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capital markets news
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publication
10 December 2024
romania poland austria hungary
V.Das Alexeev F.Buta V.Stropșa A.Goławska W.Kapica M.Ebner N.Szilvási B.Bodó G.Pázsitka C.Ghinea U.Rath A.Fischer
to the point: finance l Q4/2024
newsletter
EU Listing Act - Significant changes to the market abuse regime
The EU Listing Act, which is part of the European agenda to make public capital markets in the EU more attractive, was published in the Official Journal of the European Union on 14 November 2024. This initiative seeks to increase the number of company listings in the EU and simplify compliance with capital markets regulations under the Market Abuse Regulation (MAR). The legislative package includes amendments to the Prospectus Regulation and MAR, which will enter into force on 5 December 2024. Several provisions will be applicable at later stages, i.e. from 5 March 2026 or 5 June 2026.
publication
18 September 2024
A.Fischer A.Goławska F.Buta G.Pázsitka B.Bodó W.Kapica M.Schmiedinger M.Zimmermann D.Gritsch
to the point: finance l Q3/2024
press release
Austria: Schoenherr advises dealer managers on successful issuance of EUR 500m subordinated notes (Tier 2) by VOLKSBANK WIEN AG and tender offer
Schoenherr advised the dealer managers, among others Danske Bank, Erste Group, ING, NATIXIS and UBS, in the course of VOLKSBANK WIEN AG's invitation to existing holders of their outstanding EUR 400m 2.75 % fixed to fixed Tier 2 notes with an interest rate reset date on 6 October 2022 to tender their notes for purchase by the company for cash. The firm also advised the joint lead managers, among others Danske Bank, Erste Group, ING, NATIXIS and UBS, on the successful issuance of EUR 500m 5.5 % fixed to fixed 11.25NC6.25 subordinated notes (Tier 2) by VOLKSBANK WIEN AG.
press release
Austria: Schoenherr advises OMV on successful issue of EUR 1bln corporate bonds
Schoenherr advised OMV Aktiengesellschaft, an international integrated oil, natural gas and chemicals company headquartered in Vienna, as issuer's counsel in connection with the successful, oversubscribed issue of corporate bonds in an aggregate volume of EUR 1bln.
press release
Austria: Schoenherr advises Erste Group on successful issuance of EUR 80m Breiteneder Immobilien Parking bond and exchange offer
Schoenherr advised Erste Group Bank AG in its capacity as dealer manager and exchange agent in the course of Breiteneder Immobilien Parking Konzernfinanzierungs GmbH's invitation to existing holders to exchange their notes issued in 2018 for the recently issued Breiteneder Immobilien Parking 4.875 % Notes 2024-2030.
press release
Austria: Schoenherr advises bookrunners on successful issuance of EUR 500m green bonds by VERBUND
Schoenherr advised Barclays and J.P. Morgan in their capacities as joint ESG structuring agents and joint bookrunners, as well as BofA Securities, Raiffeisen Bank International and Santander Corporate & Investment Banking as joint bookrunners, on the Austrian law aspects of the successful issuance of EUR 500 million 3.250 per cent. Green Bonds due 2031 by VERBUND AG ("VERBUND").
press release
Austria: Schoenherr advises Erste Group on 300m share buyback and capital reduction
Schoenherr advised Erste Group Bank AG ("Erste Group") on its EUR 300m share buyback followed by a cancellation of treasury shares and the reduction of its share capital.
roadmap
Austria's sustainability-linked bond market: a snapshot
In 2023 we advised a client in connection with the issuance of the first sustainability-linked bond by an Austrian corporation placed among international institutional investors as well as Austrian retail investors. Its main feature is that the coupon for the last year of the term will increase if one or both predefined step-up events linked to the issuer's sustainability targets occur.
roadmap
Multiple voting: a tool to attract investors?
One-share one-vote has long been the European Commission's mantra in establishing a level playing field for investors. The conventional wisdom was that a shareholder's influence should be aligned with their economic investment in and exposure to the company. But the success of the "FANG" stocks and the US governance model of giving ultimate control to founders while also selling shares and bringing in new investors has led to a rethink. In response, the European Commission recently proposed a draft directive on the issuance of shares with multiple voting rights in an IPO.
press release
Austria: Schoenherr wins Equity Deal of the Year at IFLR Europe Awards 2023 for Porsche IPO
Schoenherr has won the "Deal of the Year" award by renowned legal publisher International Financial Law Review ("IFLR").
press release
Austria: Schoenherr advises Joint Bookrunners on the successful issue of EUR 250m convertible bonds by voestalpine AG
Schoenherr advised BNP PARIBAS and Citigroup Global Markets Europe AG (Joint Global Coordinators and Joint Bookrunners) as well as UniCredit Bank AG (Joint Bookrunner) as to Austrian law in connection with the successful, oversubscribed issue of convertible bonds by voestalpine AG.
press release
Austria: Schoenherr advises Joint Lead Managers on issuance of EUR 500m Green Ordinary Senior Eligible Notes by VOLKSBANK WIEN AG
Schoenherr advised Joint Lead Managers Danske Bank A/S, DekaBank Deutsche Girozentrale, Erste Group Bank AG, NATIXIS, Raiffeisen Bank International AG and UniCredit Bank AG on the successful issuance of EUR 500m 4.750% Green Ordinary Senior Eligible Notes – due 15 March 2027 – by VOLKSBANK WIEN AG.
newsletter
Bulgaria: Practical problems of repurchase and securities lending transactions
"Repos and securities lending in Bulgaria are regarded as financial collateral, thus ensuring their enforceability. But some important contractual arrangements must be agreed upon by the parties wishing to avail themselves of such enforceability."
press release
Austria: Schoenherr advises Managers on issue of EUR 750m Mortgage Pfandbriefe by Erste Group
Schoenherr advised the Managers on the successful issue of EUR 750m 2.500 % Mortgage Pfandbriefe (Hypothekenpfandbriefe) due 2030 by Erste Group Bank AG.
press release
Austria/CEE: Schoenherr advises on the sale of significant parts of Kontron Group’s IT services business in eleven countries for EUR 400m
Schoenherr advised stock exchange listed technology group Kontron AG (formerly S&T AG) on the sale of significant parts of Kontron Group’s IT services business to VINCI Energies S.A. in the course of a competitive auction process for a purchase price of approx. EUR 400m.
press release
Austria: Schoenherr advises S&T AG on voluntary partial public takeover offer
Schoenherr advised S&T AG, an Austrian company listed on the Frankfurt Stock Exchange, in connection with the voluntary partial public takeover offer by grosso tec AG (Germany) on issues of Austrian law. Hogan Lovells advised S&T AG on German law issues.
press release
Austria: Schoenherr advises Managers on issue of EUR 1.5bln Mortgage Pfandbriefe by Erste Group
Schoenherr advised the Managers on the successful issue of EUR 750m 0.01 % Mortgage Pfandbriefe due 2028 (AT0000A2UXM1) and EUR 750m 0.50 % Mortgage Pfandbriefe due 2037 (AT0000A2UXN9) by Erste Group Bank AG.
press release
Austria: Schoenherr advises Nice & Green S.A. on innovative convertible notes funding programme with Marinomed Biotech AG
Schoenherr advised Swiss investment firm Nice & Green S.A. on an innovative convertible notes funding programme (CNFP) with Vienna Stock Exchange listed Marinomed Biotech AG.
press release
Austria: Schoenherr advises Joint Lead Managers on issue of EUR 250m covered bank bonds by Kommunalkredit Austria AG
Schoenherr advised the Joint Lead Managers on the successful issue of EUR 250m 0.01 % covered bank bonds due 2028 by Kommunalkredit Austria AG.
press release
Austria: Schoenherr advises Wienerberger AG on the successful placement of 2.5 million treasury shares through accelerated bookbuilding
Schoenherr advised Vienna Stock Exchange listed Wienerberger AG, a leading international supplier of building materials and infrastructure solutions, on the EUR 81.25m placement of treasury shares with institutional investors.
press release
Austria: Schoenherr advises Joint Lead Managers on issue of EUR 250m green mortgage covered bonds by Oberbank AG
Schoenherr advised the Joint Lead Managers Crédit Agricole Corporate and Investment Bank, DekaBank, Erste Group and Raiffeisen Bank International on the successful green mortgage covered bank bond issue by Oberbank AG.
press release
Austria: Schoenherr advises managers on issue of EUR 300m Ordinary Senior Eligible Notes by Kommunalkredit Austria AG
Schoenherr advised the Joint Lead Managers and the Co-Lead Manager on the successful issue of EUR 300m 0.25 % Ordinary Senior Eligible (fixed rate) Notes due 2024 by Kommunalkredit Austria AG.
media coverage
Turkey: New Instruments in Debt Capital Markets – Secured Debt Instruments and The Security Agent
2020 was a busy year for the legislator in relation to the Turkish Capital Markets. An amendment made in the Turkish Capital Markets Law (CML) at the beginning of 2020 introduced several elements, including a Security Agent, into Turkish law. And then the pandemic hit, making the trust factor in regard to assets even more crucial than it was before. In times of uncertainty, the Security Agent may be invited to play a greater role.
press release
Austria: Schoenherr advises Joint Lead Managers on the issue of EUR 300 million Mortgage Covered Notes by Raiffeisenlandesbank Vorarlberg
Schoenherr advised the Joint Lead Managers DekaBank, DZ BANK, Erste Group, Raiffeisen Bank International and UniCredit in connection with the successful issue of covered notes by Raiffeisenlandesbank Vorarlberg Waren- und Revisionsverband registrierte Genossenschaft mit beschränkter Haftung.
press release
Romania: Schoenherr advises Agricover on EUR 40m corporate bonds issuance
Schoenherr Romania advised Agricover on the issuance of corporate bonds worth EUR 40m, which will be admitted to trading on the regulated market of the Bucharest Stock Exchange ("BSE"). This is the first time that the group has attracted financing on the BSE, and the largest corporate bonds issuance ever to run on the BSE.
press release
Austria: Schoenherr advises Joint Bookrunner on the successful issue of EUR 100m convertible bonds by DO & CO Aktiengesellschaft
Schoenherr advised Jefferies (Sole Global Coordinator and Joint Bookrunner), Erste Group and Hauck & Aufhäuser (each as a Joint Bookrunner) as to Austrian law in connection with the successful, oversubscribed issue of convertible bonds by DO & CO Aktiengesellschaft ("DO & CO").
roadmap
The EU's capital markets recovery package
The severe economic repercussions of the COVID-19 pandemic call for rapid measures to facilitate investments in the real economy, to allow for a swift recapitalisation of EU companies, and to enable issuers to tap into public markets at an early stage in the recovery process and increase banks' capacity to finance the recovery.
roadmap
Investor relations: How to build solid bridges in stormy weather
Stock market investors' trading decisions are influenced by a myriad of factors, including economic, social and political changes. Their investment behaviour changes in volatile periods to adjust to the new landscape. Yet, a constant remains: investors want timely, accurate and complete information on listed issuers. How can issuers meet this expectation even in turbulent times?
press release
Austria: Schoenherr advises Joint Lead Managers on the issue of EUR 250 million Non-Preferred Senior Eligible Notes by Oberbank Aktiengesellschaft
Schoenherr successfully advised the Joint Lead Managers DZ BANK, Erste Group, Helaba, and Raiffeisen Bank International in connection with the successful issue of notes by Upper Austrian-based Oberbank Aktiengesellschaft.
press release
Another promotion at Schoenherr: Matthias Pressler becomes Counsel
Matthias Pressler, member of Schoenherr's banking, finance and capital markets practice in Vienna, was promoted to counsel as of 1 October 2020. Pressler joined Schoenherr in 2015, and is an expert in financial services regulation, covering both transactional work as well as contentious and non-contentious regulatory advisory matters and administrative (criminal) proceedings.
newsletter
Austria: Covid-19: Welche Unterstützungsleistungen der öffentlichen Hand kann ich beantragen?
Die durch die COVID-19 Pandemie verursachten wirtschaftlichen Auswirkungen betreffen eine Vielzahl von Unternehmen. Die Politik hat bereits mehrere Maßnahmen zur Erhaltung der Zahlungsfähigkeit und Überbrückung von Liquiditätsengpässen für die heimische Wirtschaft verlautbart.
press release
Bulgaria: Schoenherr advised major multinational banks on a EUR 90m syndicated credit facility to leading Bulgarian agribusiness company Oliva
Schoenherr advised BNP PARIBAS (Suisse) S.A. ("BNP") as a facility agent and lender; Citibank NA, London Branch as a lender; and Black Sea Trade and Development Bank as a lender, on the Bulgarian legal aspects of a EUR 90m syndicated credit facility extended to Oliva AD ("Oliva") and Buildcom EOOD ("Buildcom"), as well as on the establishment of a Bulgarian security package for the facility.
roadmap
Making things easier for issuers on capital markets: Turning points in prospectus rules
To facilitate company access to financial markets, the European Commission completed its action plan for a gradual building of the capital markets union in 2019. Most actions focused on breaking down barriers blocking cross-border investments. As part of these measures, starting mid-2019, new rules governing prospectus drafting became effective. Among others, the new paradigm lays the groundwork for easier access for issuers and improved investor protection.
media coverage
Analiză: ASF anunţă măsuri mai stricte de cunoaştere a clientelei
First published on Ziarul Financiar, 25.10.2019
După BNR, şi ASF vine cu măsuri mai stricte de cunoaştere a clientelei, de formalizare a procedurilor interne şi de derulare a evaluării riscului de spălare a banilor şi finanţare a terorismului, arată o analiză.
media coverage
Interview with Narcisa Oprea from Schoenherr Bucharest
First published on BizLawyer, 17.07.2019
Directiva europeană privind drepturile acționarilor trebuia transpusă în legislația românească până la jumătatea lunii iunie 2019 | Narcisa Oprea, Partener Schoenherr: Chiar dacă directiva nu a fost transpusă încă, existând doar un proiect de lege în acest sens, clienții noștri se pregătesc din vreme pentru conformare, dată fiind anvergura schimbărilor
publication
LEXOLOGY Getting the Deal Through: Equity Capital Markets
Find the full comparative guide on Secured Lending on the LexGTDT tool. Here you can find the answers for Austria.
press release
Schoenherr announces new firm-wide heads of banking, finance & capital markets and real estate practice groups
Schoenherr promotes Sebastian Gutiu (managing partner, Romania) and Matei Florea (partner, Romania) to new firm-wide heads for real estate, and banking, finance & capital markets, respectively.
newsletter
Austria: Vienna Stock Exchange: quarterly reports for equity issuers no longer mandatory
Following some other European stock exchanges, the Vienna Stock Exchange (VSE) announced today, 22 February 2019, that it will no longer require issuers, the shares of which are admitted to trading on its regulated market, to publish quarterly reports.
press release
Austria: Schoenherr advises listed German Aves One AG on financing of NACCO/CIT acquisition
Schoenherr, acting as lead counsel for the financing, successfully advised Aves One AG ("Aves") on the financing of the acquisition of the NACCO/CIT Group.
press release
Austria: Schoenherr advises listed German Aves One AG on a EUR 155 million senior facility refinancing
Schoenherr successfully advised Aves One AG ("Aves One") on its EUR 155m senior facility refinancing by entering into a new facility agreement with significantly improved commercial terms arranged by a consortium of leading German banks.
press release
Schoenherr advises UniCredit on strategic Bancassurance partnerships with Allianz and Generali in CEE
Schoenherr has advised the UniCredit Group on establishing two exclusive strategic partnerships with Allianz and Generali for the distribution of insurance products for individuals and small-businesses in Bosnia and Herzegovina, Bulgaria, Croatia, Czech Republic, Hungary, Romania, Serbia, Slovakia, and Slovenia announced on 5 June 2018 (see here)
press release
Schoenherr advises EVO Payments on strategic payments partnership with MONETA Money Bank
Schoenherr's financial services team in Prague advised EVO Payments International ("EVO") on the creation of a long-term strategic alliance with MONETA Money Bank ("MONETA") for payment acceptance services to the bank's retail customers.
press release
Austria: Schoenherr represents Austrian Core Shareholders on sale of majority shareholding in listed C-QUADRAT to HNA
Schoenherr has advised and represented the core shareholders of Cubic (London) Limited ("Cubic"), including San Gabriel Privatstiftung, and T.R. Privatstiftung, as indirect controlling stockholders in C-QUADRAT Investment AG ("C-QUADRAT"), on the sale of the majority shareholding in Cubic, and thus C-QUADRAT, to the HNA Group (International) Asset Management Co., Limited, Hong Kong ("HNA"). HNA is part of the HNA Group, a leading Chinese diversified industrial group. C-QUADRAT is an independent asset management company listed on the Vienna stock exchange.
newsletter
Begutachtungsentwurf zu Harmonisierung und Vereinfachung des Prospektrechts veröffentlicht
Am 27.4.2018 wurden ein Begutachtungsentwurf zu Harmonisierung und Vereinfachung des Prospektrechts für Wertpapiere und Veranlagungen versandt.
press release
Schoenherr advises Slovenian ENI subsidiary on acquisition of Mestni Plinovodi
Schoenherr has advised Adriaplin d.o.o. ("Adriaplin"), the Slovenian subsidiary of Eni S.p.A., on the acquisition of Mestni Plinovodi d.o.o. ("Mestni Plinovodi"), a local natural gas distribution network operator and gas supplier, from a consortium of sellers consisting of gas distributors Ireti and ACSM-AGAM from Italy and Istrabenz Plini from Slovenia.
roadmap
Interview with Karel Smerak: Secrecy and portfolio transactions. A journey that doesn't end with closing the deal
press release
Schönherr berät B&C bei Gewährung einer Hybridkapital-Linie an Semperit AG Holding
Schönherr hat die B&C Holding GmbH ("B&C") bei der Gewährung einer Hybridkapital-Linie an die börsenotierte Semperit AG Holding ("Semperit") von bis zu EUR 150 Mio beraten.
press release
Schoenherr advises Deutsche Private Equity on acquisition of Euro-Druckservice
Schoenherr advised Deutsche Private Equity Management III ("DPE") on its acquisition of leaflet printing business Euro-Druckservice ("EDS") from a consortium of three company shareholders.
press release
Romania: Schoenherr wins three awards from leading financial journal Ziarul Financiar
Schoenherr si Asociatii was honoured by Romania's leading financial journal Ziarul Financiar with three awards during the eight edition of the Business Lawyers' Gala organised by the newspaper on 27 September in Bucharest.
press release
Österreich: Schönherr berät EVN bei Verkauf ihrer Pensionskasse an VBV-Gruppe
Schönherr hat die börsennotierte EVN AG ("EVN") beim Verkauf ihrer betrieblichen Pensionskasse, der EVN Pensionskasse AG ("EVN Pensionskasse"), an die VBV-Betriebliche Altersvorsorge AG ("VBV") beraten.
newsletter
The EU Capital Markets Union – New Prospectus Regulation Finally Published in Official Journal
On 30 June 2017, Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market – the new Prospectus Regulation (the "Prospectus Regulation") – was published in the Official Journal of the European Union.
newsletter
The EU Capital Markets Union - Mid-term Review of the Capital Markets Union Action Plan
In September 2015 the European Commission ("Commission") adopted an action plan on building a capital markets union (the "CMU") (the "CMU Action Plan").
press release
Czech Republic/Hungary/Poland/Slovakia: Schoenherr advises AG FOODS and Coöperatief Avallon on settlement of minority shareholders' disputes and management buyout
Schoenherr advised AG FOODS Group ("AG FOODS") and Coöperatief Avallon MBO U.A. ("Coöperatief Avallon") on the settlement of minority shareholders' disputes and on a subsequent management buyout.
press release
Austria: Schoenherr advises Erste Group on Frauscher Sensortechnik leveraged buyout financing
Schoenherr has advised Erste Group Bank AG ("Erste Group"), one of the leading financial service providers in Central and Eastern Europe, on the financing of the leveraged buyout of Austrian sensor technology manufacturer Frauscher Sensortechnik GmbH ("Frauscher Sensortechnik") by New York-based Greenbriar Equity Group LLC ("Greenbriar").
press release
Austria: Schoenherr advises on first Austrian Equity Capital Markets transaction in 2017
Schoenherr has advised publicly traded, global sugar, starch and fruit processor AGRANA Beteiligungsverwaltungs-Aktiengesellschaft ("AGRANA") as issuer on its successful rights offering of 1,420,204 new shares, combined with a secondary offering of 500,000 existing AGRANA shares held by Südzucker AG, one of AGRANA's core shareholders.
This is the first equity capital market ("ECM") transaction in the Austrian market in 2017, and the first deal of its kind in Austria following the entry into force of the European Market Abuse Regulation. The transaction had an overall deal volume of approximately EUR 192m.
newsletter
The EU Capital Markets Union - Recent developments on Venture Capital
On 16 December 2016, the Council of the European Union announced agreement on its negotiating stance in relation to the proposed regulation amending the European Venture Capital Funds ("EuVECA") Regulation (Regulation (EU) No 345/2013) and the European Social Entrepreneurship Funds ("EuSEF") Regulation (Regulation (EU) No 346/2013), which is now at the European Parliament's ECON committee, scheduled to be voted on, on 22 March 2017.
roadmap
Austria: New Court Decisions on Banks' Own Funds Instruments
A bank suffering losses (and which may even be in the process of wind-down) may not be in a position to repay loss absorbing instruments in full, which it has issued in the past. Court decisions handed down in 2016 (one by the European Court of Justice and three by the Austrian Supreme Court) provide insight into questions of calculation of loss sharing, and how holders of certain loss absorbing instruments shall be treated in the event of a merger or demerger (which is often also a restructuring measure in the course of a wind-down)
roadmap
Austria: The EU Capital Markets Union – What Lies Ahead
In the European Commission’s recently published Communication regarding the Capital Markets Union (“CMU”), it urges other institutions to accelerate completion of a true single market for capital across all EU Member States, and announces its work programme for 2017.
roadmap
Slovakia: Bank vs. Consumer - Latest Legal Developments on Consumer Protection of Bank Clients
Slovak Banks are currently subject to legislative restrictions and consumer claims, mainly for charges and arbitration clauses.
roadmap
Stepping forward: Hungary Starts Dealing with Non-Performing Loans
The sale of NPLs has always been difficult in Hungary as purchasing of loan receivables is considered as lending activity; therefore, a prospective buyer is expected to have a valid Hungarian banking licence.
roadmap
Austria: Bad Bank and Own Funds Instruments
What is the situation regarding own funds instruments issued by a bank, if such institution is converted into a wind-down company or becomes a bad bank? May investors who subscribed to instruments issued by a bank terminate those instruments (for good cause or due to changed circumstances) and request repayment? What happens with participation capital in the event of a reduction of share capital? In the aftermath of the financial crisis, the Austrian Supreme Court has answered some of these questions in recent decisions.
roadmap
Austria: New Disclosure Requirements for Shareholdings in Listed Companies – Five Things Investors Should Know
The Austrian Stock Exchange Act (Börsegesetz; BoerseG) has recently been amended to significantly extend disclosure obligations for shareholdings in listed companies. The main objective is to capture arrangements, in particular derivatives, which previously escaped major shareholding disclosure rules, even though they could – and were – used for stake building purposes in Austrian listed companies. The changes are effective from 1 January 2013 and are expected to create challenges for investors, fund managers, credit institutions and securities firms.
roadmap
State Aid Schemes and EU Funds – Instruments for Financing Projects in Romania
Over the past years, banks operating in the Romanian market have been approached with an increasing number of financing projects that aim to benefit from financial support from either state aid schemes or EU financing programmes.
roadmap
The Montenegrin Financial Collaterals Act: Carving Out a New System for Banks and Financial Institutions
The Montenegrin Parliament enacted the Financial Collaterals Act (FCA) in July 2012, as part of the EU integration process. The FCA was drafted using the EU Directive 2002/47/EC of 6 June 2002 on Financial Collateral arrangements (Directive) as its basis. Its greatest contribution is providing a high-quality legal basis for establishing and realising collateral more easily – which also contributes to the stability of the financial system in Montenegro.
roadmap
New Capital Requirements for European Banks – Grandfathering for Existing Equity Instruments
As recent developments have shown, it is highly unlikely that the EU Capital Requirements Regulation (CRR) on credit institutions and investment firms, which aims to put in place a comprehensive and risk-oriented regulatory framework throughout the EU, will enter into force on 1 January 2013 in the whole European Union (even though some EU Member States would be ready to implement Basel III as at 1 January 2013). Still, the implementation of Basel III is imminent. The goal is a sounder and safer European financial system. As the global financial crisis revealed the shortcomings of the current regulatory environment as to the prudent operation of the European credit institutions, the CRR envisages stricter rules for institutions’ own funds, liquidity and leverage.