 17. When assessing whether a resolution strategy is appropriate to achieve the resolution objective or resolution objectives, resolution authorities and group-level resolution authorities should take into account the size, business model, risk profile, interconnectedness, substitutability and in particular the cross-border activity of the undertaking or group, and the resolution regimes applicable to the legal entities in a group.

text: 18. When selecting the preferred resolution strategy, resolution authorities and group-level resolution authorities should preliminary consider at least the following: a) what resolution tools or resolution powers would be used under the preferred resolution strategy and whether those resolution tools or resolution powers are feasible to be implemented for legal entities to which it is proposed in the resolution strategy; b) the likely availability of a transferee or purchaser for any business activities of the undertaking in resolution, taking into consideration the ability to use a bridge undertaking to operate the business on a temporary basis; c) the amount of eligible liabilities under the resolution strategy and the risk that these liabilities cannot be used to absorb losses or recapitalize the undertaking or group; d) the amount and characteristics of the insurance liabilities, their potential to contribute to the loss absorption or recapitalization capacity and the potential impact of the contribution to the loss absorption or recapitalization capacity on the undertaking’s creditors and policyholders, beneficiaries and injured parties; e) the existence of an insurance guarantee scheme or other financing arrangements; f) the operational structure and business model of the undertaking or group, and in particular, whether it is highly integrated or interconnected with other entities (not only from the group) or has a decentralized structure with a high degree of separation between different parts of the undertaking or group; g) the enforceability of resolution tools which would be applied, in particular, in third countries; h) whether the resolution strategy requires supporting action by other authorities, in particular in third countries, or requires such authorities to refrain from independent resolution actions; and whether any such actions are feasible and credible for those authorities.

text: 19. Considering the different consecutive stages of the resolvability assessment in accordance with Article 13(2) of the IRRD, when setting out the resolution strategy, the resolution authority should firstly take into account the structure and business model and the different service delivery models used by a given undertaking or group and how they interact. At least the following service delivery models should be listed: (i) outsourcing the provision of services to an external party (third-party provision of services), (ii) allocation of the provision of services to another entity within its group, or (iii) operation as a business unit within the entity itself that provides services to one or more of its business units (intra-entity or in-house provision of services).

text: GUIDELINE 4 – ASSESSMENT OF THE FEASIBILITY AND CREDIBILITY OF A RESOLUTION STRATEGY

text: 20. Resolution authorities and group-level resolution authorities are responsible for the monitoring and assessment of the undertakings’ or groups’ degree of resolvability. This monitoring and assessment should allow for the veriﬁcation whether it is feasible and credible to apply the preferred resolution strategy eﬀectively in an appropriate time frame and should identify potential impediments to the implementation of the preferred resolution strategy.

text: 21. Resolution authorities and group-level resolution authorities should, as a minimum, examine the resolvability dimensions speciﬁed in the Annex of the IRRD (as described in

text: Article 13(3)

text: and Article 14(4) of the IRRD).

text: 22. Resolution authorities and group-level resolution authorities should consider, especially once resolution plans have reached a certain level of maturity, and in cooperation with undertakings or groups that are subject to resolution planning requirements, the development of additional tools and introduce measures to improve the resolvability of the undertaking, and operationally facilitate the implementation of the preferred resolution strategy or strategies or any alternative resolution strategy, in particular, to ensure the eﬀective implementation of the resolution tools listed in Article 26(3) of the IRRD, including: a) a self-assessment report prepared by the undertaking, with an evaluation of its own resolvability; b) a multi-annual testing program prepared by the resolution authority to verify the degree of the undertakings’ resolvability (in particular with regard to the resolvability dimensions described in Guidelines 5-13); c) playbook(s), which are typically operational documents owned by the undertakings with the aim of supporting the execution of the resolution strategy and the application of resolution tools selected by the resolution authority. The playbook is expected to address all internal and external actions that must be undertaken by or on behalf of the undertaking to ensure eﬀective application of the resolution tool; d) handbook(s), which are typically drafted by the resolution authority to describe procedural issues speciﬁc to the use of certain resolution tools in order to ensure an eﬀective application of those tools.

text: GUIDELINE 5 – ASSESSMENT OF FEASIBILITY: OPERATIONAL CONTINUITY

text: 23. When conducting the resolvability assessment in the area mentioned in point 1(a) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have developed capabilities to carry out a comprehensive identiﬁcation of all relevant services, including reinsurance services, as well as relevant operational assets and staﬀ roles, necessary for the continuity of critical functions and the core business lines and; − have ensured, in their regular business processes, to map these elements to legal entities (where relevant) and to critical functions and core business lines.

text: 24. When conducting the resolvability assessment in the area mentioned in point 1(b) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have in place adequate operational arrangements ensuring that all relevant services and the adopted service delivery model can continue during the implementation of the resolution strategy; − document the relevant contractual arrangements for all relevant services, and have clear parameters against which the performance of these services’ provision can be monitored and reported to the resolution authority; − have in place adequate operational arrangements to ensure that the terms of relevant contracts and service level agreements (SLAs) on service provision, including third-party contracts governed by third-country or international laws (e.g. clauses, alternative measures), and pricing do not alter solely as a result of the entry into resolution of a party to the contract (or aﬃliate of a party); − maintain comprehensive, searchable and up-to-date management information system (MIS) and databases (service catalogues) containing the necessary information about relevant services, for the successful implementation of the tools envisaged in the resolution strategy, including information on ownership of assets and infrastructure, pricing, contractual rights and agreements, as well as outsourcing arrangements; − have in place a comprehensive and searchable repository of contracts servicing all relevant services, that is updated on a regular basis and is timely accessible; − have in place operational arrangements:  to ensure that relevant services, are operationally resilient and have suﬃcient capacity, in terms of human resources and expertise, to support both the resolution and post-resolution restructuring (such as contingency plans, succession plans, retention plans). Regarding third-party service providers, they should be subject to proper due diligence;  to ensure that business continuity planning and contingency arrangements for the providers of relevant services take into account resolution-related conditions and are appropriate to ensure that services continue to be provided in resolution, without needing to rely on staﬀ from business lines that may no longer be part of the same undertaking or group as a result of resolution;  to ensure that a swift and eﬃcient decision-making process covers all elements aﬀecting operational continuity, in particular the provision of relevant services. Group-level resolution authorities should also verify whether groups are able to ensure that intra-group providers of relevant services have contingency arrangements to ensure that relevant services continue to be provided in resolution and that the provision of relevant services within the group is structured to avoid preferential treatment upon the failure or resolution of any group entity.

text: 25. When conducting the resolvability assessment in the area mentioned in point 1(c) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups have developed capabilities to properly and comprehensively assess risks to operational continuity in resolution, such as the interruption of relevant services, loss of access to relevant operational assets and potential vacancy or unavailability of relevant staﬀ. The risk analysis needs to take into account at least the adequacy of the: − contractual provisions for relevant services taking into account the law applicable to the relevant contracts; − MIS, databases and repositories related to operational continuity; − arrangements ensuring suﬃcient ﬁnancial resources allowing the continuity of the provision of relevant services during and after resolution; − arrangements allowing for access to relevant operational assets, taking into account the location and legal status (e.g. owned or leased) of the assets; − contingency arrangements for key staﬀ, including instances where relevant staﬀ are employed by a group legal entity that could be wound up or divested in resolution.

text: 26. When conducting the resolvability assessment in the area mentioned in the point 1(d) of the Annex to IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings have developed capabilities to ensure that the risks to operational continuity in resolution, identified in line with the point above, are addressed, through appropriate mitigating actions and measures to improve preparedness for resolution and to facilitate post-resolution restructuring.

text: GUIDELINE 6 – ASSESSMENT OF FEASIBILITY: ACCESS TO FINANCIAL MARKETS INFRASTRUCTURES (FMIS)

text: 27. When conducting the resolvability assessment in the area mentioned in point 2 of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have identified all material relationships (including related to any membership requirements) they have with FMIs and FMI intermediaries, including key systems and personnel required to maintain access to FMI services and arrangements to ensure they remain available or can credibly be replaced in resolution; − draw up and update a contingency plan describing how they will maintain access to relevant FMI service providers in stress situations, in the run-up to, during and after resolution for the full range of plausible actions that each relevant FMI service provider could take during resolution, and the undertaking’s or group’s potential mitigating actions. This also includes anticipated collateral, liquidity, or information requirements and how the undertaking or group would expect to meet them and the communication conditions with each FMI service provider to provide any additional information that may be required for access to be facilitated; − map the relationships of FMI service providers to: (a) critical functions; (b) core business lines; (c) relevant services; (f) legal entities.

text: GUIDELINE 7 – ASSESSMENT OF FEASIBILITY: SEPARABILITY

text: 28. When conducting the resolvability assessment in the area mentioned in point 3(a) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − conduct an initial separability analysis of critical functions and core business lines to identify sources of undue complexity in their structure and information systems, including at least the following areas: a) a description of closely interrelated activities (as well as associated services) which could be separated from the rest of the group without undue delay and disproportionately high costs; b) an assessment whether assets, liabilities, services, staff, and, where relevant, other supporting infrastructure, which are related to relevant services, and which are part of possible transfer perimeters could be transferred to third parties; c) an assessment of whether assets and liabilities which are not related to relevant services, but earmarked for a possible transfer perimeter, can be transferred; d) a description of the IT systems and license ownerships, people and other services that are necessary to support the transfer perimeter(s); e) a description of operational efforts and of the expected time necessary for the delivery of information about the transfer perimeter relevant for the implementation of the preferred resolution strategy or strategies; f) a description of the liquidity and funding needs for the transfer perimeter(s). − are capable of identifying potential impediments to resolution related to separability posing a risk for the implementation of the resolution action, e.g.: a) the nature and extent of intra-group exposures and their impact on resolution; b) the time needed to evaluate policyholder liabilities and the assets supporting or backing those liabilities or to be otherwise transferred. − where relevant, provide explanations about actions taken to reduce or remove the sources of undue complexity in the structure and information systems.

text: 29. When conducting the resolvability assessment in the area mentioned in point 3(b) of the Annex to IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − analyse the market capacity to absorb the transfer perimeter(s) (including the existence of third-party investors with sufficient funds, competition and strategic considerations, in case of undertakings or groups with excess capital and/or sufficient market access, previous integration experience); − consider the possibility of different potential acquirers for different parts of the transfer perimeter(s) according to the markets concerned, their absorption capacity or the geography of the activities, in order to maximise the chances of success of the transfer strategy and support the resolvability of the undertaking or group.

text: GUIDELINE 8 – ASSESSMENT OF FEASIBILITY: LOSS ABSORPTION AND RECAPITALISATION CAPACITY

text: 30. When conducting the resolvability assessment in the area mentioned in point 4(a) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have sufficient loss absorption and recapitalisation capacity to apply the preferred resolution strategy; − have an accurate overview of the eligible liabilities that may contribute to the loss absorption or recapitalization capacity, considering the potential impact on the undertaking’s creditors and policyholders, beneficiaries and injured parties as well as reinsurers; − ensure that their capital, liability and technical provisions’ structures would permit a write-down or conversion, in particular by having in place an effective internal loss transfer and recapitalisation mechanism between subsidiaries and parent undertakings, where relevant, taking into account the nature of the holder of the instruments and the need for appropriate subordination; − identify any liabilities which are likely under the preferred resolution strategy not to contribute to loss absorption or recapitalisation, considering at least the following factors: a) maturity; b) subordination ranking; c) the types of holders of the instrument, or the instrument's transferability; d) legal impediments to loss absorbency such as a lack of recognition of resolution tools under foreign law or existence of set-off rights; e) other factors creating risk that the liabilities would be exempted from absorbing losses in resolution; f) the amount of qualifying eligible liabilities or other liabilities and an identification of the issuing legal entities which would absorb losses; g) whether appropriate arrangements are specified for losses to be transferred to legal entities to which resolution tools would be applied from other group companies, including where relevant an assessment of the amount and lossabsorbency of intragroup funding.

text: 31. Resolution authorities and group-level resolution authorities should also consider the availability of any insurance guarantee schemes or financing arrangements that can contribute to the loss absorption or recapitalization of the insurance or reinsurance undertaking or group.

text: 32. When conducting the resolvability assessment in the area mentioned in point 4(b) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − properly identify any barriers for the implementation of resolution actions in a crossborder context, especially identify any obstacles to the effective application of Articles 47-54 of the IRRD; − provide a list of contracts, including financial contracts, concluded under third country law or law of another Member State, identifying the counterparty, the obligations for the undertaking or group and whether the contracts include the contractual recognition of resolution tools and powers; − identify any barriers for the write-down or conversion of technical provisions in the cross-border context.

text: 33. When conducting the resolvability assessment in the area mentioned in point 4(c) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − are capable of conducting the process. implementing the write-down and conversion exchange mechanic, which is compliant with the applicable national regulatory framework. This includes the ability to: a) address the discontinuation, cancellation or suspension from the listing or trading of securities; b) address the risk of non-settled transactions; c) deal with the listing or relisting, and admission to trading of new securities or other claims; d) enable the delivery of equity to written-down creditors; e) account for a potential adjustment that may be required at a later stage once the full extent of the undertaking’s or group’s losses is known, for instance, based on the outcome of the final valuation; f) allow for potential residual unclaimed equity to be claimed beyond the initial exchange period. New shareholders or new owners of the equity may not be immediately identified and contacted during the early stage of the write-down and conversion execution. Therefore, the write-down and conversion exchange mechanic should enable them to claim their rights at a later stage; g) comply with their disclosure obligations under

text: Regulation (EU) No 596/2014

text: . − can demonstrate how they would be able to update their balance sheet on the basis of the provisional valuation within a reasonable timeframe.

text: GUIDELINE 9 – ASSESSMENT OF FEASIBILITY: LIQUIDITY AND FUNDING IN RESOLUTION

text: 34. When conducting the resolvability assessment in the area mentioned in point 5(a) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups are able to identify any impediments to resolution related to the business model and how it may give rise to liquidity needs in resolution, taking into account at least the following factors: a) the characteristics of insurance liabilities and related assets portfolios, with particular consideration of long-term assets and liabilities on the balance sheet; b) the reinsurance strategy; c) the size of funding needs during resolution, the availability of sources of funding, taking into account liquidity of assets and coverage of technical reserves by assets, especially in the unit-linked business, and impediments to the transfer of funds as required within the undertaking or group; d) the ability to, if applicable, obtain the support from an insurance guarantee scheme or other financial arrangements, and the capacity of the respective insurance guarantee scheme or other financing arrangements to support the resolution strategy; e) the ability to maintain a risk management framework, including asset and liability management and hedging strategies, which ensure the fulfillment of insurance liabilities.

text: 35. When conducting the resolvability assessment in the area mentioned in point 5(b)(i) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have adequate mechanisms in place to determine the liquidity needs in the run-up to and during resolution, and to make forecasts, as well as arrangements to safeguard access to critical financial counterparties in resolution; − identify the entities and currencies that they consider material on the grounds of liquidity, and the potential locations of liquidity risk within the group; − simulate cash flows, for on and off-balance sheet items under different resolution scenarios: a) in case of group resolution, for each material entity and, when relevant, for specific branches within the perimeter of the group on an individual basis; b) over a range of time periods.

text: 36. When conducting the resolvability assessment in the area mentioned in point 5(b)(ii) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − can demonstrate in going concern their ability to measure and report to the resolution authority their liquidity position within a reasonable timeframe and have capabilities to perform a liquidity analysis of current positions at the level of material entities and of the group, including to identify liquidity drivers, in the run-up to and during resolution; − identify the liquidity drivers during resolution; − ensure that the liquidity analysis is updated as necessary at the level of material entities.

text: 37. When conducting the resolvability assessment in the area mentioned in point 5(b)(iii) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have the capacity to: a) identify all assets that could potentially qualify as collateral eligible to support funding in resolution; b) differentiate between encumbered and unencumbered assets, determining legal rights to both pledged and unpledged collateral; c) monitor available and unencumbered collateral at the level of each material entity, subsidiary or branch; d) report information on available collateral at a granular level (including on central bank eligibility, currency, type of assets, location, credit quality), even under rapidly changing conditions. − have built-up the ability to mobilise the available collateral, including developed and documented all necessary operational steps to mobilise collateral that may be located in subsidiaries and/or branches operating in different currencies.

text: GUIDELINE 10 – ASSESSMENT OF FEASIBILITY: INFORMATION SYSTEMS AND DATA REQUIREMENTS

text: 38. When conducting the resolvability assessment in the area mentioned in point 6(i) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups are able to report to resolution authorities and group-level resolution authorities about: − the receipt of relevant services based on the developed service catalogues (as provided in Guideline 5), in which all the granular service information is gathered and ensure these can be accessed in a reliable way, including in a stress situation, to support the implementation of the preferred resolution strategy; − any relations (and their conditions) with FMIs (as provided in Guideline 6) that need to be maintained to support the implementation of the preferred resolution strategy; − loss absorption and recapitalization capacity (as provided in Guideline 8); − potential liquidity needs (as provided in Guideline 9).

text: 39. When conducting the resolvability assessment in the area mentioned in point 6(ii) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have capabilities (including MIS and technological infrastructure) to support the timely provision of valuation data at a sufficient level of granularity to enable valuations to be performed within a suitable timeframe; − are able to demonstrate that they have quality assurance arrangements, through periodic testing and upgrading of MIS capabilities both in normal times and under stress scenarios, in place and ensure that their MIS capabilities achieve preparedness for resolution. The testing exercises aim to assess and provide validation whether MIS capabilities comply with the below principles, and should cover: a) the swift provision of data and information to the resolution authority, competent authorities, the valuer and other relevant stakeholders; b) the consistent aggregation of data across the different areas of the undertaking or group, also in compliance with any additional guidance; c) the sensitivity and flexibility of their internal valuation models as well as whether they assure a fair, prudent and realistic valuation. The results of these tests and exercises should be immediately reported to the management body of the undertaking or group and to the respective resolution authority. Validation reports should identify possible shortcomings and remedial actions.

text: 40. When conducting the resolvability assessment in the area mentioned in point 6(iii) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups have processes and infrastructure in place to provide resolution authorities and group-level resolution authorities with a complete set of data regarding: − types and characteristics of assets, in particular those related to unit-linked insurance products; − types and characteristics of insurance liabilities and their potential to be written down or converted; − loss absorption and recapitalization capacity of a wide range of liabilities; − provision of relevant services within a reasonable timeframe, upon request. Resolution authorities and group-level resolution authorities should also consider whether undertakings or groups can demonstrate the ability to (i) adequately assess the level of their loss absorption capacity and (ii) provide information needed to execute the write-down and conversion tool, taking into account national provisions (iii) change insurance policies as instructed by the NRA. In this respect, insurers and reinsurance undertakings or groups are expected to have established a repository that includes a list of minimum information about each capital instrument and every other security issued by any group entity within the scope of the IRRD, and a process for keeping this information up-to-date.

text: GUIDELINE 11 – ASSESSMENT OF FEASIBILITY: COMMUNICATION

text: 41. When conducting the resolvability assessment in the area mentioned in point 7 of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − developed adequate and comprehensive communication plans and have in place governance arrangements to ensure an effective execution of those plans, taking into account relevant roles, responsibilities, all internal and external stakeholders and including, as appropriate, template documents and emails, frequently asked questions and answers and other tools to be used at key stages of the resolution period; − identify critical external and internal stakeholder groups, including, policyholders, beneficiaries, injured parties, creditors and market actors which need to be informed in the resolution process, including providers of relevant services or operational assets and keep up to date the list of these stakeholder groups; − have arrangements in place that ensure confidentiality requirements; − ensure that the expectations set out in this guideline are enshrined in the governance arrangements, which allow for a consistent, efficient and effective execution of the communication plan in different jurisdictions, taking into account, inter alia, local language, disclosure requirements and time differences; − ensure to proactively inform the resolution authority where disclosure requirements may unduly impact the implementation of the resolution strategy; − have identified any communications to market participants that they may be required to make under applicable national legal disclosure regimes.

text: GUIDELINE 12 – ASSESSMENT OF FEASIBILITY: GOVERNANCE

text: 42. When conducting the resolvability assessment in the area mentioned in point 8(i) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − ensure that their governance structures, arrangements and procedures adequately address the process of data collection and aggregation across different areas of the undertakings or groups, and for their timely delivery; − ensure that their governance structures adequately address the efficient flow and exchange of information about resolution matters (process, channels, allocation of responsibilities) within the undertaking (i.e. between the management board, the responsible senior level executive and all other relevant staff) and between undertakings or group, resolution authorities and group-level resolution authorities and other authorities, enabling them to perform their respective roles before, during and after resolution; − have established a quality assurance process to ensure the completeness and accuracy of information (including for the purpose of the continuity of MIS capabilities) sent to resolution authorities for resolution planning purposes.

text: 43. When conducting the resolvability assessment in the area mentioned in point 8(ii) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − ensure that resolution planning and resolvability are embedded in their governance. This requires adequate and clear lines of responsibility, reporting lines and escalation mechanisms up to and including the board and senior management, as well as adequate approval mechanisms (for both resolution planning and crisis management) and the consideration of resolvability aspects when making decisions materially impacting their legal structure, business model, reinsurance policy and reinsurance transactions (and their material changes), IT-infrastructure, governance, risk and capital management or any other material aspect of the undertaking. The resolution authorities and group-level resolution authorities should consider whether those aspects are sufficiently documented; − have in place internal operational structures to facilitate resolution planning, in particular whether there is a person designated to be in charge of resolution planning, to facilitate the contacts with the resolution authority (executive director designated as in charge of resolution planning) , a senior-level executive responsible for resolution planning issues in the undertaking and whether there are arrangements and procedures in place to ensure the quality of data submitted to the resolution authority; − ensure that strategic decisions take into account resolution-related interconnections impacting resolvability, and inform resolution authorities and group-level resolution authorities without undue delay about material changes planned to elements such as the business model, financing model (especially funding by bonds and other debt instruments), the structure, the operational set-up (including changes to the IT infrastructure) and the governance having an impact on resolution planning activities or the implementation of the preferred resolution strategy and resolvability; − ensure that intra-group providers of relevant services and essential service providers have their own governance structure and clearly defined reporting lines, do not rely excessively on senior staff employed by other group entities; − in the case of a group headquartered in a third country, ensure that the entity is well staffed and its management is well informed about the group resolution strategy, including the decision-making processes in a crisis, and is able to balance decisionmaking by the group headquartered in a third country in going-concern, by taking into account the resolvability of local entities.

text: 44. When conducting the resolvability assessment in the area mentioned in point 8(iii) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, consider whether undertakings or groups: − have governance procedures in place to support timely decision-making in resolution for an effective preparation and timely implementation of the resolution strategy by resolution authorities and group-level resolution authorities; − have in place a swift and efficient decision-making process commanding elements that can impact operational continuity, including, but not limited to, the following elements: activation of business continuity plans and/or contingency arrangements in resolution and during any re-organisation, allocation of access rights to back-up staff and to a potential special manager under Article 44 of the IRRD; essential service providers’ access to potential pre-funding, and communication of operational continuity elements to the authority and within the group to support any restructuring; − ensure that resolution activities are adequately staffed to ensure that decisions in the context of resolution before, during and after a resolution action can be made in a timely manner.

text: GUIDELINE 13 – ASSESSMENT OF CREDIBILITY OF A RESOLUTION STRATEGY AND ITS IMPACT

text: 45. When conducting the resolvability assessment in the area mentioned in point 9(a) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should, at a minimum, assess whether the preferred resolution strategy meets the resolution objectives and whether there are any obstacles or risks for meeting those resolution objectives. In conducting this assessment, resolution authorities and group-level resolution authorities should take into account the activities performed by the undertaking or group and assess whether implementation of the preferred resolution strategy or strategies would be likely to have a material adverse impact on any of the following: a) policyholders, beneficiaries and other stakeholders and their social welfare; b) insurance coverage and protection provided by the insurance policies in place; c) employees of the undertaking or group; d) financial market functioning, and in particular market confidence; e) financial market infrastructures, and in particular: i. whether the sudden cessation of activities would constrain the normal functioning of financial market infrastructures in a manner which negatively impacts the financial system as a whole; ii. whether and to what extent financial market infrastructures could serve as contagion channels in the resolution process (in particular compared to winding-up); f) other financial institutions, and in particular: i. whether resolution would raise the funding costs of or reduce the availability of funding to other financial institutions in a manner which presents a risk to financial stability (in particular compared to winding-up); ii. the risk of direct and indirect contagion and macroeconomic feedback effects; g) the real economy and in particular on the availability of financial services.

text: 46. When conducting the resolvability assessment in the area mentioned in point 9(b) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should consider the likely impact of the implementation of the resolution strategy on the financial systems or real economies of any Member State, its region or of the Union. For this purpose, resolution authorities or group resolution authorities should verify whether undertakings or groups identify any potential contagion channels.

text: 47. When conducting the resolvability assessment in the area mentioned in point 9(c) of the Annex to the IRRD, resolution authorities and group-level resolution authorities should consider: a) the existence of adequate processes for coordination and communication and assurances on actions to be taken between home and host authorities, including in third countries, to enable the implementation of the resolution strategy; b) whether existing laws in relevant home and host jurisdictions override contractual termination rights in financial contracts that are triggered solely by the failure and resolution of an affiliated company.

text: COMPLIANCE AND REPORTING RULES

text: 48. This document contains Guidelines issued under Article 16 of the EIOPA Regulation. In accordance with Article 16(3) of the EIOPA Regulation, resolution authorities are required to make every effort to comply with guidelines and recommendations.

text: 49. Resolution authorities that comply or intend to comply with these Guidelines should incorporate them into their regulatory or resolution framework in an appropriate manner.

text: 50. Resolution authorities are to confirm to EIOPA whether they comply or intend to comply with these Guidelines, with reasons for non-compliance, within two months after the issuance of the translated versions.

text: 51. In the absence of a response by this deadline, resolution authorities will be considered as noncompliant to the reporting and reported as such.

text: FINAL PROVISION ON REVIEW

text: These Guidelines will be subject to a review by EIOPA.


text: FINAL REPORT ON THE PROPOSAL FOR GUIDELINES ON FURTHER DETAILS ON THE MEASURES TO REMOVE IMPEDIMENTS TO RESOLVABILITY AND THE CIRCUMSTANCES IN WHICH EACH MEASURE MAY BE APPLIED

text: Regulation (EU) No 1094/2010

text: of the European Parliament and of the Council of 24 November 2010 establishing a European Supervisory Authority (European Insurance and Occupational Pensions Authority), amending Decision No

text: and repealing

text: Commission Decision 2009/79/EC

text: (OJ L 331, 15.12.2010, p. 48–83).

text: Directive (EU) 2025/1

text: of the European Parliament and of the Council of 27 November 2024 establishing a framework for the recovery and resolution of insurance and reinsurance undertakings and amending Directives

text: and

text: (EU) 2017/1132

text: and Regulations

text: (EU) No 1094/2010

text: (EU) No 648/2012

text: (EU) No 806/2014

text: and

text: (EU) 2017/1129

text: (OJ L, 2025/1, 8.1.2025, p. 1). 3 See also Bolder, Simpler, Faster: EIOPA’s views for better regulation and supervision, April 2025.

text: Page 2/13

text: Page 3/13

text: A transitional support agreement should be understood as an agreement between buyer and seller companies (or divested entities) in which one entity provides services and support (i.e., IT, finance, HR, real estate, payroll, etc.) to another after the closure of a divestiture to ensure business continuity. 6

text: Article 15(5)

text: (b) of the IRRD

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text: Page 5/13

text: Restructuring the liabilities is not limited to its full write-down or conversion.

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publisher: Europeiska försäkrings- och tjänstepensionsmyndigheten

sprak: en

title: Guidelines on further details on the measures to remove impediments to resolvability and the circumstances in which each measure may be applied

serie: riktlinjer

text: This is only test

type: rubrik

text: GUIDELINES

text: GUIDELINES

text: on further details on the measures to remove impediments to resolvability and the circumstances in which each measure may be applied

text: EIOPA-BoS-25-716 16 February 2026 GUIDELINES ON FURTHER DETAILS ON THE MEASURES TO REMOVE IMPEDIMENTS TO RESOLVABILITY AND THE CIRCUMSTANCES IN WHICH EACH MEASURE MAY BE APPLIED INTRODUCTION

text: 1. In accordance with

text: Article 16 of Regulation (EU) No 1094/2010

text: (EIOPA Regulation)1 and with

text: Article 15(8) of Directive (EU) 2025/1

text: (IRRD)2, EIOPA issues these Guidelines to specify further details on the alternative measures to remove impediments to resolvability and the circumstances in which each measure may be applied.

type: stycke

text: 2. These Guidelines have been developed in line with EIOPA’s views for better regulation and supervision3, thereby enhancing supervisory convergence through simpler, more eﬃcient frameworks.

text: 4. If not deﬁned in these Guidelines, the terms have the meaning deﬁned in the legal acts referred to in the introduction. For the purposes of these Guidelines, the deﬁnitions of the ‘resolution strategy’, preferred resolution strategy’, alternative resolution strategy’ and ‘relevant services’ apply as deﬁned in the relevant regulatory technical standards on the content of resolution plans and group resolution plans.

text: 5. It is essential to apply the alternative measures in a proportionate manner, trying to minimize, to the extent possible, the interference with the insurance or reinsurance undertaking’s (collectively “undertaking”) or group’s legal structure and business, financial or operational strategy.

text: 6. For any measures imposed on the undertaking, the resolution authority should duly consider in advance the potential effect of such measure on the soundness and stability of that particular undertaking’s ongoing business, the collective interest of policyholders, beneficiaries and injured parties and, on the internal market.

text: 7. The alternative measures may be applied if they are suitable, necessary and proportionate to address or remove the substantive impediments to the effective implementation of a preferred resolution strategy (and alternative resolution strategy, if applicable), including substantive impediments to winding-up, where an undertaking is likely to be wound up under insolvency proceedings in the event of its failure.

text: 8. An alternative measure should be considered suitable, if it is able to promote a material reduction or removal of the substantive impediment concerned in a timely manner.

text: 9. An alternative measure should be considered necessary to address or remove an impediment to resolvability, if less disruptive measures which are able to achieve the same objective to the same extent cannot be identified. The disruptiveness of the measure should be assessed, inter alia, by costs and negative effects on the undertaking.

text: 10. An alternative measure should be considered proportionate, if the overall potential benefits of resolving the undertaking and of meeting the resolution objectives outweigh the overall potential costs and potential negative impact of addressing or removing the substantive impediments to resolvability.

text: 11. The process of addressing and removing substantial impediments identified in the assessment of resolvability through the application of alternative measures should be based on ongoing cooperation and dialogue with the undertakings or groups.

text: 13. These Guidelines apply from 30 January 2027.

text: GUIDELINE 1 – ALTERNATIVE RESOLUTION STRATEGIES

text: 14. Any alternative measures, taken by resolution authorities should aim in the first place to address or remove substantive impediments to resolution with respect to the preferred resolution strategy or strategies. Where relevant, the resolution authority may also apply measures to address or remove substantive impediments to the application of alternative resolution strategy or strategies, for which the same guidelines apply. Any alternative measures necessary to address or remove substantive impediments to the alternative resolution strategy or strategies should only be applied if they do not impair the credible and feasible implementation of the preferred resolution strategy or strategies.

text: GUIDELINE 2 – POWER TO REQUIRE THE UNDERTAKING TO REVISE ANY INTRA-GROUP FINANCING AGREEMENTS OR REVIEW THE ABSENCE THEREOF, OR DRAW UP SERVICE AGREEMENTS, WHETHER INTRA-GROUP OR WITH THIRD PARTIES

text: 15. Resolution authorities should consider requiring an undertaking to revise existing group financing agreements or to review the absence thereof. In particular, this should be done if the provision of financial support or its form (or the absence of this type of agreement) makes it substantially more difficult for resolution authorities to achieve the resolution objectives by applying the preferred resolution strategy due to, inter alia: a) the lack of sufficient mechanisms that allow for losses to be absorbed by (or “upstreamed” to) the relevant parent undertaking, ultimate parent undertaking or insurance holding company (not undermining the solvency of any entity in the group); b) a too complicated operational structure of the group; c) lack or insufficient set-off or netting mechanisms (of mutual liabilities and receivables); or d) the financing structure, that does not allow to absorb losses in accordance with the general principles governing resolution.

text: 16. Resolution authorities should consider requiring an undertaking to draw up written service level agreements or transitional support agreements , or take other appropriate measures to ensure the continuity of the relevant services or to achieve any of the resolution objectives. This measure may be applied, in particular, in cases where: a) no written service level agreements or transitional support agreements exist; b) the level of documentation of the service level agreements or transitional support agreements is insufficient or; c) where the service level agreements or transitional support agreements can be terminated by the counterparty due to resolution action taken by the resolution authority.

text: 17. Resolution authorities should consider applying this alternative measure if legal entities from the group are not able to be operationally independent during resolution, making it substantially more difficult for resolution authorities to achieve the resolution objectives. Especially, resolution authorities should consider this alternative measure where it is necessary to ensure the possibility to implement the preferred resolution strategy envisaging a break-up or restructuring of the group, including through the application of a (partial) transfer tool (applying a sale of business, bridge undertaking, and asset and liability separation tool).

text: 18. When applying this alternative measure, resolution authorities should aim at ensuring that these intra-group financing agreements or service agreements are accessible and enforceable within a short timeframe from the application of the resolution measure. If the relevant preferred resolution strategy envisages the use of a (partial) transfer tool, resolution authorities should consider requiring the agreements to be transferable to entities resulting from resolution action or to recognise the legal effects of statutory transfers. This could include, e.g. requiring the undertaking to include in the arrangements appropriate clauses ensuring that the agreements are not terminated at the entry into resolution.

text: GUIDELINE 3 – POWER TO REQUIRE THE UNDERTAKING TO LIMIT ITS MAXIMUM INDIVIDUAL AND AGGREGATE EXPOSURES

text: 19. Where necessary to support a preferred resolution strategy involving a separation of legal entities from the group, resolution authorities should consider requiring the undertaking to limit intra-group exposures that create excessive internal financial interconnectedness between group entities (or groups of such entities, further called as ‘subgroups’). This should be applied when these entities are expected to be resolved separately under the preferred resolution strategy of the group and if this intra-group exposure impairs the group’s or undertaking’s resolvability. The same may apply in relation to a ring-fenced entity, if pursuant to legislative requirements or supervisory decisions a separation of certain activities is required to ensure the credibility and feasibility of the application of resolution tools and the exercise of resolution powers to the ring-fenced entity or the remaining parts within the group.

text: 20. Resolution authorities should consider requiring an undertaking to limit individual or aggregate exposures where such exposures create excessive financial or operational interdependencies, that limit the possibility to apply the preferred resolution strategy.

text: 21. Resolution authorities should consider requiring an undertaking to limit exposures to special purpose entities connected to the undertakings through significant undrawn commitments (such as loans and credit lines), material guarantees or letters of comfort where such exposures create excessive dependencies, that limit the possibility to apply the preferred resolution strategy.

text: GUIDELINE 4 – POWER TO IMPOSE SPECIFIC OR REGULAR ADDITIONAL INFORMATION REQUIREMENTS RELEVANT FOR RESOLUTION PURPOSES

text: 22. Resolution authorities should consider imposing additional information requirements when the undertaking is not able to provide up-to-date information required within the timeframe necessary under the preferred resolution strategy, or when the undertaking's information systems are not able to provide all data needed to develop and implement the preferred resolution strategy, and to support a credible valuation required for resolution, including those required by Articles 23 and 56 of the IRRD. The power should be applied, in particular when the available information related to the following areas is insufficient: a) critical functions or core business lines and the way these are maintained; b) creditors or types of creditors most likely to absorb losses during resolution; c) liabilities of particular relevance for the continuity of critical functions or core business lines (such as, where relevant, claims covered by an insurance guarantee scheme) or the achievement of any other resolution objectives; d) technical provisions; e) policyholders, beneficiaries or injured parties potentially affected by the write-down or conversion; f) staff, services and functions essential for the risk management of the undertaking which have to be maintained to achieve any of the resolution objectives (in particular, ensuring the continuation of critical functions), or to sustain core business lines.

text: GUIDELINE 5 – POWER TO REQUIRE THE UNDERTAKING TO DIVEST SPECIFIC ASSETS OR TO RESTRUCTURE LIABILITIES

text: 23. Resolution authorities should consider requiring an undertaking to (gradually) divest specific type of assets (such as those that are illiquid or not commonly traded) held in its portfolio prior to resolution, if, as concluded by the resolution authority in its assessment of resolvability of the undertaking, the sale of these assets in resolution would significantly impede the effective application of resolution tools. The assets to be divested should be those, the sale of which during resolution is likely to result in an increased pressure on asset prices, additional uncertainty or vulnerability on financial markets or among other undertakings and, ultimately, result in higher risk to policyholders, claimants and beneficiaries.

text: 24. In addition, resolution authorities should consider applying this alternative measure if the existing asset structure is likely to have adverse effects on the credibility or feasibility of the preferred resolution strategy, undermining the achievement of the resolution objectives. Where the preferred resolution strategy relies on a liquidation of assets to generate liquidity, resolution authorities should consider requiring an undertaking to divest assets, which are likely to be illiquid under stressed conditions or at the point of resolution, to increase the proportion of assets which are expected to be more liquid instead. This measure should also be considered in relation to assets which significantly impair the feasibility of the valuation (e.g. due to their specific nature, specific approach to their evaluation is needed), required under Article 23 of the IRRD. Resolution authorities should also consider the risk that assets or funding sources might be ring-fenced in third countries.

text: 25. Resolution authorities should consider the time needed for the divestment and the impact of the divestment on the market for the assets concerned, also as a result of divestments required from other undertakings. Resolution authorities should also consider the impact of the divestment on the profit participation of policyholders and, where relevant, the impact of any matching adjustments.

text: 26. Resolution authorities should consider requiring undertakings to restructure liabilities when, after assessing the preferred resolution strategy, the resolution authority concludes that there is an insufficient loss-absorbing capacity at the level of the undertaking or parent undertaking (e.g. due to regulatory ring-fencing, asset encumbrance or market-related developments) or there are factors limiting the utilization of the existing loss-absorbing capacity (e.g. the structure of the investors, creditors or policyholders, beneficiaries or injured parties) or the type and degree of guarantees in certain parts of the insurance portfolio. If necessary for the effective implementation of a preferred resolution strategy in the context of a group, grouplevel resolution authorities should also consider requiring the parent undertaking to restructure liabilities when they identify that any legal, regulatory, accounting or tax requirements prohibit the parent undertaking from assuming losses of operating subsidiaries or, down-streaming resources (generated through the write-down or conversion at parent undertaking level) to such subsidiaries.

text: 27. Resolution authorities should consider requiring undertakings to reduce the complexity and size of financial positions or commitments, if this is necessary to remove any undue complexity of the undertaking or group necessary to allow for the application of the resolution tools or the exercise of the resolution powers. In particular, resolution authorities should consider requiring an undertaking to reduce the complexity with regard to large portfolios of derivatives and other financial contracts, to avoid untransparent and inaccessible structures, to avoid the complexity or volatility of measurement and valuation of the products and portfolios and to avoid their internal interconnectedness.

text: 28. If necessary for the effective implementation of a preferred resolution strategy in the context of a group, the group-level resolution authorities should consider requiring that the funding of subsidiaries by the parent undertaking is adequately subordinated. Group-level resolution authorities should also consider requiring that the funding arrangements between subsidiaries and the parent undertaking or between any other group entities are not subject to set-off arrangement or that they provide for appropriate arrangements for losses to be transferred to the legal entity to which resolution tools or resolution powers would be applied from other group entities, in a way that allows the relevant operating group entities to remain viable without endangering the compliance with prudential requirements of the undertaking. Grouplevel resolution authorities should consider structuring the funding in such a way that the group or the part of the group that performs critical functions is not split up following a writedown and conversion of a considerable portion of the instruments that are subject to writedown and conversion powers. Where the preferred resolution strategy depends on a reallocation of capital and liquidity within the group, group-level resolution authorities should consider requiring capital and liquidity to be located in jurisdictions where this re-allocation is allowed under local regulatory limits. Also, the re-allocation should not negatively impact the situation of policyholders.

text: GUIDELINE 6 – POWER TO REQUIRE THE UNDERTAKING TO LIMIT OR CEASE SPECIFIC EXISTING OR PROPOSED ACTIVITIES

text: 29. Resolution authorities should consider requiring an undertaking to limit complex activities related to how business operations are provided to other entities. This should also include how these operations are included in the financial statements (accounting and prudential), how they are funded and considered in the undertaking’s risk management framework. Also, the requirement to limit complex activities may refer to the position of business operations within the group and their geographical location, if such activities undermine the credibility or feasibility of the preferred resolution strategy.

text: 30. Resolution authorities should consider requiring an undertaking to limit the provision of relevant services to other undertakings or other financial market participants if, based on an overall assessment of the undertaking’s functions, the resolution authority assesses that the services could not be continued in resolution and their discontinuance could threaten the stability of the recipients of these services.

text: 31. Where pursuant to legal requirements or supervisory decisions, a transfer of specific activities into a separate entity is required, resolution authorities should consider preventing this entity from performing additional activities, if this is necessary to ensure the credibility and feasibility of the application of resolution tools or the exercise of resolution powers following the transfer.

text: GUIDELINE 7 – POWER TO RESTRICT OR PREVENT THE DEVELOPMENT OF NEW OR EXISTING BUSINESS LINES OR SALE OF NEW OR EXISTING PRODUCTS

text: 32. Resolution authorities should consider applying restrictions to the development of new or existing business lines or the sale of new or existing products by the undertaking or group if they are structured in a way that impairs the application of resolution tools or the exercise of resolution powers, or with the purpose to circumvent their application.

text: 33. Resolution authorities should consider restricting or preventing the development of new or existing business lines or the sale of new or existing products governed by a third country law or financial instruments issued from entities in a foreign jurisdiction (in particular third country branches or special purpose entities), if that development of business lines or sale of products may impede the application of resolution, especially in terms of the timing, or the scope of affected parties. This may include situations where the third country law does not recognise the application of resolution tools or the exercise of resolution powers envisaged by the preferred resolution strategy or does not make them effectively enforceable, or if the development or sale of these business lines and products is likely to have significant adverse effects on the application or implementation of resolution powers.

text: 34. Resolution authorities should consider requiring an undertaking to restrict the development of new or existing business lines or sale of new or existing products if, as a result of the complexity of these business lines or products, the assessment of liabilities and non-financial obligations of the undertaking by the resolution authority is impaired or the valuation pursuant to Article 23 of the IRRD is significantly impeded.

text: GUIDELINE 8 – POWER TO REQUIRE THE UNDERTAKING TO CHANGE THE REINSURANCE STRATEGY

text: 35. Resolution authorities should consider, without prejudice to the specific requirements included in paragraph 36 and 37, any risks related to the reinsurance strategy that the undertaking has in place.

text: 36. Resolution authorities should consider requiring the undertaking to change its reinsurance strategy if the current strategy negatively affects the credibility and feasibility of the preferred resolution strategy. This might be considered, in particular, when the following situations occur: a change in the circumstances and environment of the business (e.g. macroeconomics slowdown, pandemic, outburst of war), low credibility of the current reinsurance undertaking (e.g. when the counterparty to reinsurance contracts is engaged in doubtful transactions or money laundering or when its financial position changes significantly etc.), an absence of resolution-proof clauses, a change of the reinsurance undertaking’s financial standing assessment (e.g. rating downgrade) or a use of reinsurance contracts to transfer the assets outside the undertaking (thereby undermining the loss-absorbing and recapitalization capacity).

text: 37. When considering whether the reinsurance strategy of an undertaking needs to be changed, the resolution authority should, in particular, pay attention to: a) legal and financial risks deriving from the reinsurance strategy’s contracts; b) operational risks deriving from the reinsurance strategy, such as a significant level of dependence on risk-management expertise provided by the reinsurance undertaking.

text: GUIDELINE 9 – POWER TO REQUIRE CHANGES TO LEGAL OR OPERATIONAL STRUCTURES OF THE UNDERTAKING OR ANY GROUP ENTITY, EITHER DIRECTLY OR INDIRECTLY UNDER ITS CONTROL, SO AS TO REDUCE COMPLEXITY TO ENSURE THAT CRITICAL FUNCTIONS MAY BE LEGALLY AND OPERATIONALLY SEPARATED FROM OTHER FUNCTIONS THROUGH THE APPLICATION OF THE RESOLUTION TOOLS

text: 38. The requirement to change the structures of the undertaking should be considered if the resolution authority assesses that the legal or operational structures of the undertaking or any group entity as being too complex or too interconnected (including a too high level of staffsharing between entities) to be able to maintain the continuity of access to critical functions in resolution, or to be dismantled under a preferred resolution strategy, including strategy envisaging a break-up of the group or a liquidation or transfer of certain assets or liabilities. This may especially include a situation in which local group operations are critically dependent on essential services as well as risk management or hedging services from other group entities.

text: 39. If necessary for the effective implementation of a preferred resolution strategy of a group and to ensure that certain subgroups or legal entities are separable, resolution authorities should consider requiring undertakings or any group entity to restructure legal entities along geographical or business lines. In particular, this should apply to centralised hedging and risk management, trading, liquidity management and collateral management or other key finance functions, unless these functions can be replaced in a timely manner by market transactions with third parties. In accordance with the preferred resolution strategy, resolution authorities should prevent extensive use of hedging contracts among entities within the group and other transactions or purchase of financial instruments resulting in the creation of intra-group dependencies potentially influencing the use of resolution tools or resolution powers. This is to ensure that legal entities that are to be resolved separately have a sufficient level of standalone accounting and risk management.

text: 40. Where pursuant to legislative requirements or supervisory decisions, a structural separation of certain activities is required, resolution authorities should consider requiring the inclusion of additional activities in the separation, if necessary to ensure the credibility and feasibility of the application of resolution tools or the exercise of resolution powers in each part of the group following the separation.

text: 41. If resolution authorities consider that the structure of an undertaking or a group limits the possibility to apply the preferred resolution strategy, it should require the undertaking or any group entity to restructure itself so that the subsidiaries which are material to the continuity of critical functions are located within the EU’s internal market or third country jurisdictions in which the impediments are removed.

text: 42. If the preferred resolution strategy provides for a split of an undertaking or of a group or a change of ownership by sale or transfer, resolution authorities should consider requiring the undertaking or any group entity to structure critical functions and relevant services, in a way that facilitates their continuity. If necessary to make a preferred resolution strategy credible and feasible, resolution authorities should consider requiring an undertaking or any group entity to change its operational structure to reduce or prevent the dependency of material entities or core business lines in each subgroup on relevant services from other subgroups. This should include management information systems. It should be ensured that adequate governance and control arrangements are in place and the necessary financial resources are available so that providers of relevant services can continue to provide their services.

text: 43. When it is necessary to ensure the provision of relevant services following resolution, resolution authorities should consider requiring an undertaking to move these services into separate operational subsidiaries. When applying this measure, resolution authorities should consider requiring the operational subsidiaries: a) to limit their activities to the provision of these services and to apply appropriate restrictions regarding risks and activities; b) to be adequately capitalised to meet their operational costs for an appropriate timeframe; c) to meet the requirements applicable to an outsourcing of the functions concerned; d) to provide their services under intra-group service level agreements that are robust under resolution. The terms of these agreements, the governance arrangements of these subsidiaries and their ownership structure should be appropriate to ensure the continuance of these services following resolution.

text: 44. Resolution authorities should consider requiring an undertaking to take precautions to meet, in a resolution situation, the specific requirements of any financial markets infrastructure (FMI) in which it participates. Where necessary, resolution authorities should consider requiring an undertaking to make reasonable efforts to re-negotiate contracts with FMIs, subject to safeguards to protect the sound risk management and safe and orderly operations of the FMI.

text: 45. Resolution authorities should consider requiring an undertaking or any group entity to avoid critical dependencies of the undertaking, the group or any subgroup on the provision of services under third country contracts that permit termination upon resolution. A dependency should be deemed critical when it negatively affects resolvability of the undertaking.

text: 46. If a preferred resolution strategy for a group includes a winding down of any entities that are not providing any of the identified critical functions or core business lines, resolution authorities should consider requiring an undertakings to ensure the separability of these business lines, within or outside the existing structure, including the marketability of certain operations in case the preferred resolution strategy requires their sale. If necessary to ensure separability, resolution authorities should consider requiring an undertaking to change their structure in third countries from branches to subsidiaries, or to internally segregate all or certain functions and business lines in these branches to prepare a carve-out of these functions and facilitate the transfer to a separate entity.

text: 47. Resolution authorities should consider requiring an undertaking to take reasonable precautionary measures to ensure the availability of key staff by retaining or substituting them, where this is necessary to implement the preferred resolution strategy, also with a view to the replacement of the administrative, management or supervisory body and the senior management of the undertaking under resolution required by

text: Article 22(1)

text: (c) of the IRRD.

text: 48. Resolution authorities should consider requiring an undertaking to ensure the continuity of management information systems. Resolution authorities should consider requiring that the undertaking’s information systems and data availability ensure that resolution authorities are able to obtain the information and data needed to implement the preferred resolution strategy and carry out valuations before and during resolution. In particular, resolution authorities should consider requiring an undertaking to ensure the operability of the use of the writedown and conversion powers by making the identification of liabilities, stays on payments and the technical implementation of the write-down and conversion feasible.

text: 49. Where a significant branch of a third-country undertaking located in the Union performs critical functions or core business lines of which the continuity is not adequately ensured in the resolution plan of the third-country undertaking, or from which a significant risk of contagion is derived, resolution authorities should consider requiring the third-country undertaking to set up a subsidiary or to capture this under the requirement for the parent insurance holding company in a Member State or a Union parent insurance holding company pursuant to the first point of this Guideline.

text: GUIDELINE 10 – POWER TO REQUIRE THE UNDERTAKING OR A PARENT UNDERTAKING TO SET UP A PARENT INSURANCE HOLDING COMPANY IN A MEMBER STATE OR A UNION PARENT INSURANCE HOLDING COMPANY

text: 50. Resolution authorities should consider requiring to set up a parent insurance holding company in a Member State or a Union parent insurance holding company, if they assess that it is not credible or feasible to resolve the part located in the Union of an undertaking or group located in a third country, because there is no parent undertaking subject to the law of an EU jurisdiction or an equivalent jurisdiction. In particular, resolution authorities should consider requiring an undertaking or a parent undertaking to set up a parent insurance holding company in a Member State or a Union parent insurance holding company, if the issuance of debt at this level is necessary to provide for an adequate amount and proper allocation of liabilities expected to contribute to loss absorption and recapitalisation, to facilitate the absorption of losses at the level of the operating subsidiaries and to ensure the fungibility of liabilities expected to contribute to loss absorption and recapitalisation within the part of the group located in the Union.

text: 51. In addition, this measure should be considered where, for a credible and feasible implementation of the preferred resolution strategy, it is required to apply the resolution tools or exercise the resolution powers at the level of the holding company rather than at the level of the operating entities, also with regard to potential exclusions from the write-down or conversion tool. Resolution authorities should consider applying this measure together with restrictions on the operational activities of the parent insurance holding company in a Member State or a Union parent insurance holding company, if the operational activities at that level substantially impede the credibility or feasibility of the implementation of the preferred resolution strategy. In particular, resolution authorities should consider setting appropriate limitations to prevent the parent insurance holding company in a Member State or a Union parent insurance holding company from performing critical functions or core business lines. Where necessary, the parent insurance holding company in a Member State or a Union parent insurance holding company’s financing sources should include only equity and liabilities that are expected to be written down or converted.

text: GUIDELINE 11 – POWER TO REQUIRE THAT THE MIXED-ACTIVITY INSURANCE HOLDING COMPANY SETS UP A SEPARATE INSURANCE HOLDING COMPANY TO CONTROL THE UNDERTAKING, WHERE NECESSARY TO FACILITATE THE RESOLUTION OF THE UNDERTAKING AND TO AVOID THAT THE APPLICATION OF RESOLUTION TOOLS AND THE EXERCISE OF RESOLUTION POWERS HAS AN ADVERSE EFFECT ON THE NON-FINANCIAL PART OF THE GROUP, WHERE THE UNDERTAKING IS THE SUBSIDIARY UNDERTAKING OF A MIXED-ACTIVITY INSURANCE HOLDING COMPANY

text: 52. If resolving the insurance part of a mixed-activity insurance holding company enhances the credibility and feasibility of the preferred resolution strategy, resolution authorities should consider requiring the mixed-activity insurance holding company to set up a separate insurance holding company, taking into account the risk of contagion between different segments of the financial sector and the wider economy.

text: COMPLIANCE AND REPORTING RULES

text: 53. This document contains Guidelines issued under Article 16 of the EIOPA Regulation. In accordance with Article 16(3) of the EIOPA Regulation, resolution authorities are required to make every effort to comply with guidelines and recommendations.

text: 54. Resolution authorities that comply or intend to comply with these Guidelines should incorporate them into their regulatory or resolution framework in an appropriate manner.

text: 55. Resolution authorities are to confirm to EIOPA whether they comply or intend to comply with these Guidelines, with reasons for non-compliance, within two months after the issuance of the translated versions.

text: 56. In the absence of a response by this deadline, resolution authorities will be considered as noncompliant to the reporting and reported as such.

text: FINAL PROVISION ON REVIEW

text: 57. These Guidelines will be subject to a review by EIOPA.

type: vagledning

utgivare: eiopa