ECB 2026: new internal managers to authorize bank mergers and acquisitions

Key data

If your entity has a planned corporate operation in 2026 —merger, demerger or acquisition of a significant shareholding— the contact person who will resolve your request at the ECB has changed. The Decision (EU) 2026/565 of the European Central Bank, of March 3, 2026 (ECB/2026/6), designates the heads of work units as responsible for adopting delegated decisions in these matters. It is an internal organizational measure, but with direct consequences for how you manage the authorization process.

What does this regulation establish?

The ECB has internally reorganized who signs authorization decisions in bank corporate operations. Until now, these decisions fell to the ECB's main governing body, which generated significant bureaucratic burden in operations that, although relevant, could be resolved at a lower hierarchical level with appropriate safeguards.

Decision ECB/2026/6 establishes a system of formal delegation: the heads of work units of the ECB are empowered to adopt decisions on behalf of the organization in the following types of operations:

• Mergers between significant credit institutions under European supervision
• Demergers of significant credit institutions
• Acquisitions of significant shareholdings in credit institutions supervised by the ECB

It is essential to understand what this decision does not change: the substantive requirements for obtaining authorization are the same. What changes is the internal structure of who resolves, which has practical implications for timelines and the communication chain with the supervisor.

Economic and operational impact

For significant credit institutions, this decision has an impact mainly operational and process management, not direct economic. There are no new fees or regulatory costs associated with this decision. The impact is concentrated in three areas:

• Resolution timelines: Delegation to unit heads can speed up ECB response times in corporate operations, as it does not depend on the main governing body's agenda. This is relevant in operations with tight opportunity windows.
• Communication channels: The legal and M&A teams of entities must update their internal protocols to direct communications to the correct contact person within the ECB. An error in the channel can result in unforeseen delays in the operation's timeline.
• Planning of corporate operations: Entities that have operations in progress or in structuring phase in 2026 should verify whether their authorization process will be affected by this new structure from March 3, 2026.

Who does it affect?

This decision directly affects:

• Significant credit institutions directly supervised by the ECB under the Single Supervisory Mechanism (SSM) that have planned mergers, demergers or acquisitions of significant shareholdings in 2026
• M&A and legal teams of banks under direct ECB supervision that manage regulatory authorization processes
• CFOs and banking executives responsible for corporate operations requiring supervisory approval
• External advisors (law firms, investment banks, consulting firms) that support credit institutions in merger or acquisition processes under the SSM
• Significant shareholders planning to acquire shareholdings in significant credit institutions supervised by the ECB

It does not affect less significant credit institutions, which continue to be supervised by the competent national authorities, nor corporate operations that do not require ECB supervisory authorization.

Practical example

A Spanish bank classified as a significant institution under the SSM is negotiating the acquisition of a significant shareholding in a Portuguese credit institution, also under direct ECB supervision. The legal team prepares the regulatory authorization request.

Before Decision ECB/2026/6, that request was resolved by the ECB's main governing body, with the timeline implications that entails. From March 3, 2026, the resolution corresponds to the head of the designated work unit for this type of operation within the ECB.

The practical impact: the bank's legal team must identify which unit head is competent for their specific operation, update contacts and communication protocols with the supervisor, and recalibrate the operation's timeline based on the new foreseeable timelines under the delegated structure. If the bank works with an external advisor, they must also update their protocols for interaction with the ECB for this operation.

What should companies do now?

1. Identify if your entity is under direct ECB supervision: Only credit institutions classified as significant in the SSM are affected. If you have doubts, consult the ECB's list of significant institutions.
2. Review corporate operations in progress or planned: If you have a merger, demerger or acquisition of significant shareholding in structuring phase or already initiated, verify at what point of the authorization process you are and whether the change of contact person affects the timeline.
3. Update communication protocols with the ECB: Legal and M&A teams must identify the unit head designated as contact person for their type of operation and update internal channels for managing the supervisory process.
4. Inform external advisors: If you work with law firms, investment banks or consulting firms on bank M&A operations, ensure they know the new ECB interaction structure to avoid delays from communications directed to the wrong channel.
5. Monitor possible timeline changes: Although delegation seeks to streamline processes, adjustments may occur in the first weeks of implementation. Maintain active monitoring of the status of your pending requests.