AI Summary of Article 91 Management body and suitability assessment
Institutions and financial or mixed financial holding companies authorised under Article 21a(1) bear primary responsibility for ensuring members of the management body are of good repute, act with honesty, integrity and independence of mind, and possess sufficient knowledge, skills and experience. Absence of a criminal conviction alone is insufficient. Entities must assess suitability prior to appointment and periodically, keep suitability information up to date, and where an internal assessment finds a person unsuitable must prevent appointment, remove the member or take timely measures to secure suitability; special arrangements apply where a majority is replaced concurrently.
Competent authorities assess suitability and may require a suitability application (questionnaire, curriculum vitae, internal assessment, criminal records and other documents), additional information, interviews and enhanced dialogue; they shall verify AML/CFT risks and may consult AML supervisors or request access to the central AML/CFT database. The regime prescribes limits on simultaneous directorships for significant entities, treats related group roles as single directorships, excludes non‑commercial roles, permits one additional non‑executive authorisation, requires induction and training including on ESG and ICT risks, mandates diversity policies and benchmarking, and assigns EBA to issue guidelines and draft RTS by 10 July 2026 with a review by 31 December 2029.
Article 91 Management body and suitability assessment
1.Institutions, and financial holding companies and mixed financial holding companies that have been granted approval in accordance with Article 21a(1) ("the entities"), shall have the primary responsibility for ensuring that members of the management body are at all times of sufficiently good repute, act with honesty, integrity and independence of mind and possess sufficient knowledge, skills and experience to perform their duties and fulfil the criteria and requirements set out in paragraphs 2 to 6 of this Article, except as regards temporary administrators appointed by competent authorities under Article 29(1) of Directive 2014/59/EU and special managers appointed by resolution authorities under Article 35(1) of that Directive. The absence of a criminal conviction or of ongoing prosecutions for a criminal offence shall not in itself be sufficient to fulfil the requirement to be of good repute and act with honesty and integrity.