1. (1)

   The notification rules in this chapter, which are made under section 293 of the Act (Notification requirements), apply to all UK recognised bodies.

2. (2)

   The rules relating to the form and method of notification in REC 3.2 also apply to overseas recognised bodies.

Where a recognised body is required to give any notice or information under any notification rule, it may do so (unless that rule expressly provides otherwise) orally or in writing, whichever is the more appropriate in the circumstances, but, where it gives notice or information orally, it must confirm that notice or information in writing promptly.

Unless otherwise stated in the notification rule, a written notification required from a recognised body under any notification rule must be:

1. (1)

   given to, or addressed for the attention of, the recognised body's usual supervisory contact at the FCA;1

   1
2. (2)

   delivered to the FCA1 by one of the methods in REC 3.2.3 R.

   1

The address for a written notification to the FCA1 is:

The Financial Conduct Authority1

12 Endeavour Square2

London, E20 1JN2

If a notification rule requires notification within a specified period:

1. (1)

   the recognised body must give the notification so as to be received by the FCA1 no later than the end of that period; and

   1
2. (2)

   if the end of that period falls on a day which is not a business day, the notification must be given so as to be received by the FCA1 no later than the first business day after the end of that period.

   1

1Where, in relation to a UK RIE a proposal has been made to appoint or elect a person as a member of the management body4, that UK RIE must at least 30 days before the date of the appointment or election give notice of that event, and give the information specified for the purposes of this rule in REC 3.4.4A R to the FCA.3

[Note: article 45(8)4 of MiFID]

1Where, in relation to a UK RIE a person has resigned as, or has ceased to be, a member of the management body4, that UK RIE must immediately give notice of that event, and give the information specified for the purposes of this rule in REC 3.4.4AR to the FCA4.

[Note: article 45(8)4 ofMiFID]

1The following information is specified for the purposes of REC 3.4.2A R:

1. (1)

   that person's name;

2. (2)

   their6 date of birth;

   4
3. (3)

   where applicable,4 a description of the responsibilities which they6 will have in the post to which they are6 to be appointed or elected5, including for a UK RIE which operates a RAP where the person has responsibilities both in the UK RIE and RAP, a description of the responsibilities he or she has they have in respect of each body6;

   4434
4. (4)

   where applicable, a description of the responsibilities in the post from which they6 resigned or otherwise ceased to act5, including for a UK RIE which operates a RAP where the person had responsibilities both in the UK RIE and the RAP, a description of the responsibilities they had in respect of each body6; and

   4
5. (5)

   the information necessary for the FCA to assess whether the UK RIE complies with REC 2.4.1UK, REC 2.4A.1UK and REC 2.4A.2UK in relation to the member of the management body’s appointment, election, resignation or otherwise ceasing to act.4

[Note: article 45(8)4 of MiFID]

Where the governing body of a UK recognised body delegates any of its functions (which relate to that UK recognised body'srelevant functions) to a standing committee, or appoints a standing committee to manage or oversee the carrying out of any of that UK recognised body'srelevant functions, that UK recognised body must immediately notify the FCA3 of that event and give the FCA3 the following information:

1. (1)

   the names of the members of that standing committee; and

2. (2)

   the terms of reference of that standing committee (including a description of any powers delegated to that committee and any conditions or limitations placed on the exercise of those powers).

Where:

1. (1)

   there is any change in the composition or the terms of reference of any standing committee referred to in REC 3.4.5 R; or

2. (2)

   any such committee is dissolved;

the UK recognised body must immediately notify the FCA3 of that event and give particulars of any change referred to in (1) to the FCA.3

Where any member of the management body2 of a UK recognised body:

1. (1)

   is the subject of any disciplinary action because of concerns about his or her2 alleged misconduct; or2

2. (2)

   resigns as a result of an investigation into his or her2 alleged misconduct; or

3. (3)

   is dismissed for misconduct;

that body must immediately give the FCA1 notice of that event, and give the information specified for the purposes of this rule in REC 3.5.2 R.

The following information is specified for the purposes of REC 3.5.1 R:

1. (1)

   the name of the member of the management body2 and his or her2 responsibilities within the UK recognised body;

2. (2)

   details of the acts or alleged acts of misconduct by that member of the management body2; and

3. (3)

   details of any disciplinary action which has been or is proposed to be taken by that body in relation to that member of the management body2.

Where a UK recognised body becomes aware that any of the following events has occurred in relation to a member of the management body2, it must immediately give the FCA1 notice of that event:

1. (1)

   a petition for bankruptcy is presented (or similar or analogous proceedings under the law of a jurisdiction outside the United Kingdom are commenced) against that member of the management body2; or

2. (2)

   a bankruptcy order (or a similar or analogous order under the law of a jurisdiction outside the United Kingdom) is made against him or her2; or

3. (3)

   he or she2 enters into a voluntary arrangement (or a similar or analogous arrangement under the law of a jurisdiction outside the United Kingdom) with his or her2 creditors.

Where a UK recognised body is to circulate any notice or other document proposing any amendment to its memorandum or articles of association (or other similar agreement or document relating to its constitution) to:

1. (1)

   its shareholders (or any group or class of them); or

2. (2)

   its members (or any group or class of them); or

3. (3)

   any other group or class of persons which has the power to make that amendment or whose consent or approval is required before it may be made;

that UK recognised body must give notice of that proposed amendment, and give the information specified for the purposes of this rule in REC 3.6.2 R to the FCA1, at the same time as that notice or document is circulated.

The following information is specified for the purposes of REC 3.6.1 R:

1. (1)

   the proposed amendments referred to in REC 3.6.1 R;

2. (2)

   the reasons for the proposal; and

3. (3)

   a description of the group or class of persons to whom the proposal is to be circulated.

Where a UK recognised body makes an amendment to its memorandum or articles of association (or other similar agreement or document relating to its constitution), that UK recognised body must immediately give the FCA1notice of that event, and give written particulars of that amendment and of the date on which it is to become or became effective.

Where any change is made to an agreement which relates to the constitution or governance of a UK recognised body:

1. (1)

   between that UK recognised body and another person; or

2. (2)

   between the owners of that UK recognised body; or

3. (3)

   between the owners of that UK recognised body and another person; or

4. (4)

   between other persons;

that UK recognised body must give the FCA1notice of that event as soon as it is aware of it, and give written particulars of that change and of the date on which it is to become or became effective.

Where the auditors of a UK recognised body cease to act as such, that UK recognised body must immediately give the FCA1notice of that event, and the following information:

1. (1)

   whether the appointment of those auditors expired or was terminated;

2. (2)

   the date on which they ceased to act; and

3. (3)

   if it terminated, or decided not to renew, their appointment, its reasons for taking that action or decision.

Where a UK recognised body appoints new auditors, that body must immediately give the FCA1notice of that event, and the following information:

1. (1)

   the name and business address of those new auditors; and

2. (2)

   the date of their appointment as auditors.

A UK recognised body must give the FCA1:

1. (1)

   a copy of its annual report and accounts; and

2. (2)

   a copy of the consolidated annual report and accounts:

   1. (a)

      of any group in which the UK recognised body is a subsidiary undertaking; or

   2. (b)

      (if the UK recognised body is not a subsidiary undertaking in any group) of any group of which the UK recognised body is a parent undertaking;

no later than the time specified for the purpose of this rule in REC 3.8.2 R.

The time specified for the purpose of REC 3.8.1 R is the latest of:

1. (1)

   four months after the end of the financial year to which the document which is to be given to the FCA1relates; or

   1
2. (2)

   the time when the documents described in REC 3.8.1 R (1) or REC 3.8.1 R (2)(b) are sent to the members or shareholders of the UK recognised body; or

3. (3)

   the time when the document described in REC 3.8.1 R (2)(a) are sent to the shareholders in a parent undertaking of the group to which that document relates.

Where an audit committee of a UK recognised body has prepared a report in relation to any period or any matter relating to any relevant function of that UK recognised body, the UK recognised body must immediately give the FCA1a copy of that report.

A UK recognised body must give the FCA1a copy of:

1. (1)

   its quarterly management accounts; or

2. (2)

   its monthly management accounts;

within one month of the end of the period to which they relate.

A UK recognised body must give the FCA1:

1. (1)

   a statement of its anticipated income, expenditure and cashflow for each financial year; and

2. (2)

   an estimated balance sheet showing its position as it is anticipated at the end of each financial year;

before the beginning of that financial year.

Where the accounting reference date of a UK recognised body is changed, that body must immediately give notice of that event to the FCA1and inform it of the new accounting reference date.

A UK recognised body must give the FCA1a summary of:

1. (1)

   any proposal to change the fees or charges levied on its members (or any group or class of them), at the same time as the proposal is communicated to those members; and

2. (2)

   any such change, no later than the date when it is published or notified to those members.

2If the proposed change is to introduce, amend or renew a scheme for rebating or waiving fees or charges, the summary referred to in REC 3.9.2R(1) must be given in the form specified in REC 3 Annex 1R.

Where a UK recognised body's complaints investigator has investigated a complaint arising in connection with the performance of, or failure to perform, any of its regulatory functions, and that complaints investigator has made a recommendation in respect of that complaint that the UK recognised body should:

1. (1)

   make a compensatory payment to any person; or

2. (2)

   remedy the matter which was the subject of that complaint;

the UK recognised body must immediately notify the FCA1of that event, and give the FCA1a copy of the complaints investigator's report and particulars of his recommendations as soon as that report or those recommendations are available to it.

On:

1. (1)

   the presentation of a petition for the winding up of a UK recognised body (or the commencement of any similar or analogous proceedings under the law of a jurisdiction outside the United Kingdom); or

2. (2)

   the appointment of a receiver, administrator, liquidator, trustee or sequestrator of assets of that body (or of any similar or analogous appointment under the laws of a jurisdiction outside the United Kingdom); or

3. (3)

   the making of a voluntary arrangement by that body with its creditors (or of any similar or analogous arrangement under the law of a jurisdiction outside the United Kingdom);

that body must immediately give the FCA1notice of that event.

If any civil or criminal legal proceedings are instituted against a UK recognised body, it must, unless REC 3.12.2 R applies, immediately give notice of that event and give the following information to the FCA:1

1. (1)

   in the case of civil proceedings, the name of the claimant, particulars of the claim, the amount of damages and any other remedy sought by the claimant, and particulars of any allegation that any act or omission of that body was in bad faith; and

2. (2)

   in the case of criminal proceedings, particulars of the offence with which that body is charged.

A UK recognised body is not required to give notice of civil legal proceedings or information about them to the FCA1under REC 3.12.1 R, where:

1. (1)

   the amount of damages claimed would not significantly affect that UK recognised body's financial resources, if the claim were successful;

2. (2)

   the claim would not have a significant adverse effect on the reputation and standing of that body, if that claim were successful; and

3. (3)

   the claim does not relate to that body's regulatory functions.

3This section applies to a UK RIE where it is outsourcing its operational functions other than in relation to systems allowing or enabling algorithmic trading.

Where a UK recognised body makes an offer or agrees to delegate any of its relevant functions to another person, it must immediately give the FCA2notice of that event, and:

1. (1)

   inform the FCA2of the reasons for that delegation or proposed delegation;

   2
2. (2)

   inform the FCA2of the reasons why it is satisfied that it will continue to meet the recognition requirements or (for a RAP) RAP recognition requirements54following that delegation;

   21
3. (3)

   where it makes such an offer by issuing a written invitation to tender to another body or person, give the FCA2a copy of that invitation to tender; and

   2
4. (4)

   where it makes such an agreement, give the FCA2a copy of that agreement.

   2

A UK recognised body must immediately give the FCA2notice, where it makes an offer or agrees to undertake any relevant function of another UK recognised body.

Where a UK RIE proposes to admit to trading (or to cease to admit to trading) by means of its facilities:

1. (1)

   a specified investment (other than a security or an option in relation to a security); or

2. (2)

   a type of security or a type of option in relation to a security;

it must give the FCA3notice of that event, and the information specified for the purposes of this rule in REC 3.14.6 R to the FCA3, at the same time as that proposal is first formally communicated to its members or shareholders (or any group or class of them).

1When a UK RIE removes a financial instrument from trading on a trading venue4, it must immediately give the FCA3notice of that event and relevant information including particulars of that financial instrument, any derivative that is also removed from trading that relates or is referenced to that financial instrument,4 and the reasons for the action taken.

[Note: articles 32(2) and 52(2), paragraph 14 of MiFID. REC 2.6.6UK(4)5 requires that the FCA be notified when a trading suspension for a financial instrument is lifted or a financial instrument is re-admitted to trading. MiFID ITS 2 specifies a format for communication by the operator to the FCA.4]

Where a UK recognised body proposes to provide (or to cease to provide) clearing facilitation services3 in respect of:

1. (1)

   a specified investment (other than a security or an option in relation to a security); or

2. (2)

   a type of security or a type of option in relation to a security;

it must give the FCA3notice of that event and the information specified for the purposes of this rule in REC 3.14.6 R, at the same time as that proposal is first formally communicated to its members or shareholders (or any group or class of them).

The following information is specified for the purposes of REC 3.14.2 R and REC 3.14.3 R:

1. (1)

   a description of the specified investment to which the proposal relates;

2. (2)

   where that specified investment is a derivative, the proposed terms of that derivative; and

3. (3)

   in the case of a UK RIE which is admitting that specified investment to trading, the name of any RCH which will provide clearing services in respect of that specified investment under an agreement with that UK RIE.

Where:

1. (1)

   a UK RIE proposes to amend the standard terms of any derivative admitted to trading by means of its facilities; or

2. (2)

   a UK RIE3 proposes to amend the standard terms relating to any derivative in respect of which it provides clearing facilitation services;3

   333

it must give the FCA3notice of that event, and written particulars of those proposed amendments, at the same time as that proposal is first formally communicated to its members or shareholders (or any group or class of them).

Where a UK recognised body proposes to make (or to cease to make) arrangements for the safeguarding and administration of assets belonging to any other person (other than an undertaking in the same group), that recognised body must give the FCA3notice of that event, and the information specified for the purposes of this rule in REC 3.14.9 R, at the same time as that proposal is first formally communicated to its members or shareholders (or any group or class of them).

The following information is specified for the purposes of REC 3.14.8 R:

1. (1)

   a description of the assets (or types of assets) to which the proposal relates; and

2. (2)

   the date or dates on which arrangements referred to in REC 3.14.8 R will be made (or cease to be made).

Where a UK recognised body proposes to change its normal hours of operation6 or (for RAPs) the timing, frequency or duration of its bidding windows,7 it must give the FCA3 notice of that proposal, and particulars of, and the reasons for, the actions proposed, at the same time as the proposal is first formally communicated to its members or shareholders, or any group or class of them.

Where a UK RIE proposes to operate a new regulated market or close an existing regulated market it must give the FCA3notice of that event and the information specified for the purposes of this rule in REC 3.14A.3 R, at the same time as that proposal is first formally communicated to its members or shareholders (or any group or class of them).

The following information is specified for the purposes of REC 3.14A.2 R:

1. (1)

   where the UK RIE proposes to operate a new regulated market:

   1. (a)

      a description of the regulated market; and

   2. (b)

      a description of the specified investments which will be admitted to trading on that regulated market.

2. (2)

   where the UK RIE proposes to close a regulated market, the name of that regulated market.

Where a UK RIE proposes to operate a new MTF or OTF4 or close an existing MTF or OTF4 it must give the FCA3notice of that event and the information specified for the purposes of this rule in REC 3.14A.5 R, at the same time as that proposal is first formally communicated to its members or shareholders (or any group or class of them).

The following information is specified for the purposes of REC 3.14A.4 R:

1. (1)

[Note:REC 2.16A.1(2) requires the FCA to be provided with a detailed description of the operation of an MTF or OTF. The description must be provided in the form set out in MiFID ITS 19.]4

1. (2)

   Where4 the UK RIE proposes to close a MTF or OTF4, the name of that MTF or OTF4.

Where, for any reason, an RIE halts trading in a financial instrument on a trading venue which is material in terms of liquidity in that financial instrument,4

it must immediately give the FCA3notice of that event, particulars of that financial instrument4, and the reasons for the action taken.

[Note: article 48(5) of MiFID and MiFID RTS 12]4

1When a UK RIE suspends trading on a trading venue4 in any financial instrument, it must immediately give the FCA3notice of that event and relevant information including particulars of that financial instrument and the reasons for the action taken.

[Note: articles 32(2) and 52(2), paragraph 14 of MiFID. REC 2.6.6UK(4)5 requires that the FCA be notified when a trading suspension for a financial instrument is lifted or a financial instrument is re-admitted to trading. MiFID ITS 2 specifies a format for communication by the operator to the FCA.]

Where a UK recognised body suspends providing clearing facilitation services generally in respect of any derivative (other than an option in relation to a security), type of security or type of option in relation to a security, it must immediately give the FCA notice of that event, particulars of that derivative, type of security or type of option in relation to a security, as the case may be, and the reasons for the action taken.3

Where a UK recognised body suspends any arrangements it makes for the safeguarding and administration of any type of asset belonging to any other person (other than an undertaking in the same group), that UK recognised body must immediately give the FCA3notice of that event, particulars of that type of asset and the reasons for the action taken.

Where, because of the occurrence of any event or circumstances, a UK recognised body is unable to operate any of its facilities within its normal hours of operation, it must immediately give the FCA3notice of that inability and inform the FCA:3

1. (1)

   which facility it is unable to operate;

2. (2)

   what event or circumstance has caused it to become unable to operate that facility within those hours; and

3. (3)

   what action, if any, it is taking or proposes to take to enable it to recommence operating that facility.

Where, because of the occurrence of any event or circumstances, a UK recognised body extends its hours of operation, it must immediately give the FCA3notice of that event, and inform the FCA3:

1. (1)

   what event or circumstance has caused it to do so;

2. (2)

   the new hours of operation; and

3. (3)

   the date on which it expects to revert to its normal hours of operation.

Where a RAP has to cancel an auction in the circumstances set out in regulation 11 of the UK auctioning regulations, it must immediately give the FCA notice of that cancellation.7

Where a UK recognised body changes any of its plans for action in the event of a failure of any of its information technology systems resulting in disruption to the operation of its facilities, it must immediately give the FCA1notice of that event, and a copy of the new plan.

Where any reserve information technology system of a UK recognised body fails in such a way that, if the main information technology system of that body were also to fail, it would be unable to operate any of its facilities during its normal hours of operation, that body must immediately give the FCA1notice of that event, and inform the FCA:1

1. (1)

   what action that UK recognised body is taking to restore the operation of the reserve information technology system; and

2. (2)

   when it is expected that the operation of that system will be restored.

Where, because of the occurrence of any event or circumstances, a UK recognised body is unable to discharge any regulatory function, it must immediately give the FCA1notice of its inability to discharge that function, and inform the FCA:1

1. (1)

   what event or circumstance has caused it to become unable to do so;

2. (2)

   which of its regulatory functions it is unable to discharge; and

3. (3)

   what action, if any, it is taking or proposes to take to deal with the situation and, in particular, to enable it to recommence discharging that regulatory function.

Where a UK recognised body admits a member who is not an authorised person of a type of which, immediately before that time, that UK recognised body had not admitted to membership, it must immediately give the FCA4notice of that event, and:

1. (1)

   a description of the type of person whom it is admitting to membership; and7

   2
2. (2)

   (in relation to a UK RIE ) 2particulars of its reasons for considering that, in admitting that type of person to membership, it is able to continue to satisfy the recognition requirement in paragraph 4(2)(a) of the Schedule to the Recognition Requirements Regulations which applies to it.7

   442
3. (3)

   (in relation to a RAP) particulars of its reasons for considering that, in admitting that type of person to membership, it is able to continue to satisfy the RAP recognition requirement in regulation 20 of the RAP regulations (Access to auctions) which applies to it.8

   72

Where a UK recognised body admits for the first time a member whose head or registered office is in a jurisdiction from which that UK recognised body has not previously admitted members, it must immediately give the FCA4notice of that event, and:

1. (1)

   the name of that jurisdiction;

2. (2)

   the name of any regulatory authority in that jurisdiction which regulates that member in respect of activities relating to specified investments or (for a RAP) relating to emissions auction products8; and

   7332
3. (3)

   particulars of its reasons for considering that, in admitting a member from that jurisdiction to membership, it is able to continue to satisfy the recognition requirements7or (for a RAP) the RAP recognition requirements8 which apply to it.

   2

Where a UK recognised body becomes aware that a person has been appointed by any regulatory body (other than the FCA2or a UK recognised body) to investigate:

1. (1)

   any business transacted by means of its facilities or1

   2
2. (2)

   any aspect of the clearing facilitation services2 which it provides;

   2

it must immediately give the FCA2notice of that event.

Where a UK recognised body has taken any disciplinary action against any member or any employee of a member, in respect of a breach of a rule relating to the carrying on by the UK recognised body of any of its regulatory functions, that body must immediately notify the FCA1of that event, and give:

1. (1)

   the name of the person concerned;

2. (2)

   details of the disciplinary action taken by the UK recognised body; and

3. (3)

   the UK recognised body's reasons for taking that disciplinary action.

Where an appeal is lodged against any disciplinary action referred to in REC 3.20.1 R, the UK recognised body must immediately give the FCA1notice of that event, and:

1. (1)

   the name of the appellant and the grounds on which the appeal is based, immediately; and

2. (2)

   the outcome of the appeal, when known.

Where a UK recognised body has evidence tending to suggest that any person has:

1. (1)

   been carrying on any regulated activity in the United Kingdom in contravention of the general prohibition; or

2. (2)

   been engaged in market abuse; or

3. (3)

   committed a criminal offence under the Act or subordinate legislation made under the Act; or

4. (4)

   committed a criminal offence under Part V of the Criminal Justice Act 1993 (Insider dealing); or

5. (5)

   committed a criminal offence under the Money Laundering Regulations;

it must immediately give the FCA1notice of that event, and full details of that evidence in writing.

[Note: article 31(2)2, first sentence (part) and article 54(2)2, first sentence (part) of MiFID. The rest of article 31(2)2, first sentence (in so far as it relates to market operators operating an MTF or OTF2) and article 54(2)2, first sentence of MiFID is implemented by REC 3.25.1 R]

Where a UK RIE decides to:

1. (1)

   restrict the open position on any of the contracts of a member; or

2. (2)

   issue instructions to a member to close out its positions on any contracts;

that UK RIE must immediately give the FCA2notice of that event, and the member's name, the nature and size of any position to be restricted or closed out and the reasons for the UK RIE's decision.

Where a UK RIE2 decides to put a member into default, it must immediately give notice of that event, and give the following information to the FCA2, at the same time as that decision is communicated to that member or to any other member (or group or class of them) of that body:

1. (1)

   the name of the member and (where relevant) the class of membership;

2. (2)

   the reasons for that decision; and

3. (3)

   the names of any other exchange,1clearing house or auction platform 1on which, to the best of that UK RIE's2 knowledge, that member clears business or transacts for, or in respect of, its clients.2

   2

1When a UK RIE becomes aware of a transfer of ownership of the UK RIE which gives rise to a change in the persons who are in a position to exercise significant influence over the management of the UK RIE or (in the case of a UK RIE that is also a RAP) over the management of the RAP6, whether directly or indirectly, it must immediately notify the FCA3of that event, and:

1. (1)

   give the name of the person(s) concerned; and

2. (2)

   give details of the transfer.

[Note: article 46(2)(b)4 of MiFID]

1A UK RIE5 and a RAP6 must immediately notify the FCA3of:

1. (1)

   significant breaches of its rules; or

2. (2)

   disorderly trading conditions on any of its marketsor auctions; or4

   2
3. (3)

   4conduct that may indicate behaviour prohibited under the Market Abuse Regulation; or

4. (4)

   4system disruptions in relation to a financial instrument.

[Note:article 31(2)4, first sentence (part) andarticle 54(2)4, first sentence (part) of MiFID. The rest of article 31(2)4, first sentence (in so far as it relates to market operators operating an MTF or OTF4) and article 54(2)4, first sentence of MiFID is implemented by REC 3.21.1 R (2)]

1The duty in section 300B(1) of the Act does not apply to any of the following:

1. (1)

   any regulatory provision which is required under 6any enactment or rule of law in the United Kingdom; or

   22
2. (2)
   1. (a)

      the specification of the standard terms of any derivative which a UK RIE proposes to admission to trading, or the amendment of the standard terms of any derivative already admitted to trading; or

   2. (b)

      the specification or any amendment of standard terms relating to the provision of clearing facilitation services4for any derivative; or

      4
   3. (c)

      the specification or any amendment of operating procedures which are reasonably consequential on any regulatory provision falling within (a) or (b); or

3. (3)

   any regulatory provision which is expressed to have effect for no longer than three months which is made by a UK recognised body in response to an emergency event (including, without limitation, a war, terrorist attack or labour strike); or

4. (4)

   any regulatory provision which does not impose a requirement (including any obligation or burden) on persons affected (directly or indirectly) by it; or

5. (5)

   any other regulatory provision which has not been excluded under (1), (2), (3) or (4) other than any such provision which (taken together with any other regulatory provision not otherwise the subject of a notice under section 300B(1) of the Act):

   1. (a)

      materially increases disclosure, reporting or corporate governance requirements imposed on any person (whether directly or indirectly); or

   2. (b)

      imposes a material limitation affecting any person (whether directly or indirectly including, without limitation, through an amendment to fees or charges) on the type or nature of financial instruments which may be listed or the subject of admission to trading on the facilities operated by the UK RIE proposing to make the regulatory provision; or

   3. (c)

      materially limits access to, or use by, any person (whether directly or indirectly including, without limitation, through an amendment to fees or charges) of the facilities operated by the UK recognised body proposing to make the regulatory provision;5 or

   4. (d)

      materially limits or restricts the ability of any person to supply services (including, without limitation, trading, clearing, settlement or information services) to persons who are users of the facilities operated by the UK RIE proposing to make the regulatory provision (whether directly or indirectly, including by the imposition of an obligation or burden on the supplier or on a user of the UK RIE); or5

      5
   5. (e)

      materially adds to the circumstances in which any person (whether directly or indirectly) may be liable to penalties or other sanctions or have liability in damages.5

1A notice under section 300B(1) of the Act of a proposal to make a regulatory provision must be in writing and state expressly that it is a notice for the purpose of that section. To be effective, a notice must:

1. (1)

   1contain full particulars of the proposal to make a regulatory provision which is the subject of that notice; and

2. (2)

   1either be accompanied by sufficient supporting information to enable the FCA4to assess the purpose and effect of the proposed regulatory provision or refer to such information in circumstances where such information has already been provided to the FCA.4

   44

1A UK RIE3must provide such additional information in connection with a notice under section 300B(1) of the Act as the FCA4may reasonably require.

1 Annex 1 – Incentive Schemes (REC 3.9.3R)

Rec_03_ann_01_20170901