CRD VI: Non-EU Banks Have 5 Months to Open a Branch

A deadline approaching, an exception closing. In the family of European regulation, we are not asking for MiCA today, but for the European directive CRD VI. It will come into effect on January 11, 2027, and its Article 21c changes the game for any banking institution established outside the Union, continuing a broader regulatory movement aimed at foreign actors. Taking deposits, lending money, or issuing guarantees to clients located in the EU will now require an authorized branch on European soil. The time when an American, British, or Asian bank could serve European clients from its headquarters, remotely, is over.

Key points of this article:

• The European directive CRD VI has changed the rules for non-European banks starting January 2027.
• Article 21c requires an authorized branch in the EU for certain banking activities with European clients.

What Article 21c Changes in Practice

The text, published in the Official Journal of the EU on June 19, 2024, under reference Directive 2024/1619, targets three specific activities:

• taking deposits,
• lending,
• issuing guarantees.

The transposition into national laws began in January 2026, but it is the date of January 11, 2027, that acts as the cutoff.

A grandfather clause protects contracts already signed. Don’t furrow your brows. A grandfather clause (or grandfathering provision) is a provision that protects situations or contracts already existing at the time a new rule comes into effect.

So, regarding our topic today, any agreement concluded before July 11, 2026, can continue to be executed without a branch, even after the text comes into force. After this pivotal date, however, no new contracts of this type can be signed without going through a locally authorized entity.

The Reverse Solicitation Exception, a Very Narrow Safety Net

However, the text provides a safety valve: if a European client approaches a non-EU bank on their own initiative, that bank can continue to serve them without opening a branch. But the European Banking Authority states unequivocally that this exception must not become a disguised market access strategy.

The conditions are strict. The initiative must come exclusively from the client, without any targeted advertising or solicitation via an agent or affiliate preceding the contact. The exception only covers services closely related to the initial request, not the entire bank's catalog, and it does not allow for a continuous business relationship beyond the specific operation requested. Institutions will need to keep documented evidence of this client initiative, and branches from third countries must report this activity to their national regulator.

The Kraken Case, a Symptom of an Industry Already Preparing

The crypto ecosystem is not exempt from this mechanism, even if it is still in its infancy. Payward, the parent company of Kraken, confirmed last week that it is exploring obtaining full banking status outside the United States. Co-CEO Dave Ripley mentioned several avenues during the Wyoming Blockchain Symposium, without specifying the targeted jurisdictions.

Kraken already holds a MiCA license obtained in Ireland, which allows it to offer its crypto services in the 27 EU countries. But this license covers crypto activities, not traditional banking services. If Payward ever wants to offer interest-bearing deposits, credit, or mortgages to European clients from an entity outside the EU, as its commercial director Mark Greenberg mentioned, Article 21c of CRD VI will fully apply, license MiCA or not.

A Signal That Goes Beyond Crypto

This requirement is not isolated. Brussels has simultaneously launched a consultation on the overhaul of MiCA, with the same underlying logic: to fill the gaps that allow foreign actors to serve the European market without being fully regulated. The timelines of the two texts converge towards the same period, 2027, the year when Europe intends to clarify who can legally touch the savings and credit of its citizens.

For banks and future crypto actors eyeing banking status, the message is the same. The authorized branch becomes the norm, while reverse solicitation is the rare, documented, and strictly controlled exception.