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Shadow Banking – Legal and Regulatory Issues

Publication date: May 27, 2025

Shadow Banking – Legal and Regulatory Issues

Shadow banking, or the parallel banking system, includes financial institutions and credit intermediation mechanisms that operate outside the traditional banking system. These entities, unlike commercial banks, are not subject to strict regulatory oversight, which raises numerous legal and regulatory challenges. Shadow banking performs functions similar to banking, such as accepting deposits, granting loans, or financing assets, but operates in less transparent structures.

Characteristics of shadow banking

Shadow banking entities include investment funds, hedge funds , lending companies, special investment vehicles (SPVs) and securitization institutions. They operate on financial markets, using securitization mechanisms, repo transactions or issuing debt instruments. Due to their high specialization and lack of banking supervision, these institutions may conduct activities with increased systemic risk.

Shadow banking is often associated with so-called regulatory arbitrage, which involves exploiting differences in the laws between jurisdictions to reduce operating costs and gain greater freedom of action. Another problem is the difficulty in identifying and monitoring entities conducting parallel activities.

Legal and regulatory issues

Shadow banking is developing dynamically in the financial services market , especially in situations where consumers cannot use traditional banking services. An example are loan companies that offer quick access to cash without formalities, but without deposit guarantees and appropriate supervision. The lack of legal regulations in this area can lead to an increased risk of loss of capital and consumer debt.

At the EU level, shadow banking is regulated, among others, by:

  • Alternative Investment Fund Managers Directive (AIFMD),
  • Money Market Funds Regulation (MMFR),
  • Guidelines of the European Systemic Risk Board (ESRB),
  • Recommendations of the Financial Stability Committee (FSB).

Poland lacks dedicated regulation of shadow banking. Entities operating in this area are only partially covered by the provisions of the Act on Investment Funds and the Civil Code. The body responsible for supervision of financial institutions is the Polish Financial Supervision Authority (KNF), but many entities remain outside its reach.

The role of supervisory institutions

In the context of shadow banking, supervisory institutions such as the European Banking Authority (EBA) and the European Central Bank (ECB) play an important role, monitoring systemic risks in the EU. At the national level, the KNF tries to monitor the activities of non-bank institutions, but often encounters difficulties resulting from the lack of comprehensive regulations. In practice, this means the need to cooperate with other national authorities and exchange information at the international level.

The Impact of Shadow Banking on Financial Stability

Shadow banking, due to its flexibility and lack of regulation, may pose a threat to financial stability. In crisis conditions, shadow institutions may threaten the financial liquidity of the entire market, especially when they engage in risky derivatives or repo transactions. An example of this are securitization crises, which in the past led to mass defaults.

Impact on monetary policy

Shadow banking also affects monetary policy because its activities can undermine the effectiveness of traditional monetary control tools, such as interest rates. Central banks seeking to limit the risks associated with shadow banking may encounter problems in monitoring financial activity outside the regulated sector.

Regulatory proposals

To reduce the risks associated with shadow banking activities, it is proposed to:

  1. Introduction of uniform regulations regarding parallel activities within the EU,
  2. Increased supervision over investment funds and lending entities,
  3. Obligation to report financial transactions carried out by shadow banking entities,
  4. Increasing consumer awareness of the risks associated with investing in instruments offered by these institutions,
  5. Unification of regulations on capital protection when offering deposit products,
  6. Introducing mechanisms to counteract regulatory arbitrage in parallel activities,
  7. Strengthening international cooperation in monitoring shadow banking,
  8. Introduction of stress-testing mechanisms for shadow banking entities to assess their resistance to financial crises.

Summary

Shadow banking is a challenge for the financial system due to the difficulty of supervision and the lack of uniform regulations. The introduction of regulations that increase the transparency of the activities of these entities and the implementation of effective supervisory mechanisms will reduce the risk of market destabilization. Taking into account the impact of shadow banking on monetary policy and the stability of the financial system requires a more comprehensive regulatory approach at the national and EU level.

EU law:

  1. Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers (AIFMD) – OJ L 174, 1.7.2011.
  2. Regulation (EU) 2017/1131 of the European Parliament and of the Council of 14 June 2017 on money market funds (MMFR) – OJ L 169, 30.6.2017.
  3. Guidelines of the European Systemic Risk Board (ESRB) – concern the monitoring of systemic risk in the financial sector.
  4. Recommendations of the Financial Stability Board (FSB) – regarding limiting systemic risk in the shadow sector.

National legal acts:

  1. Act on Investment Funds and Management of Alternative Investment Funds of 27 May 2004 (Journal of Laws 2004 No. 146 item 1546, as amended).
  2. Civil Code of 23 April 1964 (Journal of Laws 1964 No. 16 item 93, as amended).
  3. The Consumer Credit Act of 12 May 2011 (Journal of Laws 2011, No. 126, item 715, as amended).
  4. Banking Law of 29 August 1997 (Journal of Laws 1997 No. 140 item 939, as amended).

Sources:

  1. Financial Supervision Authority (KNF)
  2. European Banking Authority (EBA)
  3. Financial Stability Board (FSB)
  4. European Systemic Risk Board (ESRB)
  5. Act on Investment Funds and Management of Alternative Investment Funds (Journal of Laws 2004, No. 146, item 1546)
  6. Regulation (EU) 2017/1131 on money market funds.
  7. Directive 2011/61/EU (AIFMD).
  8. Consumer Credit Act (Journal of Laws 2011, No. 126, item 715).
  9. Banking Law (Journal of Laws 1997, No. 140, item 939).
  10. Civil Code (Journal of Laws 1964, No. 16, item 93).
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