EU View – June 2025

We are delighted to share with you the latest EU View Bulletin. Here you will find insights and information about the latest intel we have gathered across the EEA jurisdictions on the transposition of Article 21C of CRD6. As a reminder, the provisions of Article 21C come into force on 11 January 2027 and the requirements must be transposed into national law by 10 July 2026. To assist you, our Quick Reference Guide, which is included in the EU View subscription, gives an overview of the implementation progress in the Member States.

We are very pleased to confirm that the CRD6 Manager is now live. This is a new subscription service tracking implementation of CRD6 articles centrally as well as in key EU jurisdictions and complements our CRD6 offering.

We have included more detail below and, as always, we would be very happy to provide further information on the EU View subscription, our CRD6 solutions and the wider cross-border services, so please contact us, by replying to this email, if you are interested in any of these areas.

As with everything we do, the output is best when we get continuous feedback - please contact us at euview@simmons-simmons.com to let us know what we can do to enhance EU View or if you would like us to cover specific issues in this Bulletin.

CRD6 Implementation overview

As we are at the half year point, in addition to the latest developments in the Member States, we provide a quick overview of the progress towards implementation. In total, ten Member States have taken at least some steps, while we are awaiting news from the remaining twenty jurisdictions.

• Member States that have adopted legislation: Denmark
• Members States with draft legislation: Czech Republic, Finland, Liechtenstein, Netherlands, Poland, Sweden
• Consultation only (closed): Ireland, Malta, Norway

For more detail, please refer to the Quick Reference Guide.

CRD6, Article 21C Transposition Developments - what is the latest?

Looking across the Member States, this is what we have been hearing in the past month:

Sweden

We reported last month that the Swedish government published the initial proposal regarding CRD6 implementation on 30 May 2025. The consultation is open until 15 September 2025, beyond which there is no standard administrative period to be followed.

Counsel told us that the draft Mifid exemption implementing Article 21C(4) (the "Mifid Exemption"), the provision does not include the examples as set out in CRD6 but it seems clear that the exemption encompasses all situations where services listed in Section A and Section B of Annex I to MiFID (i.e. both investment services and ancillary services) are provided. As regards the provision of information where services are rendered in reliance on reverse solicitation, as anticipated by Article 21C(2)  (the "RS reporting requirement"), the proposal only includes a general obligation to provide such information as the regulator deems is necessary to fulfil their supervisory obligations. This is consistent with how similar provisions are drafted in Swedish financial services legislation and further detail will be included in regulations issued by the Swedish Financial Supervisory Authority (draft regulations generally also follow a procedure of publishing a proposal that is subject to consultation). Article 21C(5) on preserved rights ("grandfathering") is addressed in the transitional provisions, although, based on the wording of the draft, the licensing requirement only applies to (i) agreements entered into after 10 July 2025; and (ii) that relate to new obligations, and therefore does not transpose Article 21C(5) to the letter. There is no discussion in the proposal regarding what the intention is, but it would seem that existing contracts would not be captured by the third country branch ("TCB") requirement regardless of whether they would create new obligations. Since counsel previously advised that initial draft legislation tends to undergo substantial changes before the next stage of the Swersish legislative process, we will closely follow any changes that may bring more clarity on any of these points.

Finland

The Ministry of Finance published the draft implementing legislation on 26 May 2025 with the public consultation open until 16 July. Final text is expected to be submitted to the Parliament in December 2025 and the law should come into force on 01 January 2026, with the final amendments concerning TCBs effective from 11 January 2027.

The Finnish draft is expected to transpose CRD6 language without deviation, there is no indication of gold plating in the draft. Counsel confirmed that the MiFID exemption language is copied directly from the directive, and lending and deposit-taking is comfortably covered under ancillary services, as also confirmed in the notes accompanying the proposal. Reverse solicitation remains a key area of interest and the language in the draft law copies out Article 21C(2). There is no specific rule for the RS reporting requirement, under the local regime the regulator can require any information it deems necessary in the exercise of its supervisory powers. The draft does not include a provision for grandfathering and this may be a point to raise in the public consultation. Counsel is of the view that even if not expressly set out in the law, a practical way will be found for pre-existing contracts to continue as was the case at the time of Brexit.  

Denmark

Following the second reading in the Danish Parliament, there have been two revisions to the CRD6 draft implementing law, limited to technical and linguistic adjustments, and the final bill was adopted by the Parliament on 11 June 2025.

Importantly, the provision implementing Article 21C, introduced as Section 2 of the Danish Financial Business Act, remained unchanged from the initial draft throughout the legislative process. The only amendment made during the process concerned the effective date for Section 2 which is now set at 01 January 2027.

Consultation response to the draft law: Prior to the adoption of the implementing law, a consultation response was submitted to the Business Committee of the Danish Parliament concerning the implementation of the Mifid exemption under Article 21C(4). The Business Committee argued that the Danish implementation should fully align with Article 21C(4). It specifically pointed out that (i) the intended scope of the Mifid exemption provision in CRD6 is clear, and (ii) the current Danish implementation does not reflect this intended scope of the exemption. Furthermore, it noted that there is no indication - either in the explanatory notes to the bill or elsewhere - that suggests an intention for Denmark to deviate from the EU's position in this area. This argument has been supported by AFME in its letter addressed the Business Committee. In its response, the Minister for Industry, Business and Financial Affairs stated that the points raised would require further examination and noted that any necessary amendments would be introduced at the earliest possible opportunity noting that the bill will not enter into force until 1 January 2027. It is therefore possible that further changes may be made ahead of that date. We will monitor the situation closely and bring you any updates as we get them.

Czech Republic

The Czech draft law was submitted to the upper chamber of the parliament, the Senate. We understand from the Czech counsel that the Senate has a prescribed 30-day period within which to approve the draft and, if no action is taken, the draft is considered approved. The draft then needs to be signed into law by the President who has 15 days to do so. With that, adoption of the CRD6 implementing legislation is expected in August 2025.

We have also discussed with counsel a couple of points that have been of interest to clients:

• On the Mifid exemption, the formulation in the amended Czech Banking Act states that TCB is not required for activities performed in the territory of the Czech Republic in direct connection with an investment service under the Act on Capital Market Undertakings. The latter act implements into Czech law Mifid 2 and counsel confirmed that the effect of the exemption under the Banking Act is the same as under CRD6, Article 21C(4). This is also clarified in the accompanying notes to the draft law.
• The requirement under Article 21C(2) for credit institutions and TCBs to provide information with respect to the provision of services in reliance on reverse solicitation (the "RS reporting requirement") is not addressed specifically in the Czech Banking Act. The law gives the regulator broad powers to request information it deems necessary and the Czech National Bank typically issues decrees in which it provides directions and clarifications as to what it will require.

Poland

The Ministry of Finance published the draft implementing legislation on 20 June 2025, the text (in Polish) can be found through this link: https://legislacja.gov.pl/projekt/12399111. Consultation ends 21 days after publication. Counsel is reviewing and we will bring you more information in the next edition of this Bulletin.

Liechtenstein

CRD6 has not yet been adopted into the EEA Agreement, nevertheless a draft bill implementing CRD6 (and amending the Banking Act) has been made available on 03 June 2025 and can be accessed (in German) through this link: BERICHT UND ANTRAG, with the consultation open until 02 September 2025. Counsel's expectation is that the Liechtenstein law will be a copy out and we will bring more information once counsel has reviewed the draft more closely.

We will keep you updated with new developments but if you have any questions in the meantime, please contact us at euview@simmons-simmons.com.

Our CRD6 Solutions

We can offer a range of solutions that focus on CRD6 in general and Article 21C specifically:

• The EU View service provides a Quick Reference Guide for each EU jurisdiction with an overview of the progress of implementation of the key provisions, including Article 21C. Also as part of this service, our Lending Guides will cover the licensing requirements specifically for lending activities and any impact in each Member State of national implementation of CRD6.
• The new CRD6 Manager is tracking all articles in CRD as implemented centrally, such as EBA guidance, as well as locally in key EU locations. CRD6 Manager Lite is focusing specifically on Article 21C. This service will keep subscribers updated on any pertinent issues e.g. what constitutes a service "in" a Member State, gold-plating, continued application of any local exemptions, local interpretation of exemptions. As part of the tool, we are providing an FAQ tracker with frequently asked questions we receive from clients, and which will provide views and advice from counsel on interpretation, implementation and application to various business lines and products.
• The navigator CRD6 tracker will cover high-level information of some of the key fundamentals and impacts on the navigator guidance and is available for all existing navigator subscribers.

All solutions will be updated on a monthly basis, and you will be notified of the latest changes in relation to CRD6.

For more information on how to subscribe, pricing or to request a demo of any of the above solutions, please email EUView@simmons-simmons.com.