One year after the reorganisation of the French and Portuguese subsidiaries,
FCA Bank transforms its Spanish and German subsidiaries into branches.
Andersen has assisted FCA Bank SpA with the restructuring of its Spanish and German subsidiaries. In this complex restructuring operation, which follows the work done a year ago with the subsidiaries in France and Portugal, both FCA Capital España and FCA Bank Deutschland were merged by FCA Bank SpA under a cross-border merger process.
All the assets of the two companies were assigned to the Spanish and German branches of FCA Bank specially established. The project to convert the subsidiaries into branches was subject to the prior approval by the the European Central Bank of the relevant merger operations and the completion of the passporting procedures of the banking and insurance licences respectively at the Bank of Italy and IVASS respectively.
Andersen advised FCA Bank with a team led by partner Maricla Pennesi, Tax coordinator Europe and Italy, and partner Marco Giorgi, head of the firm’s Banking and Finance department and a lawyer specialised in Banking, Regulatory and Corporate matters.
Andersen Spain and Andersen Germany were involved in the cross-border transaction.
Germany In Madrid the project was coordinated by partners Javier Cubillo and Miguel Prado In Cologne, partner Thomas Koch and of counsel Timo Kläner led the work.
“Past experience in similar transactions and our expertise in Banking and Corporate Law,” said Marco Giorgi, “allowed us to successfully carry out, simultaneously in two
jurisdictions, mergers and passporting procedures. The most complex aspect has been
ensuring compliance with the terms and constraints of the banking and corporate regulations in the three countries and to manage the relationships and administrative paperwork with four different banking supervisory authorities.”
