LegalizeCommission Implementing Regulation (EU) 2021/1042 of 18 June 2021 laying down rules for the application of Directive (EU) 2017/1132 of the European Parliament and of the Council as regards technical specifications and procedures for the system of interconnection of registers and repealing Commission Implementing Regulation (EU) 2020/2244 (Text with EEA relevance)
This is the act as published. Later amendments are not folded into the text below: each one is a separate act in this repository and an entry in this law's history.
- (b) An index of the particulars listed in Article 19(2) of Directive (EU) 2017/1132. This data shall be used to ensure consistent and quick results of the search service. Where the data is not made available to the platform for indexation, Member States shall make the same particulars available for the purpose of the search service in a way that guarantees the same level of service as provided by the platform;
- (c) Unique identifiers of companies referred to in Article 16(1) of Directive (EU) 2017/1132 and unique identifiers of branches referred to in Article 29(4) of Directive (EU) 2017/1132. These identifiers shall be used to ensure the interoperability of registers via the platform;
- (d) Any other operational data that is necessary for the platform to ensure the proper and efficient functioning of the search service and the interoperability of registers. Those data may include code lists, reference data, glossaries and related translations of those metadata, as well as logging and reporting data.
The data and metadata handled by the platform shall be processed and stored in line with the security standards outlined in section 3 of this Annex.
9. Structure and use of the unique identifier
The unique identifier for the purpose of communication between registers shall be referred to as the EUID (European Unique Identifier).
The structure of the EUID shall be compliant with ISO 6523 and shall contain the following elements:
| EUID element | Description | Additional description |
|---|---|---|
| Country code | Elements making it possible to identify the Member State of the register | Mandatory |
| Register Identifier | Elements making it possible to identify the domestic register of origin of the company and of the branch respectively | Mandatory |
| Registration number | Company/branch number refers to the registration number of the company/branch in the domestic register of origin | Mandatory |
| Verification digit | Elements making it possible to avoid identification errors | Optional |
The EUID shall be used to unequivocally identify companies and branches for the purpose of the exchange of information between registers via the platform.
10. Methods of operation of the system and information technology services provided by the platform
For the distribution and exchange of information, the system shall be based on the following technical method of operation:
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For the delivery of messages in the relevant language version, the platform shall provide reference data artefacts, such as code lists, controlled vocabularies and glossaries. Where relevant, these shall be translated into the official languages of the Union. Where possible, recognised standards and standardized messages shall be used.
The Commission shall share with the Member State further details on the technical method of operation and the implementation of the information technology services provided by the platform.
11. Search criteria
At least one country shall be selected when running a search.
The portal shall provide the following harmonised criteria for the search:
- — company name,
- — registration number of the company or the branch in the domestic register.
Further search criteria may be available on the portal.
12. Payment modalities
For the documents and particulars for which Member States charge fees and which are made available on the e-Justice portal via BRIS, the system shall allow users to pay online by using widely used payment modalities such as credit and debit cards.
The system may also provide alternative online payment methods, such as bank transfers or virtual wallets (deposit).
13. Explanatory labels
In relation to the particulars and types of documents listed in Article 14 of Directive (EU) 2017/1132, Member States shall provide the following explanatory labels:
- (a) A short title for each particular and document (for example: ‘Articles of incorporation’);
- (b) As appropriate, a brief description of the content of each document or particular, including, optionally, information on the legal value of the document.
14. Availability of services
The service time frame shall be 24/7days, with an availability rate of the system of at least 98 % excluding scheduled maintenance.
Member States shall notify the Commission of maintenance activities as follows:
- (a) 5 working days in advance for maintenance operations that may cause an unavailability period of up to 4 hours;
- (b) 10 working days in advance for maintenance operations that may cause an unavailability period of up to 12 hours;
- (c) 30 working days in advance for infrastructure computer room maintenance, which may cause up to 6 days unavailability period per year.
To the extent possible, maintenance operations shall be planned outside working hours (19.00 – 8.00 CET).
Where Member States have fixed weekly service windows, they shall inform the Commission of the time and day of the week when such fixed weekly windows are planned. Without prejudice to the obligations in points (a) to (c) of the second paragraph, if Member States systems become unavailable during such a fixed window, Member States may choose not to notify the Commission on each occasion.
In case of unexpected technical failure of the Member States systems, Member States shall inform the Commission without delay of their system unavailability, and, if known, of the projected resuming of the service.
In case of unexpected failure of the central platform or of the portal, the Commission shall inform the Member States without delay of the platform or portal unavailability, and if known, of the projected resuming of the service.
15. Optional access points
15.1. Optional access points to BRIS according to the first subparagraph of Article 22(4) of Directive (EU) 2017/1132
15.1.1. Procedure
Member States shall provide information on the planned timing of the establishment of the optional access points, the number of optional access points that will connect to the platform, and contact details of the person(s) that could be contacted for the purpose of establishing the technical connection.
The Commission shall provide the Member States with the necessary technical details and support for the testing and deployment of the connection of each optional access point to the platform.
15.1.2. Technical requirements
For the connection of optional access points to the platform, Member States shall comply with the relevant technical specifications set out in this Annex, including security requirements for transmission of data via the optional access points.
Where payment is necessary via an optional access point, Member States shall provide the payment methods of their choice and shall handle the related payment operations.
Member States shall carry out appropriate testing before the connection to the platform becomes operational and before any significant changes are made to an existing connection.
After successful connection of the optional access point to the platform, Member States shall inform the Commission of any upcoming significant change of the access point that may affect the functioning of the platform, in particular the closing of the access point. Member States shall provide sufficient technical details in relation to the change, in order to allow for proper integration of any related changes.
Member States shall indicate on each optional access point that the search service is provided via BRIS.
15.2. Optional access points to BRIS according to the second subparagraph of Article 22(4) of Directive (EU) 2017/1132
15.2.1. Procedure
The Commission shall assess any request received for the establishment of an optional access point in accordance with the second subparagraph of Article 22(4) of Directive (EU) 2017/1132.
The requester shall provide all the information needed for the proper assessment of the request.
The Commission shall provide the requester with the necessary technical details and support for the testing and deployment of the establishment of each optional access point to the platform.
15.2.2. Technical requirements
For the establishment of optional access points to the platform, the requester shall comply with the relevant technical specifications set out in this Annex, including security requirements for transmission of data via the optional access points.
Where payment is necessary via an optional access point, the requester shall provide the payment methods of their choice and shall handle the related payment operations.
The requester shall carry out appropriate testing before the establishment to the platform becomes operational and before any significant changes are made to an existing connection.
After successful establishment of the optional access point to the platform, the requester shall inform the Commission of any upcoming significant change of the access point that may affect the functioning of the platform, in particular the closing of the access point. The requester shall provide sufficient technical details in relation to the change, in order to allow for proper integration of any related changes.
The requester shall indicate on each optional access point that the search service is provided via BRIS.
15.3. Requirements applicable to optional access points according to Article 22(4), first and second subparagraph
The Commission shall inform the Member States about a request received.
The technical requirements shall also include measures to ensure that optional access points do not affect the correct functioning of BRIS nor compliance with the safety, security and data protection requirements, with due regard to the respective responsibility of each party within the part of the system under its technical control.
16. Exchange of information on disqualified directors
16.1. Introduction
The exchange of information referred to in Article 13i(4) of Directive (EU) 2017/1132 shall cover cases where a person is disqualified from becoming a director of a company of one of the types listed in Annex II to that Directive further to a decision of a court or another competent authority of a Member State based on its national law.
The exchange of information shall not cover cases where, under national law, a person is generally incapable of contracting or restricted in his or her general legal capacity or further to a decision of a court or another competent authority of a Member State based on its national law and therefore unable to become a director of a company of the type referred to in the first paragraph.
The exchange of information shall not cover cases based on specific rules under Union law, such as the rules on fitness and propriety provided under Article 91(1) of Directive 2013/36/EU of the European Parliament and of the Council 35.
Where, in accordance with national law in a Member State, legal persons are allowed to be directors of companies of the type referred to in the first paragraph, such legal persons shall fall under the scope of the exchange of information. Each Member State shall inform the other Member States and the Commission whether this possibility exists in its national law.
16.2. Methods of exchange of information between Member States
The following method shall be used for the exchange of information between the registers in accordance with Article 13i of Directive (EU) 2017/1132.
The queries and the answers under this section shall be transferred through BRIS using end-to-end encryption.
Member States shall exchange the information needed to correlate queries and the answers under this section concerning the same request.
16.2.1. First level of exchange of information
16.2.1.1. First level query on disqualification
Member States’ competent authorities may request, through BRIS, information from one or more Member States on whether a person who applies to become a director of a company of one of the types listed in Annex II to Directive (EU) 2017/1132 is disqualified or is recorded in any of their registers that contain information relevant for disqualification of directors.
The requesting Member State shall decide to which Member State or Member States the query shall be sent. The queries shall be sent with a view to ensure effective, efficient and prompt exchange of information.
Each query shall cover one single person and shall provide the data for identification of the person. The requesting Member State shall process such data in compliance with Regulation (EU) 2016/679. The Member States shall ensure that only necessary data and only data concerning the applicant in question is exchanged.
16.2.1.2. First level answer on disqualification
Upon receipt of the query, the competent authorities of the requested Member State shall, without delay, provide an answer through BRIS.
The answer shall indicate whether the person identified in the query is disqualified or is recorded in any of the registers of the requested Member State that contain information relevant for disqualification of directors.
In case the answer is that the person is disqualified or is recorded in any of the registers that contain information relevant for disqualification of directors, the requested Member State may indicate in its answer, which specific data provided by the requesting Member State matches the data available in the requested Member State and which specific data included in the query cannot be confirmed by the requested Member State as it is not recorded in its registers.
If it is necessary, the requested Member State may ask the requesting Member State to provide further data to ensure unequivocal identification of the person. Such data shall be processed in compliance with Regulation (EU) 2016/679.
16.2.2. Second level of exchange of information
The exchange for additional information may take place through other appropriate means than BRIS. If the second level of exchange of information is carried out through BRIS, the rules set out in points 16.2.2.1, 16.2.2.2, 16.3.3 and 16.3.4 shall apply.
16.2.2.1. Second level query on disqualification
In case a requested Member State indicates in the first level answer that a given person is disqualified or is recorded in any of its registers that contain information relevant for disqualification of directors, the requesting Member States may request further information from the requested Member State concerning the person identified in the first level query.
The second level query shall cover the same person as the first level query and first level answer.
16.2.2.2 Second level answer on disqualification
The requested Member State may decide, under its national law, which additional information to provide. In case that Member State’s national law does not allow further exchange of information, it shall inform accordingly the requesting Member State.
16.3. Detailed list of data
For the exchange of information on disqualified directors, Member States shall include the following data.
16.3.1. First level query on disqualification
| Data type | Description | Cardinality36 | Additional description |
|---|---|---|---|
| Issuance Date and Time | Date and time when this query was sent | 1 | Date and Time |
| Issuing Organisation | Name/Identifier of the organisation that issues this query | 1 | Party data structure |
| Recipient Organisation | Name/Identifier of the register of the requested Member State | 1 | Party data structure |
| Legislation Reference | Reference to relevant national or Union legislation | 0…n | Text |
| First level query on disqualification If the person who applies to be a director is a natural person | |||
| First name | First name of the person who applies to be a director | 1 | Text |
| Surname | Surname of the person who applies to be a director | 1 | Text |
| Date of birth | Date of birth of the person who applies to be a director | 1 | Date |
| Further identification data | Further data processed according to the requesting Member State’s national law and in compliance with Regulation (EU) 2016/679 | 0…n | Text/date/identifier |
| First level query on disqualification If the person who applies to be a director is a legal person | |||
| Name of the legal entity | Name of the legal entity which applies to be a director | 1 | Text |
| Legal form | Legal form of the legal entity which applies to be a director | 1 | Code As referred to in Annex II to Directive (EU) 2017/1132 of the company therein or other legal form if the legal entity falls outside of the scope Directive (EU) 2017/1132 |
| EUID | EUID if it is a company listed in Annex II to Directive (EU) 2017/1132. | 1 | Identifier |
| Other registration number | Other registration number if not a company listed in Annex II to Directive (EU) 2017/1132. | 0 | Identifier |
| Alternate ID | Other identifiers of the company (e.g. Legal Entity Identifier) | 0…n | Identifier |
Member States shall provide information on the means of identification needed for an efficient exchange of information on disqualified directors. That information may consist in providing the data that is necessary to identify the persons covered by a request.
Member States may also use e-identification means for the identification of persons in the exchange of information.
Queries covering a legal person shall be sent only to those Member States which allow legal persons to be directors and which allow disqualification of such legal persons.
16.3.2. First level answer on disqualification
| Data type | Description | Cardinality37 | Additional description |
|---|---|---|---|
| Issuance Date and Time | Date and time when this answer was sent | 1 | Date and Time |
| Issuing Organisation | Name/Identifier of the organisation that issues this answer | 1 | Party data structure |
| Recipient Organisation | Name/Identifier of the register of the requesting Member State | 1 | Party data structure |
| Legislation Reference | Reference to relevant national or Union legislation | 0…n | Text |
| Yes/no/no sufficient data for identification | ‘Yes’ if the person is disqualified or is recorded in any of its registers that contain information relevant for disqualification of directors ‘No’ if the person is not disqualified or is not recorded in any of its registers that contain information relevant for disqualification of directors ‘No sufficient data for identification’ if the data provided does not make it possible to unequivocally identify the person and more information is needed. | 1 | Select an option |
| Further identification data required | Indicate what data is needed for unequivocal identification | 1…n (only if no sufficient data for identification) | Text/date/identifier |
| No second level answer will be provided through BRIS | If ‘yes’, option to indicate that no answer will be provided for second level query through BRIS | 0 | Select the option |
16.3.2.1. Provision of further identification data
In case the requested Member State requires further identification data to ensure unequivocal identification, the requesting Member State shall provide the data using the following message format:
| Data type | Description | Cardinality38 | Additional description |
|---|---|---|---|
| Issuance Date and Time | Date and time when this query was sent | 1 | Date and Time |
| Issuing Organisation | Name/Identifier of the organisation that issues this query | 1 | Party data structure |
| Recipient Organisation | Name/Identifier of the register of the requested Member State | 1 | Party data structure |
| Legislation Reference | Reference to relevant national or Union legislation | 0…n | Text |
| Further identification data | Further data required by the requested Member State to ensure unequivocal identification processed according to the requesting Member State’s national law and in compliance with Regulation (EU) 2016/679 | 1…n | Text/date/identifier |
16.3.3. Second level query on disqualification
| Data type | Description | Cardinality39 | Additional description |
|---|---|---|---|
| Issuance Date and Time | Date and time when this query was sent | 1 | Date and Time |
| Issuing Organisation | Name/Identifier of the organisation that issues this query | 1 | Party data structure |
| Recipient Organisation | Name/Identifier of the register of the requested Member State | 1 | Party data structure |
| Legislation Reference | Reference to relevant national or Union legislation | 0…n | Text |
| Request further information | Request for further information | 1…n | Request further information at least on one of the following: — grounds for disqualification under national law, — date of decision, — period or validity of the disqualification, — file number, issuer of the decision. — Information on any limitation to such disqualification (e.g. sector specific disqualifications) |
16.3.4. Second level answer on disqualification
| Data type | Description | Cardinality40 | Additional description |
|---|---|---|---|
| Issuance Date and Time | Date and time when this answer was sent | 1 | Date and Time |
| Issuing Organisation | Name/Identifier of the organisation that issues this answer | 1 | Party data structure |
| Recipient Organisation | Name/Identifier of the register of the requesting Member State | 1 | Party data structure |
| Legislation Reference | Reference to relevant national or Union legislation | 0…n | Text |
| Further information | Request for further information | 1…n | Further information at least on one of the following: — grounds for disqualification under national law, — date of decision, — period or validity of the disqualification, — file number, issuer of the decision. — Information on any limitation to such disqualification (e.g. sector specific disqualifications) — No further information provided in case the Member State’s national law does not allow further exchange of information – list data on which further information is not provided. (attachment of documents possible) |
16.4. Operation of the exchange of information
Member States shall indicate if they face difficulties due to high numbers of queries received. In such a case, the Commission and the Member States shall assess the issue with a view of ensuring smooth operation of the exchange of information and further development of the system.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC (OJ L 176, 27.6.2013, p. 338).
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
Cardinality 0 means that the data is optional. Cardinality 1 means that the data is mandatory. Cardinality 0…n or 1…n means that more than one piece of the same type of data may be provided.
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