SUP 14.2 Changes to branch details

Where an incoming EEA firm is exercising an EEA right, other than under the Insurance Mediation Directive, and has established a branch in the United Kingdom, the EEA Passport Rights Regulations govern any changes to the details of that branch. Where an incoming EEA firm has complied with the relevant requirements in the EEA Passport Rights Regulations, then the firm's permission given under Schedule 3 to the Act is to be treated as varied accordingly. All references to regulations in SUP 14 are to the EEA Passport Rights Regulations.42

1. (1)

   Where an incoming EEA firm passporting under the Banking Consolidation Directive or the UCITS Directive has established a branch in the United Kingdom, regulation 4 states that it must not make a change in the requisite details of the branch unless it has complied with the relevant requirements.

   5655
2. (2)

   The relevant requirements are set out in regulation 4(4) or, where the change arises from circumstances beyond the incoming EEA firm's control, in regulation 4(5) (see SUP 14.2.8 G).32

Where the change arises from circumstances within the control of the incoming EEA firm, the requirements in regulation 4(4) are that:

1. (1)

   the incoming EEA firm has given notice to the FSA (see SUP 14.4.1 G) and to its Home State regulator stating the details of the proposed change;

2. (2)

   the FSA has received a notice stating those details; and

3. (3)

   either:

   1. (a)

      the FSA has informed the firm that it may make the change; or

   2. (b)

      the period of one month beginning with the date on which the incoming EEA firm gave the FSA the notice mentioned in (1) has elapsed.

Changes to the requisite details may lead to changes to the applicable provisions to which the incoming EEA firm is subject. The FSA will, as soon as practicable after receiving a notice in SUP 14.2.3 G or SUP 14.2.8 G, inform the incoming EEA firm of any consequential changes in the applicable provisions (regulation 4(6)).1

1. (1)

   Where an incoming EEA firm, passporting under the Insurance Directives has established a branch in the United Kingdom, regulation 6 states that it must not make a change to the information referred to in regulation 2(5)(a) to (c) unless it has complied with the relevant requirements.

   5
2. (2)

   The relevant requirements are set out in regulation 6(4) or, where the change arises from circumstances beyond the incoming EEA firm's control, regulation 6(5) (see SUP 14.2.8 G). 1

Where the change arises from circumstances within the control of the incoming EEA firm, the relevant requirements in regulation 6(4) are that:

1. (1)

   the incoming EEA firm has given a notice to the FSA (see SUP 14.4.1 G) and to its Home State regulator stating the details of the proposed change;

2. (2)

   the FSA has received from the Home State regulator a notice stating that it has approved the proposed change;

3. (3)

   the period of at least one month beginning with the day on which the incoming EEA firm gave the FSA the notice in (1) has elapsed; and

4. (4)

   either:

   1. (a)

      a further period of one month has elapsed; or

   2. (b)

      the FSA has informed the Home State regulator of any consequential changes in the applicable provisions.

Under regulation 6(6) the FSA is required, as soon as practicable, to:

1. (1)

   acknowledge receipt of the documents sent under regulation 6(4) or 6(5); and

2. (2)

   in the case of a notice under regulation 6(5), inform the incoming EEA firm's Home State regulator of any consequential changes in the applicable provisions.

If the change arises from circumstances beyond the incoming EEA firm's control, the firm is required by regulation 4(5) (see SUP 14.2.2 G) or regulation 6(5) (see SUP 14.2.5 G (2)) to give a notice to the FSA (see SUP 14.4.1 G) and to its Home State regulator stating the details of the change as soon as reasonably practicable.

The FSA believes that for a change to arise from circumstances beyond the control of an incoming EEA firm, the circumstances should be outside the control of the firm as a whole and not just its UK branch. For example, the FSA considers that this provision would be unlikely to apply to circumstances in which lack of planning at the incoming EEA firm's head office resulted in a problem arising in a UK branch which was outside its control. In practice, therefore, use of this provision is likely to be rare.

6Where an EEA MiFID investment firm has established a branch in the UK, regulation 4A states that it must not:7

1. (1)

   make a change in the requisite details of the branch; or7

2. (2)

   use, for the first time, any tied agent established in the United Kingdom; or7

3. (3)

   cease to use tied agents established in the United Kingdom;7

unless it has complied with the relevant requirements in regulation 4A(3).7

6The relevant requirements in regulation 4A(3) are that:

1. (1)

   the EEA MiFID investment firm has given notice to its Home State regulator stating the details of the proposed change; and

2. (2)

   the period of one month beginning with the date on which the EEA MiFID investment firm gave the notice mentioned in (1) has elapsed.

6Changes to the requisite details may lead to changes to the applicable provisions to which the EEA MiFID investment firm is subject. The FSA will, as soon as practicable after receiving a notice in SUP 14.2.11 G inform the EEA MiFID investment firm of any consequential changes in the applicable provisions.

7SUP 14.2.10 G does not apply to a change occasioned by circumstances beyond the incoming EEA firm's control.