Any firm (except an ICVC or a UCITS qualifier)

As specified in FEES 4.3.1 R

(1) Unless (2) or (3) apply7, on or before the relevant dates specified in FEES 4.3.6 R

(2) Unless (3) applies, if 7an event specified in column 4 occurs during the course of a financial year, 30 days after the occurrence of that event, or if later the dates specified in FEES 4.3.6 R.7

(3) Where the permission is for operating a multilateral trading facility, the date specified in FEES 4 Annex 10 (Periodic fees for MTF operators).

Firm receives permission; or Firm extends permission

Any firm which reports transactions3 to the FSA using the FSA's Direct Reporting System or FSA's Transaction Reporting System (see SUP 17)

FEES 4 Annex 3

(1) For transaction charges, the first working day of each month

(2) For licence fees and enrolment charges, by the date set out on the relevant invoice

Not applicable

Persons who hold a certificate issued by the FSA under article 54 of the Regulated Activities Order (Advice given in newspapers etc.)

£1,000

(1) Unless (2) applies, on or before 30 April

(2) If an event in column 4

occurs

during the course of a financial year, 30 days after the occurrence of that event

Certificate issued to person by FSA under Article 54 RAO

Any manager of an authorised unit trust;

In relation to each unit trust the amount specified in FEES 4 Annex 4

Authorisation order is made in relation to the relevant scheme

Any ACD of an ICVC; and

In relation to each ICVC the amount specified in FEES 4 Annex 4

Persons who, under the constitution or founding arrangements of a recognised scheme, is responsible for the management of the property held for or within the scheme;

In relation to each recognised scheme the amount specified in FEES 4 Annex 4

The relevant scheme becomes a recognised collective investment scheme

Not applicable

UK recognised body

FEES 4 Annex 6 , part 1

(1) Unless (2) applies, by the due dates set out in FEES 4 Annex 6, part 1

(2) If the event in column 4 occurs during the course of a financial year, 30 days after the occurrence of that event

Recognition order is made.Modified periodic fee:

(1) for a UKrecognised investment exchange, 150,000;

(2) for a UKrecognised clearing house, 250,000.

Overseas recognised body

FEES 4 Annex 6 , part 2

(1), unless (2) applies, 1 July.

(2) If the event in column 4 occurs during the course of a financial year , 30 days after the occurrence of that event.

Recognition order is made.Modified periodic fee:

(1) for an overseas investment exchange, 10,000;

(2) for a overseas clearing house, 35,000.

Listed issuers (in LR) of shares, depositary receipts and securitised derivatives (in LR), unless the conditions set out below apply.3

The first condition is that the listedissuer, or a related entity, has already paid a periodic fee in respect of the period concerned. The second condition is that the listedissuer is subject to listing rules as a result of a reverse takeover, or that the listedissuer is a newly formed entity, created as a result of a restructuring.3

FEES 4 Annex 7

Within 30 days of the date of the invoice

Listed issuer 3 (in LR) becomes subject to listing rules

Sponsors

10,00010 per year for the period from 1 April to 31 March the following year (see Note)2

Within 30 days of the date of the invoice

Approval of sponsor

All non-listed issuers (in DTR) of shares, depositary receipts and securitised derivatives.6

FEES 4 Annex 8

Within 30 days of the date of the invoice

Non-listed issuer (in DTR) becomes subject to disclosure rules and transparency rules6

6All firms reporting transactions in securitised derivatives to the FSA in accordance with SUP 17, and market operators who provide facilities for trading in securitised derivatives.

FEES 4 Annex 9 R

Within 30 days of the date of the invoice

Not applicable

Part 1

This table shows how the regulated activities for which a firm has permission are linked to activity groups (fee-blocks). A firm can use the table to identify which fee-blocks it falls into based on its permission.

A.1 Deposit acceptors

its permission includes accepting deposits or issuing e-money; BUT DOES NOT include either of the following:

effecting contracts of insurance;

carrying out contracts of insurance.

A.2 Home finance providers 3 and administrators

its permission includes a regulated activity within3 one or more of the following:

entering into a home finance transaction 3; or

administering a home finance transaction 3; or

agreeing to carry on a regulated activity which is within either of the above.

A.3 Insurers - general

its permission includes one or more of the following:

effecting contracts of insurance;

carrying out contracts of insurance;

in respect of specified investments that are:

- general insurance contracts; or

- long-term insurance contracts other than life policies.

A.4 Insurers - life

its permission includes one or more of the following:

effecting contracts of insurance;

carrying out contracts of insurance;

in respect of specified investments including life policies;

entering as provider into a funeral plan contract.

A.5 Managing agents at Lloyd's

its permission includes managing the underwriting capacity of a Lloyd's syndicate as a managing agent at Lloyd's.

A.6 The Society of Lloyd's

it is the Society of Lloyd's.

Note for authorised professional firms:

Generally, for fee-blocks A.7 to A.19 below, only those regulated activities that are not limited to non-mainstream regulated activities should be taken into account in determining which fee-block(s) fee-payers belong to for the purpose of charging periodic fees.

However, in the case that all the regulated activity within a firmpermission are limited to non-mainstream regulated activities, then that firm's will be allocated to fee-block A.13 alone.

This does not prevent a fee being payable by an authorised professional firm under FEES 3.2.7 R (p) where it applies to vary its Part IV permission such that it would normally be allocated to fee-block(s) other than A.13 if the variation was granted.

A.7 Fund managers

(1) its permission includes managing investments;

OR

(2) its permission includes

ONLY either one or both of:

safeguarding and administering of investments (without arranging); and

arranging safeguarding and administration of assets;

OR

(3) the firm is a venture capital firm.

Class (1) firms are subdivided into three classes:

- class (1)A, where the funds managed by the firm belong to one or more occupational pension schemes;

- class (1)B, where:

(a) the firm is not a class (1)A firm; and

(b) the firm's permission includes NEITHER of the following:

safeguarding and administering investments (without arranging);

arranging safeguarding and administration of assets; and

(c) the firm EITHER:

has a requirement that prohibits the firm from holding or controlling client money, or both; OR

if it does not have such a requirement, only holds or controls client money (or both), arising from an agreement under which commission is rebated to a client; and

- class (1)C, where the firm is not within class (1)A or class (1)B.

A.8

Not applicable.

A.9 Operators, Trustees and Depositaries of collective investment schemes and Operators of personal pension schemes or stakeholder pension schemes 2

(1) its permission:

(a) includes one or more of the following:

establishing, operating or winding up a regulated collective investment scheme;

establishing, operating or winding up an unregulated collective investment scheme;

acting as trustee of an authorised unit trust scheme;

acting as the depositary or sole director of an open-ended investment company;

establishing, operating or winding up a personal pension scheme or a stakeholder pension scheme (but only if the firm does not fall within activity group A1 or A4);2

AND

(b) PROVIDED the firm is NOT one of the following:

a corporate finance advisory firm;

a firm in which the above activities are limited to carrying out corporate finance business;

a venture capital firm;

OR

(2) if the fee-payer has none of the regulated activities above within its permission, but ALL the remaining regulated activities in its permission are limited to carrying out trustee activities.

A.10 Firms dealing as principal

its permission includes dealing in investments as principal ;

BUT NOT if one or more of the following apply:

the firm is acting exclusively as a matched principal broker;

the above activity is limited either to acting as an operator of a collective investment scheme, establishing, operating or winding up a personal pension scheme or a stakeholder pension scheme,2 or to carrying out trustee activities;

the firm is a corporate finance advisory firm;

the above activity is otherwise limited to carrying out corporate finance business;

the firm is subject to a limitation to the effect that the firm, in carrying on this regulated activity, is limited to entering into transactions in a manner which, if the firm was an unauthorised person , would come within article 16 of the Regulated Activities Order (Dealing in contractually based investments);

the above activity is limited to not acting as a market maker;

the firm is an oil market participant, energy market participant or a local;

its permission includes either:

- effectingcontracts of insurance; or

- carrying out contracts of insurance.

A.11

Not applicable.

A.12 Advisory arrangers, dealers or brokers (holding or controlling client money or assets, or both)

its permission:

(a) includes one or more of the following, in relation to one or more designated investments :

dealing in investments as agent;

arranging (bringing about) deals in investments;

making arrangements with a view to transactions in investments;

dealing as principal in investments where the activity is carried on as a matched principal broker, oil market participant, energy market participant or local;

advising on investments (except pension transfers and pension opt-outs);7

advising on pension transfers and pension opt-outs;

advising on syndicate participation at Lloyd's;

(b) BUT NONE of the following:

effecting contracts of insurance; or

carrying out contracts of insurance;

AND

(c) CAN HAVE one or more of the following:

safeguarding and administering of assets;

arranging safeguarding and administration of assets;

the ability to hold or control client money, or both:

- that is, there is no requirement which prohibits the firm from doing this; and

- provided that the client money in question does not only arise from an agreement under which commission is rebated to a client;

AND

(d) PROVIDED the fee-payer is NOT any of the following:

a corporate finance advisory firm;

a firm for whom all of the applicable activities above are otherwise limited to carrying out corporate finance business;

a firm whose activities are limited to carrying out venture capital business;

a firm whose activities are limited to acting as an operator of a regulated collective investment scheme;

a firm whose activities are limited to carrying out trustee activities;

a service company.

A.13 Advisory arrangers, dealers or brokers (not holding or controlling client money or assets, or both)

(1) it is an authorised professional firm and ALL the regulated activities in its permission are limited to non-mainstream regulated activities;

OR

(2) its permission:

(a) includes one or more of the following, in relation to one or more designated investments:

dealing in investments as agent;

arranging (bringing about) deals in investments;

making arrangements with a view to transactions in investments;

dealing as principal in investments where the activity is carried on as a matched principal broker, oil market participant, energy market participant or local;

advising on investments (except pension transfers and pension opt-outs);

giving basic advice on a stakeholder product;7

advising on pension transfers and pension opt-outs;

advising on syndicate participation at Lloyd's;

(b) BUT NONE of the following:

effecting contracts of insurance;

carrying out contracts of insurance;

safeguarding and administration of assets;

arranging safeguarding and administration of assets;

AND

(c) MUST EITHER, in connection with its designated investment business:

have a requirement that prohibits the firm from holding or controlling client money, or both;

OR

if it does not have such a requirement , only holds or controls client money (or both), arising from an agreement under which commission is rebated to a client;

AND

(d) PROVIDED the fee-payer is NOT any of the following:

a corporate finance advisory firm;

a firm for whom all of the applicable activities above are otherwise limited to carrying out corporate finance business;

a firm whose activities are limited to carrying out venture capital business;

a firm whose activities are limited to acting as an operator of a regulated collective investment scheme;

a firm whose activities are limited to carrying out trustee activities;

a service company.

A.14 Corporate finance advisers

the firm is carrying on corporate finance business PROVIDED the fee-payer is NOT a venture capital firm.

A.15

Not applicable.

A.16 Pensions review levy firms

it was liable to pay the Pensions Levy to PIA in 2001/2002.

A.17

Not applicable.

A.18 Home finance providers 3 , advisers and arrangers

its permission includes a regulated activity within 3one or more of the following:

entering into a home finance transaction 3; or

arranging (bringing about) a home finance transaction 3; or

making arrangements with a view to a home finance transaction 3; or

advising on a home finance transaction 3; or

agreeing to carry on a regulated activity which is within any of the above.

A.19 General insurance mediation

its permission includes one or more of the following in relation to a non-investment insurance contract:

dealing in investments as agent; or

arranging (bringing about) deals in investments; or

making arrangements with a view to transactions in investments; or

assisting in the administration and performance of a contract of insurance; or

advising on investments; or

agreeing to carry on a regulated activity which is within any of the above.

B. Market operators

Firms that have been prescribed as an operator of a prescribed market under the Financial Services and Markets Act 2000 (Prescribed Markets and Qualifying Investments) Order 2001 (SI 2001/996).

B. Service companies

it is a service company.11

11 B. MTF operators

its permission includes operating a multilateral trading facility.

Part 2

This table indicates the tariff base for each fee-block. The tariff base is the means by which we measure the 'amount of business' conducted by a firm. Note that where the tariff base is the number of approved persons it may be that a particular firm has permission for relevant activities as described in Part 1 but the type of activity that the firm undertakes is not one requiring a person to be approved to undertake a relevant customer function (for example firms only giving basic advice on stakeholder products). In these circumstances, the firm will be required to pay a minimum fee only (see FEES 4 Annex 2 Part 1).

A.1

MODIFIED ELIGIBLE LIABILITIES

For banks:

Part 1:

Liabilities

In sterling:

2 + 3 + 4 + 5A + 5B + 6B + 6C + 6D + 6E + 6F + 6G + 6H + 6J + 8 + 10 + 60% of 11A + 44

plus

In foreign currency, one-third of:

E2 + E3 + E4 + E5A + E5B + E6B + E6C + E6D + E6E + E6F + E6G + E6H + E6J + E8 + E10 + 60% of E11A + E44 + C2 + C3 + C4 + C5A + C5B + C6B + C6C + C6D + C6E + C6F + C6G + C6H + C6J + C8 + C10 + 60% of C11A: less

Assets

In sterling:

21B + 60% of 22A + 23D + 23E + 23F + 30A + 30B + 32AA1 + 32AA28

plus

In foreign currency, one-third of:

E21B + 60% of E22A + E23D + E23E + E23F + E30A + E30B + E32AA1 + E32AA2 + 8C21B + 60% of C22A + C23D + C23E + C23F + C30A + C30B + C32AA1 + C32AA28

Part 2: Non-resident office offset

The fee base is adjusted by deducting from the amount calculated in accordance with part 1 above, the Non-Resident Office Offset amount obtained by subtracting item 45D plus one-third of both E45D and C45D8from the sum of 8item 45BA, plus one-third of both E45BA and C45BA 8in the Form BT. The Non-Resident Office Offset amount, if it would otherwise have been a negative number, is zero.

Notes:

(1) All references in the above formula are to entries on Form BT(that is, the Balance Sheet Form completed to provide information required following the Banking Statistics Review 1997 and returned by banks to the Bank of England as required by the Bank of England Act 1998).

(2) E refers to assets and liabilities denominated in euro (as referred to in column 2 of Form BT) and C refers to assets and liabilities denominated in currencies other than sterling and euro (as referred to in column 3 of Form BT). In accordance with Form BT, assets and liabilities in currencies other than sterling are to be recorded in sterling.

(3) The figures reported on the Form BT relate to business conducted out of offices in the United Kingdom.

For e-money issuers:

Outstanding balance of e-money liabilities

For credit unions:

Deposits with the credit union (share capital)

LESS

the credit union's bank deposits (investments + cash at bank)

Note:

Only United Kingdom business is relevant for calculating credit unions' MELs.

For building societies:

deposit liabilities (including debt securities up to five years original maturity)

(that is, the amounts in sterling (in column 1) and one-third of foreign currency referenced amounts (in columns 2 and 3) for items B1.1+B1.2+B2.0a+B2.0b+B2.10+B2.13+B2.14+B2.15+B2.16)

LESS amounts in respect of:

sterling repo liabilities with the Bank of England

(that is, ONLY the amounts in sterling (in column 5) for item B2.5a)

balances held with the Bank of England (excluding cash ratio deposits)

(that is, the amounts in sterling (in column 1) and one-third of foreign currency referenced amounts (in columns 2 and 3) for item B6.2a, less the amounts in sterling (in column 1) and one-third of foreign currency referenced amounts (in columns 2 and 3) for item OW1.1)

market loans to banks, building societies (balances with and loans to, plus CDs, Commercial paper)

(that is, the amounts in sterling (in column 1) and one-third of foreign currency referenced amounts (in columns 2 and 3) for items B6.3.a+B6.4.a+B6.4b+B6.5a+B6.5b+B6.12a)

investments with banks and building societies (bonds, notes and other debt instruments up to five years original maturity) (that is, the amounts in sterling (in column 1) and one-third of foreign currency referenced amounts (in columns 2 and 3) for items B6.6a1+B6.6a2+B6.10a1+B6.10a2)

Note :

All references in the definition for building society MELs are to entries in the MFS1 which is submitted monthly by all building societies to the FSA.

A.2

NUMBER OF MORTGAGES OR OTHER HOME FINANCE TRANSACTIONS 3 ENTERED INTO AND ADMINISTERED

The number of new mortgage contracts, home purchase plans or home reversion plans3 entered into;

AND

The number of mortgage contracts, home purchase plans or home reversion plans3 being administered, multiplied by 0.05 for mortgage outsourcing firms or other home finance outsourcing firms3and by 0.5 for all other firms.1

Notes:

(1) Mortgage outsourcing firms are firms with permission for administering regulated mortgage contracts, but not to enter the contract as lender.1

Home finance outsourcing firms are firms with permission for administering a home finance transaction, but not entering into a home finance transaction.3

(2) In this context a 'mortgage' means a loan secured by a first charge over residential property in the United Kingdom. For the measure of the number of contracts being administered, each first charge counts as one contract, irrespective of the number of loans involved.

(3) Mortgages, home purchase plans or home reversion plans3 administered include those that the firm administers on behalf of other firms.

A.3

GROSS PREMIUM INCOME AND GROSS TECHNICAL LIABILITIES

For insurers:

The amount of premium receivable which must be included in the documents required to be deposited under IPRU(INS) 9.6 in relation to the financial year to which the documents relate but disregarding for this purpose such amounts as are not included in the document by reason of a waiver or an order under section 68 of the Insurance Companies Act 1982 carried forward as an amendment to IPRU(INS) under transitional provisions relating to written concessions in SUP; 11

AND the amount of gross technical liabilities (IPRU(INS) Appendix 9.1 - Form 15, line 19) which must be included in the documents required to be deposited under IPRU(INS) 9.6R in relation to the financial year to which the documents relate but disregarding for this purpose such amounts as are not included in the document by reason of a waiver or an order under section 68 of the Insurance Companies Act 1982 carried forward as an amendment to IPRU(INS) under transitional provisions relating to written concessions in SUP.11

Notes :

(1) in the case of either:

(a) a pure reinsurer carrying on general insurance business through a branch in the United Kingdom; or

(b) an insurer whose head office is not in an EEA State carrying on general insurance business through a branch in the United Kingdom; or

(c) a non-EEA insurer other than a Swiss general insurer which has permission to carry on direct insurance business and which has made a deposit in an EEA state other than the United Kingdom in accordance with IPRU(INS) 8.1(2),

the amount only includes premiums received and gross technical liabilities held in respect of its United Kingdom business;

(2) for a Swiss general insurance company, premiums and gross technical liabilities include those relevant to the operations of the company's United Kingdombranch; and

(3) a firm need not include premiums and gross technical liabilities relating to pure protection contracts which it reports, and pays a fee on, in the A.4 activity group.

For friendly societies:

Either:

(a) the value of contributions as income under Schedule 7: Part I item 1(a) to the Friendly Societies (Accounts and Related Provisions) Regulations 1994 (SI 1994/1983) (the regulations) for a non-directive friendly society, included within the income and expenditure account; or

(b) the value of gross premiums written under Schedule 1: Part I items I.1(a) and II.1.(a) of the regulations for a directive friendly society included within the income and expenditure account.

Notes :

(1) In both (a) and (b) above only premium receivable in respect of United Kingdom business are relevant.4

(2) For UK ISPVs the tariff base is not relevant and a flat fee set out in FEES 4 Annex 2R is payable.4

A.4

ADJUSTED GROSS PREMIUM INCOME AND MATHEMATICAL RESERVES

Except for UK ISPVs:4

Amount of new regular premium business (yearly premiums including reassurances ceded but excluding cancellations and reassurances accepted), times ten;

Plus

amounts of new single premium business (total including reassurances ceded but excluding cancellations and reassurances accepted). Group protection business (life and private health insurance) must be included;

Less

premiums relating to pension fund management;11

Less 11

premiums relating to Trustee Investment Plans.11

For each of the above, business transacted through independent practitioners or tied agents (either single or multi-tie)1 will be divided by two in calculating the adjusted gross premium income;

AND

the amount of mathematical reserves (IPRU(INS) Appendix 9.1R - Form 146, Line 116) which must be included in the documents required to be deposited under IPRU(INS) 9.6R in relation to the financial year to which the documents relate but disregarding for this purpose such amounts as are not included in the document by reason of a waiver or an order under section 68 of the Insurance Companies Act 1982 carried forward as an amendment to IPRU(INS) under transitional provisions relating to written concessions in SUP;

Less

mathematical reserves relating to pension fund management.11

Less 11

mathematical reserves relating to Trustee Investment Plans.11

Notes:

(1) [deleted]

(2) Only premiums receivable and mathematical reserves held in respect of United Kingdom business are relevant.

(3) For UK ISPVs the tariff base is not relevant and a flat fee set out in FEES 4 Annex 2 is payable.4

(4) Trustee Investment Plans are the class of contract of insurance specified in Class III of Part II of Schedule 1 to the Regulated Activities Order (Contracts of long-term insurance) and which are invested in pooled funds beneficially owned by the insurer and not earmarked to individual beneficiaries by that insurer.11

A.5

ACTIVE CAPACITY

The capacity of the syndicate(s) under management in the year in question. This includes the capacity for syndicate(s) that are not writing new business, but have not been closed off in the year in question.

A.6

Not applicable.

A.7

FUNDS UNDER MANAGEMENT (FuM)

The total value, in pounds sterling, of all assets (see note (a) below) in portfolios which the firm manages, on a discretionary basis (see note (b) below), in accordance with its terms of business, less:

(a) funds covered by the exclusion contained in article 38 (Attorneys) of the Regulated Activities Order;

(b) funds covered by the exclusion contained in article 66(3) (Trustees, nominees and personal representatives) of the Regulated Activities Order;

(c) funds covered by the exclusion contained in article 68(6) (Sale of goods or supply of services) of the Regulated Activities Order;

(d) funds covered by the exclusion contained in article 69(5) (Groups and joint enterprises) of the Regulated Activities Order; and

(e) the value of those parts of the managed portfolios in respect of which the responsibility for the discretionary management has been formally delegated to another firm (and which firm will include the value of the assets in question in its own FuM total); any such deduction should identify the firm to which management responsibility has been delegated.

Notes on FuM

(a) For the purposes of calculating the value of funds under management, assets means all assets that consist of or include any investment which is a designated investment or those assets in respect of which the arrangements for their management are such that the assets may consist of or include such investments, and either the assets have at any time since 29 April 1988 done so or the arrangements have at any time (whether before or after that date) been held out as arrangements under which the assets would do so.

(b) Assets managed on a non-discretionary basis, being assets that the firm has a contractual duty to keep under continuous review but in respect of which prior specific consent of the client must be obtained for proposed transactions, are NOT included as this activity is covered in those charged to fees in activity groups A.12 and A.13.

(c) In respect of collective investment schemes, assets means the total value of the assets of the scheme.

(d) For an OPS firm, the FuM should also be reduced by the value of the assets held as a result of a decision taken in accordance with article 4(6) of The Financial Services and Markets Act 2000 (Carrying on Regulated Activities by Way of Business) Order 2001 (investments in collective investment scheme or bodies corporate which have as their primary purpose the acquisition, directly, or indirectly, of relevant investments, as defined in that article).

(e) Only assets that are managed from an establishment maintained by the firm in the United Kingdom are relevant.

A.8

Not applicable.

A.9

GROSS INCOME

For operators (including ACDs and managers of unit trusts but excluding operators of a personal pension scheme or a stakeholder pension scheme2):

gross income from the activity relating to fee-block A.9 is defined as:

the amount of the annual charge on funds invested in regulated or unregulated collective investment scheme received or receivable in the latest accounting period (this is calculated as a % of funds invested, typically 1% p.a.);

PLUS

the front-end or exit charge levied on sales or redemptions of collective investment schemes (typically 4-5% of sales/redemptions) in that same accounting period;

PLUS

any additional initial or management charges levied through a product wrapper such as an ISA;

BUT EXCLUDING box management profits.

For depositaries (including trustees of collective investment schemes and ICVC depositaries):

The amount of the annual charge levied on funds in regulated collective investment schemes for which they act as depositary (typically a % of the total funds for which they act as depositary).

2For operators of a personal pension scheme or a stakeholder pension scheme:

2The amount of the charges levied on the personal pension scheme or stakeholder pension scheme for which they act as operator:

including up-front charges, fund related charges, transaction related charges and periodic charges; but

excluding charges made to an investor in respect of third party suppliers; for example, charges for stock broking, borrowing, banking services and charges for arranging third party legal services, surveys or environmental screening in connection with property.

Note:

Only the gross income corresponding to United Kingdom business is relevant.

A.10

NUMBER OF TRADERS

Any employee or agent, who:

ordinarily acts within the United Kingdom on behalf of an authorised person liable to pay fees to the FSA in its fee-block A.10 (firms dealing as principal); and who,

as part of their duties in relation to those activities of the authorised person , commits the firm in market dealings or in transactions in securities or in other specified investments in the course of regulated activities.

But not any employees or agents who work solely in the firm's MTF

operation.11

A.11

Not applicable.

A.12

APPROVED PERSONS

The number of persons approved to perform the5customer function (CF 30), but excluding those persons who work solely in the firm'sMTF operation or11 solely acting in the capacity of an investment manager or solely advising clients in connection with corporate finance business or performing functions related to these.5

A.13

APPROVED PERSONS

The number of persons approved to perform the5customer function (CF 30), but excluding those persons who work solely in the firm'sMTF operation or 11solely acting in the capacity of an investment manager or solely advising clients in connection with corporate finance business or performing functions related to these.5

A.14

APPROVED PERSONS

The number of persons approved to perform the customer function (CF 30) who advise clients in connection with corporate finance business or perform related functions.5

A.15

Not applicable.

A.16

Percentage share of the amount paid towards PIA's 2001/2002 pensions review levy by fee-payers in fee-block A.16.

A.17

Not applicable.

A.18

ANNUAL INCOME

(a) the net amount retained by the firm of all brokerages, fees, commissions and other related income (eg administration charges, overriders, profit shares) due to the firm in respect of or in relation to home finance mediation activity3 (or activities which would have been mortgage mediation activity if they had been carried out after 30 October 2004 or home purchase mediation activity or home reversion mediation activity if they had been carried out on or after 6 April 20073);

Plus

(b) for any home finance mediation activity3 carried out by the firm for which it receives payment from the lender or provider 3on a basis other than that in (a), the value of all new mortgage advances and amounts provided under other home finance transactions3resulting from that activity multiplied by 0.004;

Plus

(c) if the firm is a home finance provider3, the value of all new mortgage advances and amounts provided under other home finance transactions3which are or would be regulated mortgage contracts if they had been made after 30 October 2004 or home purchase plans or home reversion plans if they had been made on or after 6 April 2007 3(other than those made as a result of home finance mediation activity3by another firm), multiplied by 0.004.

For mortgage outsourcing firms or home finance outsourcing firms3 whose permission does not include advising on a home finance transaction3the relevant amounts are multiplied by 0.15.1

Notes on annual income:

(1) For 2004/05 and 2005/06 firms have supplied this data on their 'HSF1' or 'variation of permission' application form.

(2) For the purposes of calculating annual income, "net amount retained" means all the commission, fees, etc. in respect of home finance mediation activity3that the firm has not rebated to customers or passed on to other firms (for example, where there is a commission chain). Items such as general business expenses (eg employees' salaries, overheads) should not be deducted.

(3) The firm must include in its income calculation, on the same basis as above, earnings from those who will become its appointed representatives immediately after authorisation.

(4) Reference to a "firm" above also includes reference to any person who carried out activities which would be mortgage mediation activity if they had been carried out after 30 October 2004 or home purchase mediation activity or reversion mediation activity if they had been carried out on or after 6 April 20073.

(5) Mortgage outsourcing firms are firms whose permission includes administering regulated mortgage contracts, but not entering into a regulated mortgage contract.1Home finance outsourcing firms are firms whose permission includes administering a home finance transaction, but not entering into a home finance transaction.3

(6) The same firm may receive income under paragraph (a) and (c).11

(7) A firm must include in paragraph (a) any income it receives from home finance mediation activity carried on by another person with respect to any home finance transaction into which the firm has entered as lender, plan provider or home purchase provider.11

(8) In calculating the net amount retained, a firm may not deduct amounts that it rebates to a person other than another firm, a person falling within the extended definition of firm in Note (4) or the firm's customer.

(9) A firm may only deduct amounts under paragraph (a) in calculating its net amount retained if the amount is to be deducted from income that the firm must include under paragraph (a). Therefore for example: 11

(a) if a mortgage lender (Firm A) pays a firm commission for arranging a regulated mortgage under which Firm A is a lender, Firm A may not take that expense into account in calculating its annual income if Firm A does not receive a fee from the borrower or another person in respect of that regulated mortgage; and11

(b) if a mortgage lender (Firm A) pays a firm (Firm B) commission for arranging a regulated mortgage under which Firm A is a lender, Firm A receives a payment from the borrower under that transaction and the amount payable to Firm B exceeds the amount payable by the borrower, Firm A may not take that excess into account in calculating its annual income and must instead net the sum payable by the borrower to zero.11

(10) A firm must include in paragraph (a) any survey and booking fees due to it in respect of or in relation to home finance mediation activity or which would been home finance mediation activity if they had been carried on or after the dates in paragraph (a).11

A.19

ANNUAL INCOME(a) the net amount retained by the firm of all brokerages, fees, commissions and other related income (eg administration charges, overriders, profit shares) due to the firm in respect of or in relation to insurance mediation activity (or activities which would have been insurance mediation activity if they had been carried out after 13 January 2005 or, in relation to connected travel insurance contracts, from 1 January 2009)9 in relation to general insurance contracts or pure protection contracts;

Plus(b) in relation to the activities set out in (a), for any insurance mediation activity carried out by the firm for which it receives payment from the insurer on a basis other than that in (a), the amount of premiums receivable on the contracts of insurance resulting from that activity multiplied by 0.07;

Plus(c) if the firm is an insurer, in relation to the activities set out in (a), the amount of premiums receivable on its contracts of insurance multiplied by 0.07, excluding those contracts of insurance which:

(i) result from insurance mediation activity by another firm, where a payment has been made by the insurer to the firm under (a); or

(ii) the insurer reports in, and pays a fee under, the A.4 activity group; or

(iii) are not general insurance contracts or pure protection contracts.

Notes on annual income:

(2) For the purposes of calculating annual income, "net amount retained" means all the commission, fees, etc. in respect of insurance mediation activity that the firm has not rebated to customers or passed on to other firms (for example, where there is a commission chain). Items such as general business expenses (eg employees' salaries, overheads) should not be deducted.

(3) The firm must include in its income calculation, on the same basis as above, earnings from those who will become its appointed representatives immediately after authorisation.

(4) Reference to a "firm " above also includes reference to any person, including a connected travel insurance intermediary,9 who carried out activities which would be insurance mediation activity (in respect of general insurance contracts or pure protection contracts) if they had been carried out after 13 January 2005 or, in relation to connected travel insurance contracts, from 1 January 2009.9

B. Market operators

Not applicable.

B. Service companies

Not applicable.11

B. MTF operators 12

Not applicable

Part 3

This table indicates the valuation date for each fee-block. A firm can calculate its tariff data by applying the tariff bases set out in Part 2 with reference to the valuation dates shown in this table.

IN THIS TABLE, REFERENCES TO SPECIFIC DATES OR MONTHS ARE REFERENCES TO THE LATEST ONE OCCURRING BEFORE THE START OF THE PERIOD TO WHICH THE FEE APPLIES, UNLESS OTHERWISE SPECIFIED - E.G. FOR 2004/05 FEES (1 APRIL 2004 TO 31 MARCH 2005), A REFERENCE TO DECEMBER MEANS DECEMBER 2003.

Where a firm's tariff data is in a currency other than sterling, it should be converted into sterling at the exchange rate prevailing on the relevant valuation date.

A.1

For banks:

Modified eligible liabilities (MELs), valued at:

for a firm which reports monthly, the average of the MELs for October, November and December;

for a firm which reports quarterly, the MELs for December.

For e-money issuer:

MELs, valued at the end of the financial year ended in the calendar year ending 31 December.

For credit unions:

MELs, valued at December or as disclosed by the most recent annual return made prior to that date.

For building societies:

MELs, valued at the average of the MELs for October, November and December.

A.2

Number of mortgages, home purchase plans or home reversion plans3 entered into in the twelve months ending 31 December.

AND

Number of mortgages, home purchase plans or home reversion plans3 being administered on 31 December.

A.3

Annual gross premium income (GPI), for the financial year ended in the calendar year ending 31 December.

AND

Gross technical liabilities (GTL) valued at the end of the financial year ended in the calendar year ending 31 December.

A.4

Adjusted annual gross premium income (AGPI) for the financial year ended in the calendar year ending 31 December.

AND

Mathematical reserves (MR) valued at the end of the financial year ended in the calendar year ending 31 December.

A.5

Active capacity (AC), in respect of the Underwriting Year (as reported to the Society of Lloyd's) which is current at the beginning of the period to which the fee relates.

[Note: this is the Underwriting Year which is already in progress at the start of the fee period - e.g. for 2004/05 fees, the fee period will begin on 1 April 2004, which is in the 2004 Underwriting Year, so the AC for that Underwriting Year is the relevant measure.]

A.6

Not applicable.

A.7

Funds under management (FuM), valued at 31 December.

A.8

Not applicable.

A.9

Annual gross income (GI), valued at the most recent financial year ended before 31 December.

A.10

Number of traders as at 31 December.

A.11

Not applicable.

A.12

Relevant approved persons as at 31 December.

A.13

Relevant approved persons as at 31 December.

A.14

Relevant approved persons as at 31 December.

A.15

Not applicable.

A.16

Not applicable.

A.17

Not applicable.

A.18

Annual income (AI) for the financial year ended in the calendar year ending 31 December.

A.19

Annual income (AI) for the financial year ended in the calendar year ending 31 December.

B. Market operators

Not applicable.

B. Service companies

Not applicable.11

B. MTF operators 11

Not applicable

4(1)

For each activity group specified in the table below, the fee is the total of the sums payable for each of the tariff bands applicable to the firm's business, calculated as follows:

(a)

the relevant minimum fee; plus

(b)

an additional fee calculated by multiplying the firm's tariff base by the appropriate rates applying to each tranche of the tariff base, as indicated.

(2)

A firm may apply the relevant tariff bases and rates to non-UK business, as well as to its UK business, if:

(a)

it has reasonable grounds for believing that the costs of identifying the firm'sUK business separately from its non-UK business in the way described in Part 2 of FEES 4 Annex 1 are disproportionate to the difference in fees payable; and

(b)

it notifies the FSA in writing at the same time as it provides the information concerned under FEES 4.4 (Information on which fees are calculated), or, if earlier, at the time it pays the fees concerned.

(3)

For a firm which has not complied with FEES 4.4.2 R (Information on which fees are calculated) for this period:

(a)

the fee is calculated using (where relevant) the valuation or valuations of business applicable to the previous period, multiplied by the factor of 1.10;

(b)

an additional administrative fee of £250 is payable; and

(c)

the minimum total fee (including the administrative fee in (b)) is £430.6

Activity group

Fee payable

A.1

Minimum fee (£)

£1606

million of Modified Eligible Liabilities (MELs)

Fee (/m or part m of MELS)

0 - 0.5

0

>0.5 - 2

additional flat fee of 3806

>2 -10

additional flat fee of 5306

>10 - 200

24.726

>200 - 2,000

24.696

>2,000 - 10,000

24.616

>10,000 - 20,000

24.436

>20,000

24.266

For a firm in A.1 which has a limitation on its permission to the effect that it may accept deposits from wholesale depositors only, the fee is calculated as above less 30%.

A.2

Minimum fee ()

5256

No. of mortgages

Fee (/mortgage)

0 - 50

0

51 - 500

4.926

501 - 1,000

1.986

1,001 - 50,000

1.486

50,001 - 500,000

0.516

>500,000

0.116

A.3

Gross premium income (GPI)

Minimum fee ()

4306

million of GPI

Fee (/m or part m of GPI)

0 - 0.5

0

>0.5 - 2

2,134.956

>2 - 5

1,983.756

>5 - 20

1,860.846

>20 - 75

592.396

>75 - 150

519.316

>150

73.206

PLUS

Gross technical liabilities (GTL)

Minimum fee ()

0

million of GTL

Fee (/m or part m of GTL)

0 - 1

0

>1 - 5

51.036

>5 - 50

47.306

>50 - 100

43.896

>100 - 1,000

13.836

>1,000

5.546

7PLUS

7Solvency 2 Special Project Fee (the Solvency 2 fee)

7Minimum fee ()

0

7There is only a single tariff band.

The fee is calculated in accordance with Part 4 of this Annex. The percentage for this fee block (by which periodic fees are multiplied as described in Part 4) is 3.2%.

For UK ISPV's the tariff rates are not relevant and a flat fee of 4306is payable in respect of the period 1 April 2008 to 31 March 2009.6

A.4

Adjusted annual gross premium income (AGPI)

Minimum fee ()

2156

million of AGPI

Fee (/m or part m of AGPI)

0 - 1

0

>1 - 50

637.876

>50 - 1,000

594.676

>1,000 - 2,000

408.206

>2,000

280.266

PLUS

Mathematical reserves (MR)

Minimum fee ()

2156

million of MR

Fee (/m or part m of MR)

0 - 1

0

>1 - 10

33.556

>10 - 100

30.716

>100 - 1,000

20.796

>1,000 - 5,000

14.636

>5,000 - 15,000

11.366

>15,000

8.836

7PLUS

7Solvency 2 Special Project Fee (Solvency 2 fee)

7Minimum fee ()

0

7There is only a single tariff band.

The fee is calculated in accordance with Part 4 of this Annex. The percentage for this fee block (by which periodic fees are multiplied as described in Part 4) is 1.41%.

For UK ISPV's the tariff rates are not relevant and a flat fee of 4306is payable in respect of the period 1 April 2008 6to 31 March 2009.6

A.5

Minimum fee ()

5806

million of Active Capacity (AC)

Fee (/m or part m of AC)

0 - 50

0

>50 - 150

114.916

>150 - 250

96.716

>250

28.376

A.6

Flat Fee ()6

1,284,7256

A.7

For class 1(C), (2) and (3) firms:

Minimum fee ()

1,2106

million of Funds under Management (FuM)

Fee (/m or part m of FuM)

0 - 10

0

>10 - 100

50.286

>100 - 2,500

16.176

>2,500 - 10,000

9.006

>10,000

1.026

For class 1(B) firms: the fee calculated as for class 1(C) firms above, less 15%.

For class 1(A) firms: the fee calculated as for class 1(C) firms above, less 50%.

A.8

This activity group does not apply for this period.

A.9

Minimum fee ()

1,8906

million of Gross Income (GI)

Fee (/m or part m of GI)

0 - 1

0

>1 - 5

842.836

>5 - 15

828.576

>15 - 40

820.366

>40

809.186

A.10

Minimum fee ()

2,3106

No. of traders

Fee (/trader)

0 - 2

0

3 - 5

2,564.006

6 - 10

1,852.006

11 - 50

1,712.006

51 - 200

1,482.006

>200

1,196.006

A.11

This activity group does not apply for this period.

A.12

Minimum fee ()

1,9606

No. of persons

Fee (/person)

0 - 1

0

2 - 4

1,125.006

5 - 10

570.006

11 - 25

418.006

26 - 150

221.00

151 - 1,500

167.00

>1,500

112.00

For a professional firm in A.12 the fee is calculated as above less 10%.

A.13

For class (2) firms:

Minimum fee ()

1,8506

No. of persons

Fee (/person)

0 - 1

0

2 - 4

1,002.006

5 - 10

978.006

11 - 25

939.006

26 - 500

835.00

501 - 4,000

767.00

>4000

724.00

For class (1) firms: 1,8506

For a professional firm in A.13 the fee is calculated as above less 10%.

A.14

Minimum fee ()

1,335.006

No. of persons

Fee (/person)

0 - 1

0

2

1,258.006

3 - 4

1,194.006

5 - 10

1,098.006

11 - 100

1,042.006

101 - 200

729.006

>200

438.006

A.15

This activity group does not apply for this period.

A.16

This activity group does not apply for this period.6

A.17

This activity group does not apply for this period.

A.18

Minimum fee ()

7456

thousands of Annual Income (AI)

Fee (/ thousand or part thousand of AI)

0 - 100

0

>100 - 1,000

5.186

>1,000 - 5,000

4.336

>5,000 - 10,000

3.466

>10,000 - 20,000

2.606

>20,000

2.186

A.19

Minimum fee ()

4506

thousands of Annual Income (AI)

Fee (/ thousand or part thousand of AI)

0 - 100

0

>100 - 1,000

4.316

>1,000 - 5,000

3.776

>5,000 - 15,000

2.606

>15,000 - 100,000

1.046

>100,000

0.426

B. Market operators

20,000

B. Service companies

Bloomberg LP

37,0006

EMX Co Ltd

27,0006

LIFFE Services Ltd

27,0006

[row deleted]6

OMGEO Ltd

27,0006

Reuters Ltd

37,0006

Swapswire Ltd

27,0006

Thomson Financial Ltd

27,0006

B. MTF operators 9

As set out in 0R (Periodic fees for MTF operators).

A.1

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.2

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.3

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1). The deduction does not apply to any Solvency 2 fee (as defined in Part 1)7

A.4

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1). The deduction does not apply to any Solvency 2 fee (as defined in Part 1)7

A.5

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.6

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.7

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.9

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.10

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.12

Financial penalties received

1.4%6 of the fee payable by the firm for then activity group (see Part 1)

A.13

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.14

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.18

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

A.19

Financial penalties received

1.4%6 of the fee payable by the firm for the activity group (see Part 1)

Part 33

This table shows the modifications to fee tariffs that apply to incoming EEA firms and incoming Treaty firmswhich have established branches in the UK5.

Activity group

Percentage deducted from the tariff payable under Part 1 applicable to the firm

Minimum amount payable

A.1

80%

100

A.3

100%

nil

A.4

25%

100

A.7

5%

100

A.9

5%

100

A.10

10%

100

A.12

10%

100

A.13

10%

100

A.19

10%

100

B. MTF operators 9

Not applicable

Not applicable

The modifications to fee tariffs payable by an incoming EEA firm or an incoming Treaty firm which has established a branch in the UK 5apply only in relation to the relevant regulated activities of the firm which are passported activities or Treaty activities and which are carried on in the UK.

7Part 4

This table shows the calculation of the Solvency 2 fee for firms falling into fee block A.3 or A.4

(1)

The Solvency 2 fee forms part of the periodic fee payable under fee block A.3 and A.4 (the insurance fee blocks).

(2)

The Solvency 2 fee is only payable by a firm if:

(a)

it was in one or both of the insurance fee blocks at the start of the financial year 2008/9;

(b)

FEES 4.3.13 R (Firms Applying to Cancel or Vary Permission Before Start of Period) does not apply with respect to the fee block in (a); and

(c)

it has not notified the FSA before the start of the financial year 2008/9 that it intends to migrate out of the United Kingdom for regulatory purposes before the proposed Solvency II Directive is implemented.

(3)

The Solvency 2 fee is payable by the top ten firms in the list of firms that fall into (2). A firm's ranking in this list is measured by reference to the amount of the periodic fees payable by it under FEES 4.3 in respect of the financial year 2007/8with respect to the insurance fee blocks.

(4)

The fee for a particular insurance fee blockis calculated by multiplying the periodic fee payable by the firm with respect to that fee block (ignoring the Solvency 2 fee) by the percentage specified in Part 1.

(5)

The total Solvency 2 fee payable by a firm (taking into account amounts payable under both insurance fee blocks) is capped at 50,000.

(6)

For the purpose of (3) firms falling into (2) that are in the same group at the start of the financial year 2008/9 must be treated as a single firm, so that the total number of firms liable to pay the Solvency 2 fee may be greater than 20.8

(7)

Where (6) applies, the Solvency 2 fee payable by the firms in the group concerned for a particular insurance fee block is calculated by multiplying the total amount of the periodic fees payable by those firms with respect to that fee block (ignoring the Solvency 2 fee) by the percentage specified in Part 1. All those firms are liable jointly and severally to pay the Solvency 2 fee. No incoming EEA firm or incoming Treaty firm that has established a branch in the UK is liable to pay any such joint fee.

(8)

Where (7) applies, (5) is applied to the group as a whole so that the total joint Solvency 2 fee payable by the group is capped at 50,000.

(9)

The definition of a group is restricted for the purpose of calculating the Solvency 2 fee to parent undertakings and their subsidiary undertakings.

(10)

In calculating the fee to which the percentage in (4) or (7) is applied, no account is taken of any change in the fee that takes place after the Solvency 2 fee has been billed.

(11)

The Solvency 2 fee is not reduced under the table in FEES 4.2.6 R (Modifications for persons becoming subject to periodic fees during the course of a financial year). Instead the fee to which the percentage in (4) or (7) is applied takes account of any reduction under that table. The same applies for the reductions in Part 3 of this Annex (Modifications to fee tariffs that apply to incoming EEA firms and incoming Treaty firms).

Transaction charge

Number of transactions per annum

Fee per transaction

For the first 1,000

0p

1,001 - 1,000,000

1.91p4

1,000,001 - 4,000,000

1.70p4

4,000,001 - 8,000,000

1.49p4

8,000,001 - 13,000,000

1.28p4

13,000,001 - 20,000,000

1.06p4

>20,000,000

0.85p4

Firms using the Transaction Reporting System will be additionally invoiced for:

(a)

[deleted]2

(b)

[deleted]2

(c)

an annual enrolment fee of £2004 per registration held on 1 April each year for users of the FSA's 2Transaction Reporting System.

ICVC,

AUT,Section 264 of the Act

Section 270 of the Act

6704

1-2

3-6

7-15

16-50

>50

1

2.5

5

11

22

6703

1,6753

3,3503

7,3703

14,7403

Section 272 of the Act

2,7304

1-2

3-6

7-15

16-50

>50

1

2.5

5

11

22

2,7303

6,8253

13,6503

30,0303

60,0603

The Law Society of England & Wales

£50,9857

30 April 20097

£31,4556

1 September 20085

The Law Society of Scotland

£15,8906

1 July 20086

The Law Society of Northern Ireland

£14,2206

1 July 20086

The Institute of Actuaries

£10,1606

1 July 20086

The Institute of Chartered Accountants in England and Wales

£33,7206

1 July 20086

The Institute of Chartered Accountants of Scotland

£12,0306

1 July 20086

The Institute of Chartered Accountants in Ireland

£10,9406

1 July 20086

The Association of Chartered Certified Accountants

£19,6006

1 July 20086

The Council for Licensed Conveyancers

£11,7206

1 July 20086

Royal Institution of Chartered Surveyors

£15,0106

1 July 20086

1In this Annex:

- the term recognised body includes a body which was a recognised investment exchange or a recognised clearing house recognised under the Financial Services Act 1986 and which is a recognised body as a result of Regulation 9 of the Recognition Requirements Regulations; and

- the term recognition order includes a recognition order made by the FSA under section 37 or section 39 of the Financial Services Act 1986 or a recognition order made by the Treasury under section 40 of the Financial Services Act 1986.

Euroclear UK & Ireland Limited4

£244,5006

30 April 200964

£228,0005

1 September 20085

ICE Futures Europe Ltd4

£192,5006

30 April 200964

£208,0005

1 September 20085

LIFFE Administration and Management

£300,0006

30 April 200964

£325,5005

1 September 20085

LCH Clearnet Limited

£281,0006

30 April 200964

£276,5005

1 September 20085

The London Metal Exchange Limited

£184,5006

30 April 200964

£195,5005

1 September 20085

London Stock Exchange plc

£269,5006

30 April 200964

£190,0005

1 September 20085

SWX Europe Ltd4

£77,0006

30 April 200964

£84,5005

1 September 20085

EDX London Ltd

£48,0006

30 April 200964

£44,0005

1 September 20085

PLUS Markets Plc4

£77,0006

30 April 20096

5£79,000

1 September 2008

European Central Counterparty Limited4

£125,0006

30 April 20096

ICE Clear Europe Limited4

£125,0006

30 April 20096

Any other UKrecognised investment exchange recognised as such by a recognition order made in the period

£150,000

30 days after the date on which the recognition order is made

Any other UKrecognised clearing house recognised as such by a recognition order made in the period

£250,000

30 days after the date on which the recognition order is made

Cantor Financial Futures Exchange

£25,0005

1 July 20085

The Chicago Mercantile Exchange

£25,0005

1 July 20085

Chicago Board of Trade

£25,0005

1 July 20085

EUREX (Zurich)

£25,0005

1 July 20085

National Association of Securities and Dealers Automated Quotations (NASDAQ)

£25,0005

1 July 20085

NQLX LLC

£25,0005

1 July 20085

New York Mercantile Exchange Inc.

£25,0005

1 July 20085

The Swiss Stock Exchange

£25,0005

1 July 20085

Sydney Futures Exchange Limited

£25,0005

1 July 20085

US Futures Exchange LLC7

£25,0005

1 July 20085

5ICE Futures US Inc

£25,0005

1 July 2008

5RMX Risk Management Exchange AG

£25,000

1 July 2008

SIS x-clear AG

£25,0005

1 July 20085

3Eurex Clearing AG

£25,0005

1 July 20085

5ICE Clear US Inc

£25,0005

1 July 2008

5CME Clearing

£25,0005

1 July 2008

Any other overseas investment exchange recognised as such by a recognition order made in the period

3 5£25,0005

30 days after the date on which the recognition order is made

Any other overseas clearing house recognised as such by a recognition order made in the period

£25,0005

30 days after the date on which the recognition order is made

Annual fees for the period 1 April 2008 to 31 March 2009 3

Annual Issuer Fees - all listedissuers of shares, depositary receipts and securitised derivatives. This fee represents the total annual fee for a listedissuer - no additional annual fee is due under the disclosure rules and transparency rules.

(1) For all issuers of securitised derivatives, depositary receipts and global depositary receipts the fees payable are set out in Table 1.

(2) For all other issuers, fees to be determined according to market capitalisation are 3as set out in Table 2. The fee is calculated as follows:

(a) the relevant minimum fee; plus

(b) the cumulative total of the sums payable for each of the bands calculated by multiplying each relevant tranche of the firm's market capitalisation by the rate indicated for that tranche. Where issuers have more than one type of share in issue, the highest market capitalisation of all of its securities in issue is used.

(3) Notwithstanding (2), overseasissuers with a listing of equity securities which is not a primary listing will only pay 80% of the fee otherwise payable under (2).

Annual fees are charged in annual cycles beginning on 1 April of a year and ending on 31 March of the following year. For fees purposes issuers should take into account only equity ordinary shares, including those issued by suspended issuers.

Issuers of securitised derivatives

£3,4253

Issuers of depositary receipts and global depositary receipts

£4,1103

Minimum fee (£)

£3,4253

£ million of Market Capitalisation

Fee (£/£m or part £m of Market Capitalisation)

0 - 100

0

>100 - 250

15.066003

>250 - 1,000

6.026003

>1,000 - 5,000

2.005003

>5,000 - 25,000

0.037703

>25,000

0.010083

All non-listed issuers of shares, depositary receipts and securitised derivatives. Annual fees for listed issuers in respect of Disclosure Rules and Transparency Rules obligations are incorporated in the annual fee for listed issuers under the Listing Rules.

(1) For all non-listed issuers of securitised derivatives, depositary receipts and global depositary receipts the fees payable are set out in Table 1.

(2) For all other non-listed issuers, fees to be determined according to market capitalisation as set out in Table 2. The fee is calculated as follows:

(a)

the relevant minimum fee; plus

(b)

the cumulative total of the sums payable for each of the bands calculated by multiplying each relevant tranche of the firm's market capitalisation by the rate indicated for that tranche.

Fees from other fee schedules contained in other sections of the sourcebook may be applicable to a single submission.

Issuers of securitised derivatives

£2,7403

Issuers of depositary receipts and global depositary receipts

£3,2883

Minimum fee (£)

2,7403

£ million of Market Capitalisation

Fee (£/£m or part £m of Market Capitalisation)

0 - 100

0

>100 - 250

12.05283

>250 - 1,000

4.82083

>1,000 - 5,000

1.60403

>5,000 - 25,000

0.03023

>25,000

0.00813

Number of relevant contracts entered into by the firm during the relevant period

Fee amount

0 - 100

£0

101 - 1,000

£150

1,001 - 100,000

£700

100,001 - 1,000,000

£1,900

1,000,001 - 5,000,000

£4,800

5,000,001 - 20,000,000

£8,800

>20,000,000

£13,400

Fee amount for market operators

Market operators providing facilities for trading in securitised derivatives that do not identify those using an International Securities Identity Number.

£10,000

Barclays Bank Plc

2,600

BATS Trading Ltd

38,000

BGC Brokers L.P

2,600

Cantor Index Limited

5,600

CantorCO2e Limited

2,600

Chi-X Europe Limited

38,000

EuroMTS Limited

20,000

GFI Brokers Limited

2,600

GFI Securities Limited

2,600

ICAP Electronic Broking Limited

4,400

ICAP Energy Limited

2,600

ICAP Europe Limited

2,600

ICAP HydeTanker Derivatives Limited

2,600

ICAP Securities Limited

2,600

ICAP WCLK Limited

2,600

Liquidnet Europe Limited

20,000

MF Global UK Limited

2,300

My Treasury Limited

2,600

NASDAQ OMX Europe Limited

38,000

NYMEX

20,000

TFS-ICAP Limited

2,600

Tradeweb Europe Limited

9,200

Tradition (UK) Limited

2,600

Tradition Financial Services Limited

2,600

Tullett Prebon (Europe) Limited

2,600

Tullett Prebon (Securities) Limited

2,600

Turquoise Services Limited

38,000

Any other firm whose permission includes operating a multilateral trading facility, including:

(a) an EEA firm; or

(b) a firm that, during the course of the relevant financial year, receives permission for operating a multilateral trading facility or whose permission is extended to include this activity.

In the case of an EEA firm that:

(a) has not carried on the activity of operating a multilateral trading facility in the UK at any time in the calendar year ending 31 December 2008; and

(b) notifies the FSA of that fact by the end of March 2009;

the fee is zero.

Information required under (b) is to be treated as information required under FEES 4.4 (Information on which Fees are calculated)

In any other case: £2000

In the case of a firm that, during the course of the relevant financial year, receives permission for operating a multilateral trading facility or whose permission is extended to include this activity, within 30 days of receiving that permission or extension.

In any other case, 30 April 2009