YH v ECB (Economic and monetary policy - Prudential supervision of credit institutions - Judgment) [2025] EUECJ T-366/23 (19 November 2025)

Executive summary

The General Court heard YH’s action under Article 263 TFEU seeking annulment of the ECB’s 5 May 2023 decision opposing her acquisition of a qualifying holding in a German credit-institution structure linked to the Warburg group. The case concerns the ECB’s assessment under CRD IV and the SSM framework of whether the proposed acquirer met the criteria of good repute, professional competence, financial soundness, and effective prudential supervision.

Key points

• Applicant: YH; defendant: European Central Bank; challenged ECB opposition to acquisition of a qualifying holding in M.M. Warburg & Co group entities.
• The ECB’s decision found YH did not satisfy the legal criteria, including good repute, professional competence, financial soundness, and supervisory effectiveness.
• The factual background includes the family ownership structure and the proposed transfer of voting rights via a golden share and pooling agreement.
• The judgment text identifies pleas on procedure, right to be heard, reasons, factual basis, qualifying-holding definition, Charter rights, and proportionality.
• The source text does not disclose the final operative outcome or any sanctions/export-control issue; the case is about banking supervision rather than sanctions or export controls.

Why it matters

This is relevant to sovereign-risk and national-security screening because the ECB treated ownership/control, reputation, and supervisory transparency as decisive in blocking a change of control in a credit institution. While not a sanctions case, it shows how EU banking-supervision authorities can intervene where governance, control arrangements, and adverse conduct concerns are present.

Implications

For compliance and transaction strategy, the case underscores that proposed acquirers of qualifying holdings must be prepared for close scrutiny of control structures, indirect holdings, proxies, and family or related-party influence. Litigants and deal teams should expect challenges to notification timing, completeness, and the substantive fitness assessment, but the source text does not provide the court’s final ruling on those challenges.