SUP 11.8 Changes in the circumstances of existing controllers
A firm must notify the appropriate regulator9 immediately it becomes aware of any of the following matters in respect of one or more of its controllers:
9- (1)
if a controller, or any entity subject to his control, is or has been the subject of any legal action or investigation which might put into question the integrity of the controller;
- (2)
if there is a significant deterioration in the financial position of a controller;
- (3)
if a corporate controller undergoes a substantial change or series of changes in its governing body;
- (4)
if a controller, who is authorised in another EEA State as a3 MiFID investment firm2, CRD credit institution4 or UCITS management company3 or under the Insurance Directives or the Insurance Mediation Directive, ceases to be so authorised (registered in the case of3 an IMD insurance intermediary).1
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In assessing whether a matter should be notified to the appropriate regulator9 under SUP 11.8.1 R (1), SUP 11.8.1 R (2) or SUP 11.8.1 R (3), a firm should have regard to the guidance on satisfying the threshold conditions set out in paragraphs 2E and 3D of Schedule 6 to the Act9 contained in COND 2.5.
99In respect of SUP 11.8.1 R (3), the appropriate regulator9 considers that, in particular, the removal or replacement of a majority of the members of a governing body (in a single event or a series of connected events) is a substantial change and should be notified.
9If a matter has already been notified to the appropriate regulator9 (for example, as part of the firm's application for a Part 4A permission9), the firm need only inform the appropriate regulator9 of any significant developments.
99The level of a firm's awareness of its controller's circumstances will depend on its relationship with that controller. The appropriate regulator9 does not expect firms to implement systems or procedures so as to be certain of any changes in its controllers' circumstances. However, the appropriate regulator9 does expect firms to notify it of such matters if the firm becomes aware of them, and it expects firms to make enquiries of its controllers if it becomes aware that one of the events in SUP 11.8.1 R may occur or has occurred.
99The appropriate regulator9 may ask the firm for additional information following a notification under SUP 11.8.1 R in order to satisfy itself that the controller continues to be suitable (see SUP 2: Information gathering by the appropriate regulator9 on its own initiative).
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