The European Banking Authority has published revised Guidelines on internal governance under the Capital Requirements Directive, introducing measures designed to simplify compliance and align regulatory oversight with institutional risk profiles.
Regulatory Updates and Legal Foundation
Published on 5 November 2026, the revised Guidelines reflect statutory amendments introduced by Directive (EU) 2024/1619, known as CRD VI, which modifies Directive 2013/36/EU.
The Guidelines are established pursuant to Article 74 of Directive 2013/36/EU, which mandates the European Banking Authority to harmonise internal governance mechanisms and processes for credit institutions throughout the European Union.
CRD VI introduces specific statutory additions to bank governance, including a requirement to map duties and responsibilities for members of the management body and key function holders, alongside a dedicated framework governing third-country branches.
Key Areas Covered and Stakeholder Revisions
The updated Guidelines clarify core operational structures, internal control frameworks, management body responsibilities, and conflict of interest management, including instances where executive duties overlap with the role of Board Chair.
Following feedback from public consultations and targeted outreach, the final text incorporates specific modifications compared to the initial consultation paper.
These revisions include reducing the required level of detail for mapping duties and individual statements, applying greater proportionality to third-country branches, simplifying provisions on conflicts of interest, and lowering granularity in monitoring diversity and inclusion requirements.
The framework adopts a risk-based approach to ensure regulatory expectations correspond to the size, internal organisation, nature, and operational complexity of each credit institution.
| Area of Focus | Adjustment from Consultation Draft |
|---|---|
| Duty mapping | Reduced level of detail required for duty mapping and individual statements |
| Third-country branches | Greater proportionality in applicable governance provisions |
| Conflicts of interest | Clearer and simplified rules on handling conflicts |
| Diversity and inclusion | Reduced granularity in monitoring requirements |
Frequently Asked Questions
What is the primary legal basis for the EBA's revised internal governance guidelines?
The Guidelines are developed under Article 74 of Directive 2013/36/EU, incorporating amendments introduced by Directive (EU) 2024/1619 (CRD VI).
How do the final guidelines differ from the consultation draft?
The final guidelines reduce the detail required for mapping duties, lower granularity for diversity monitoring, simplify conflict of interest rules, and increase proportionality for third-country branches.
