Declarations of no-objection (DNOs) for group companies

This applies to DNO applications for group companies acquiring or increasing a direct or indirect qualifying holding in the same financial target undertaking, as meant in Section 3:95(1) of the Financial Supervision Act (Wet op het financieel toezicht – Wft). Changes within the holding structure of the group companies must be notified to DNB in advance.

Assessment

For applicants that are organisationally part of the same group and are centrally managed, the law provides for the possibility of applying for a DNO for all group companies jointly. However, this so-called group DNO has no basis in European law. When assessing applications for qualifying holdings, DNB applies the revised Joint Guidelines on the prudential assessment of acquisitions and increases of qualifying holdings in the financial sector (JC/GL/2016/01), commonly referred to as the Joint Guidelines. As a result, each group company in the holding structure must be assessed against the assessment criteria and must provide the information required for that purpose. Each group company in the holding structure will therefore have to submit an application. Applying for a group DNO offers no advantages.

If you consider applying for a group DNO, please contact DNB first.

Changes

Section 3:103a of the Wft contains a notification obligation for a group company to which a DNO has previously been granted that applies to all group companies jointly (the group DNO). Therefore, notify DNB well in advance of any intended change within the holding structure.

Reporting changes

Changes can be reported by the group company in question or by one of the other companies of the group, such as the top holding company.

You can report changes by submitting the digital ‘DNO notification form for group companies’ in My DNB Supervision Services.

Existing DNOs

Changes to the control chain do not affect the legal effect of previously issued group DNOs. The group DNO remains in effect, but changes must therefore be reported in advance and may give rise to an additional DNO requirement.