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Defined terms — Directive (EU) 2025/2 of the European Parliament and of the Council of 27 November 2024 amending Directive 2009/138/EC as regards proportionality, quality of supervision, reporting, long-term guarantee measures, macro-prudential tools, sustainability risks and group and cross-border supervision, and amending Directives 2002/87/EC and 2013/34/EU (Text with EEA relevance)

European Union · 32025L0002 · 863 provisions

15 defined in this instrument, 4 borrowed from other acts.

All provisions · All instruments

audit firm — borrowed from another act; this instrument states no meaning of its own (10d)
competent authorities — either the administrative or judicial authorities of the Member States that are competent for reorganisation measures or for winding-up proceedings, or a resolution authority as defined in Article 2, point (12), of Directive (EU) 2025/1 in respect of reorganisation measures taken pursuant to that Directive;’ ‘(a)
crypto-asset — borrowed from another act; this instrument states no meaning of its own (42)
group — a group of undertakings that: consists of a participating undertaking, its subsidiaries, the entities in which the participating undertaking or its subsidiaries hold a participation and undertakings that are managed by the participating undertaking or its subsidiaries jointly with one or more undertakings that are not part of the group, as well as undertakings linked to each other by a relationship as set out in Article 22(7) of Directive 2013/34/EU and their related undertakings; is based on the establishment, contractually or otherwise, of strong and sustainable financial relationships among those undertakings, and that may include mutual or mutual-type associations, provided that: where the undertaking exercising the centralised coordination shall be considered as the parent undertaking, and the other undertakings shall be considered as subsidiaries; or one of those undertakings effectively exercises, through centralised coordination, a dominant influence over the decisions, including financial decisions, of the other undertakings that are part of the group, and the establishment and dissolution of such relationships for the purposes of this Title are subject to prior approval… ‘(c)
holding company of third-country insurance and reinsurance undertakings — a parent undertaking other than an insurance holding company or a mixed financial holding company within the meaning of Article 2, point (15), of Directive 2002/87/EC, the main business of which is to acquire and hold participations in subsidiary undertakings, where those subsidiary undertakings are exclusively or mainly third-country insurance or reinsurance undertakings;’ ‘(fa)
insurance holding company — an undertaking fulfilling all of the following conditions: the undertaking is a parent undertaking; the undertaking is not a credit institution, an insurance undertaking, a reinsurance undertaking, an investment firm or an institution for occupational retirement provision; the undertaking is not a mixed financial holding company or a financial holding company within the meaning of Article 4, point (20), of Regulation (EU) No 575/2013; at least one of its subsidiary undertakings is an insurance or reinsurance undertaking; notwithstanding its own stated corporate purpose, the main business of the undertaking is any of the following: to acquire and hold participations in insurance or reinsurance undertakings; to provide ancillary services to the principal activity of one or several related insurance or reinsurance undertakings; to pursue one or more of the activities listed in points 2 to 12 and point 15 of Annex I to Directive 2013/36/EU, or to pursue one or more of the services or activities listed in Annex I, Section B, to Directive 2014/65/EU in relation to financial instruments listed in Annex I, Section C, to Directive 2014/65/EU;. more than 50 % of at least one of the… ‘(f)
intra-group transaction — any transaction by which an insurance or reinsurance undertaking, a third-country insurance or reinsurance undertaking, an insurance holding company or a mixed financial holding company relies, either directly or indirectly, on other undertakings within the same group or on any natural or legal person linked to the undertakings within that group by close links, for the fulfilment of an obligation, whether or not contractual, and whether or not for payment;’ ‘(19)
parent undertaking — a parent undertaking as referred to in Article 22(1) and (2) of Directive 2013/34/EU of the European Parliament and of the Council (*2), or an undertaking which supervisory authorities consider as parent undertaking in accordance with Article 212(2) or Article 214(5) or (6) of this Directive ‘(15)
proportional share — the proportion of the subscribed capital that is held, directly or indirectly, by the participating undertaking in the related undertaking.’ (a)
proportionality measure — any of the measures provided for in Article 35(5a), Article 41, Article 45(1b), Article 45(5), Article 45a(5), Article 51(6), Article 51a(1), Article 77(8) and Article 144a(4) or any measure provided for in the delegated acts adopted pursuant to this Directive explicitly applicable to small and non-complex undertakings in accordance with Article 29c (43)
regulated undertaking — a regulated entity within the meaning of Article 2, point (4), of Directive 2002/87/EC or an institution for occupational retirement provision within the meaning of Article 6, point (1), of Directive (EU) 2016/2341 ‘(41)
reorganisation measures — measures involving any intervention by the competent authorities which are intended to preserve or restore the financial situation of an insurance undertaking and which affect pre-existing rights of parties other than the insurance undertaking itself, including the suspension of payments or enforcement measures or the reduction of claims, the application of the resolution tools referred to in Article 26(3) of Directive (EU) 2025/1 and the exercise of resolution powers referred to in Title III, Chapter IV, of that Directive;’ ‘(c)
significant cross-border activities — insurance and reinsurance activities carried out in a given host Member State under the right of establishment or freedom to provide services by an insurance or reinsurance undertaking which is not classified as a small and non-complex undertaking, and which meets any of the following requirements: 2. For the purposes of paragraph 1, point (b), of this Article, EIOPA shall develop draft regulatory technical standards to further specify the conditions and criteria to be used when determining which insurance or reinsurance undertakings are of relevance with respect to the host Member State’s market. EIOPA shall submit the draft regulatory technical standards referred to in the first subparagraph to the Commission by 29 January 2026. Power is conferred on the Commission to supplement this Directive by adopting the regulatory technical standards referred to in the first subparagraph of this paragraph in accordance with Articles 10 to 14 of Regulation (EU) No 1094/2010. 3. For the purposes of paragraph 1, point (b), where the supervisory authority of the host Member State considers the activities carried out under the right of establishment or under the freedom to provide services are… (66)
small and non-complex group — a group that complies with the conditions laid down in Article 213a and has been classified as such by the group supervisor pursuant to paragraph 2 of that Article (10b)
small and non-complex undertaking — an insurance or reinsurance undertaking, including a captive insurance undertaking or a captive reinsurance undertaking, that meets the conditions set out in Article 29a and has been classified as such in accordance with Article 29b ‘(10a)
statutory auditor — borrowed from another act; this instrument states no meaning of its own (10c)
subsidiary undertaking — a subsidiary undertaking as referred to in Article 22(1) and (2) of Directive 2013/34/EU, including subsidiaries thereof, or an undertaking which supervisory authorities are to consider as a subsidiary undertaking in accordance with Article 212(2) or Article 214(5) or (6) of this Directive (16)
sustainability factors — borrowed from another act; this instrument states no meaning of its own (45)
sustainability risk — an environmental, social or governance event or condition that, if it occurs, could cause an actual or potential negative impact on the value of the investment or on the value of the liability (44)