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SUP 17.1 Application

Who?

SUP 17.1.1 R RP

1This chapter applies to:

  1. (1)

    a MiFID investment firm;

  2. (2)

    a third country investment firm; and to

  3. (3)

    a person who is the operator of an approved reporting mechanism or of a regulated market or MTF that is used by a firm to report transactions to the FSA; and

  4. (4)

    a firm acting in its capacity as a manager or operator of:

    1. (a)

      a collective investment undertaking; or

    2. (b)

      a pension scheme; or

    3. (c)

      an occupational pension scheme; or

    4. (d)

      a personal pension scheme; or

    5. (e)

      a stakeholder pension scheme.

SUP 17.1.2 G RP

1Article 32(7) of MiFID requires the FSA to apply the transaction reporting requirements in Article 25 to the UKbranches of EEA investment firms and branches of credit institutions in respect of reportable transactions arising in the course of services provided in the UK.

SUP 17.1.3 G RP

1Article 32(7) of MiFID provides that the branch of a UK firm operating from an establishment in another EEA state must satisfy the transaction reporting requirements of the competent authority in that other Member State in respect of reportable transactions arising in the course of services provided in that other Member State.

SUP 17.1.3A G RP

2In line with guidance from CESR, the FSA acknowledges that, from a practical point of view, it would be burdensome for branches of investment firms to be obliged to report their transactions to two competent authorities. Therefore, all transactions executed by branches may be reported to the competent authority of the Host State, if the investment firm elects to do so. In these cases transaction reports should follow the rules of the competent authority to which the report is made. However, where an investment firm chooses to report to two competent authorities, this choice will not be challenged by the FSA.

What?

SUP 17.1.4 R RP

1A firm which executes a transaction:

  1. (1)

    in any financial instrument admitted to trading on a regulated market or a prescribed market (whether or not the transaction was carried out on such a market); or

  2. (2)

    in any OTC derivative the value of which is derived from, or which is otherwise dependent upon, an equity or debt-related financial instrument which is admitted to trading on a regulated market or on a prescribed market;

must report the details of the transaction to the FSA.

[Note: article 25(3) of MiFID].

Where?

SUP 17.1.5 R RP

1 2This chapter applies in respect of transactions which are to be reported to the FSA.2

Status of EU provisions as rules in certain instances

SUP 17.1.6 R RP

1In this chapter, paragraphs marked "EU", including SUP 17 Annex 1 EU, shall apply to a firm as if those provisions were rules to the extent that it executes a transaction in a financial instrument which is specified by SUP 17.1.4 R. but which is beyond the scope of article 25(3) of MiFID.

Guidance on the reporting of certain transactions

SUP 17.1.7 G RP
  1. (1)

    1The movement, reallocation or transfer of financial instruments within the accounts of one legal entity will be reportable where the movement, reallocation or transfer is as a result of an agreement to transfer rights in a financial instrument to which this chapter applies between clients of the firm or between the firm (or a member of its group) and a client, and where the movement, reallocation or transfer involves a transaction within the meaning of Article 5 of the MiFID Regulation.

  2. (2)

    For a rolling spread bet, only the initial opening of the betting contract and the final closure of the contract need to be reported. Openings and closings for technical purposes such as daily roll-over, which are intended to maintain a particular spread bet position, need not be reported. Final closings of a portion of a bet should be reported as required by SUP 17.2.7 R.

SUP 17.2 1Making transaction reports

Transaction reports made through third party agents

SUP 17.2.1 R RP

1A firm may rely on a third party acting on the firm's behalf to make a transaction report to the FSA.

[Note: article 25(5) of MiFID]

SUP 17.2.2 G RP

1The FSA will treat a firm as acting in accordance with SUP 17.2.1 R in circumstances where the firm enters into a transaction with another person in the course of providing a service of portfolio management on behalf of one or more clients, provided it:

  1. (1)

    enters into the transaction in the exercise of a discretion conferred on it by an investment mandate or does so having specifically recommended the transaction to its client;

  2. (2)

    has reasonable grounds to be satisfied that the other person will, in respect of the transaction, make a transaction report to the FSA (or to another competent authority) which, as to content, will include all such information as would have been contained in a transaction report by the firm (other than as to the identity of the firm'sclient).

2 Approved reporting mechanisms2 , regulated markets or MTFs

SUP 17.2.3 R RP

1A firm is relieved of its obligation to make a transaction2report2 if the transaction is instead reported directly to the FSA by an approved reporting mechanism2, or by a regulated market or MTF through whose systems the transaction was completed.

[Note: article 25(5) of MiFID]

2
SUP 17.2.3A G RP

2The regulated markets and MTFs that report transactions undertaken on their systems to the FSA are listed on the FSA's website at: www.fsa.gov.uk/Pages/Doing/Regulated/Returns/mtr/liffe_feed/index.shtml.

Verifying that transaction reports will be made

SUP 17.2.4 G RP

1The FSA will expect a firm which seeks to rely upon the waiver in SUP 17.2.3 R to take reasonable steps to verify that transaction reports will be made in accordance with the standards laid down in this chapter and in particular should ascertain and remain satisfied that:

  1. (1)

    the provider of the transaction reporting facility maintains an automated reporting system which the firm is able to access through the efficient inputting of transactions into the system;

  2. (2)

    the terms of the agreement between itself and the relevant trade matching or reporting system, regulated market or MTF, make appropriate provision obliging the provider of the transaction reporting service to make transaction reports on its behalf;

  3. (3)

    the arrangements provide for confirmation in each case that a transaction report has been made on its behalf.

Compliance by2approved reporting mechanisms2 or MTFs with the provisions of this Chapter

SUP 17.2.5 R RP
  1. (1)

    21The operator of , an approved reporting mechanism2, or the operator of an MTF or a market operator through whose systems a reportable transaction is to be completed and which has, pursuant to SUP 17.2.3 R, agreed to make transactionreports2 to the FSA on behalf of a firm, must:

    2
    1. (a)

      make reports to the FSA in respect of each to which the agreement relates;2

    2. (b)

      ensure such reports 2contain the reporting fields specified in SUP 17 Annex 1, where applicable; and2

    3. (c)

      ensure that, once received from the reporting firm, such reports are submitted to the FSA within the time limit for making reports.2

  2. (2)

    The obligations of the operator under this rule do not affect the liability of the reporting firm for ensuring the accuracy of the information contained in the transaction report that it submits to the operator.2

    2
SUP 17.2.6 G RP
  1. (1)

    1A transaction report should distinguish each individual transaction, using the firm's identifying code.

  2. (2)

    Reporting obligations under this chapter do not affect any obligation to report transactions under the rules of any market, trading system, matching or reporting system or exchange, whether or not that market, system or exchange is a regulated market.

Time period for making reports

SUP 17.2.7 R RP

1A firm must report the required details of the transaction to the FSA as quickly as possible and by not later than the close of the working day following the day upon which that transaction took place.

[Note: article 25(3) of MiFID]

SUP 17.3 1Reporting channels

SUP 17.3.1 EU RP

1The reports of transactions in financial instrument shall be made in an electronic form except under exceptional circumstances, when they may be made in a medium which allows for the storing of the information in a way accessible for future reference by the competent authorities other than an electronic form, and the methods by which those reports are made shall satisfy the following conditions:

(a)

they ensure the safety and confidentiality of the data reported;

(b)

they incorporate mechanisms for identifying and correcting errors in a transaction report;

(c)

they incorporate mechanisms for authenticating the source of the transaction report;

(d)

they include appropriate precautionary measures to enable the timely resumption of reporting in the case of system failure;

(e)

they are capable of reporting the information required under Article 13 of the MiFID Regulation in the format specified in SUP 17 Annex 1 EU required by the FSA and in accordance with this paragraph, within the time-limits set out in SUP 17.2.7 R.

[Note: article 12(1) of the MiFID Regulation]

Methods of a firm reporting transactions either directly or through a third party acting on its behalf

SUP 17.3.2 G

[deleted]2

1 2

Approval and monitoring of trade matching and reporting systems

SUP 17.3.3 EU RP

1A trade matching or reporting system shall be approved by the FSA for the purposes of Article 25(5) of MiFID if the arrangements for reporting transactions established by that system comply with SUP 17.3.1EU and are subject to monitoring by a competent authority in respect of their continuing compliance.

[Note: article 12(2) of the MiFID Regulation]
SUP 17.3.4 G RP

1The approved reporting mechanisms2 are listed on the FSA's website at:http://www.fsa.gov.uk/pages/Doing/Regulated/Returns/mtr/arms/index.shtml.2

[Note: These systems will be listed following the approval of a trade matching or reporting system].

2 2
SUP 17.3.5 G RP

1 Section 412A of the Act contains provisions which are concerned with the manner in which the FSA will carry out its approval and monitoring of trade matching or reporting systems.

Receipt of transaction reports by the FSA

SUP 17.3.6 G RP

1A report is made to the FSA when it is received by the FSA. The delivery of a report by a MiFID investment firm to a reporting person, channel or system by the close of the working day following the day of the transaction does not amount to the making of a report to the FSA.

SUP 17.4 1Information in transaction reports

Information to appear in transaction reports

SUP 17.4.1 EU RP

Reports of transactions made in accordance with Articles 25 (3) and (5) of MiFID shall contain the information specified in SUP 17 Annex 1 EU which is relevant to the type of financial instrument in question and which the FSA declares is not already in its possession or is not available to it by other means.

[Note: article 13(1) of the MiFID Regulation.]
SUP 17.4.2 R RP
1

The reports referred to in SUP 17.4.1 EU shall, in particular include details of the names and the numbers of the instruments bought or sold, the quantity, the dates and times of execution and the transaction prices and means of identifying the firms concerned.

[Note: article 25(4) of MiFID]

Data retention

SUP 17.4.3 R RP
1

1A firm must keep at the disposal of the FSA, for at least five years, the relevant data relating to all transactions in financial instruments which it has carried out, whether on own account or on behalf of a client. In the case of transactions carried out on behalf of clients, the records shall contain all the information and details of the identity of the client, and the information required under the money laundering directive.

[Note: article 25(2) of MiFID]

Maintenance of information by firm

SUP 17.4.4 G RP
1

1The requirement to keep information at the disposal of the FSA means that a firm should maintain that information in such a form that it can readily be gathered and transmitted to the FSA upon request. Where more than one firm has given effect to a transaction, each firm should be considered to have carried out the transaction for the purposes of SUP 17.4.3 R and should keep the records, even where only one firm makes a transaction report as contemplated in this Chapter.

SUP 17 Annex 1 1Minimum content of a transaction report

List of fields for reporting purposes2

[Note: This table includes information required under MiFID Article 25(4) and contains additional FSA requirements permitted under Articles 13(3) and (4) of the MiFID Regulation]2

Where appropriate, firms should complete these fields in the formats described, or these formats must be contained in the fields that their approved reporting mechanism will use when sending a transaction report to the FSA on behalf of a firm.2

2Field Identifier

Description

EU

1. Reporting Firm Identification

A unique code to identify the firm which executed the transaction.

2G

This code should be the FSA reference number of the firm or the Swift Bank Identifier Code (BIC).

2EU

2. Trading Day

The trading day on which the transaction was executed.

2EU

3. Trading Time

The time at which the transaction was executed, reported in London local time.

2G

The time should be specified in hours, minutes and seconds (hhmmss). Where it is not possible to input seconds, '00' may be entered in this field.

2EU

4. Buy/Sell Indicator

Identifies whether the transaction was a buy or sell from the perspective of the reporting MiFID investment firm.

2EU

5. Trading Capacity

Identifies whether the firm executed the transaction

-

on its own account (either on its own behalf or on behalf of a client) (that is as principal);

-

for the account and on behalf of a client (that is as agent);

-

in an agency cross capacity (that is where the firm has acted as agent for both the selling and the buying counterparties) where the firm has chosen to submit a single report to the FSA representing both of these transactions;

2G

Where a firm has executed a transaction in an agency cross capacity, it may submit two reports rather than a single report, in which case this field should indicate that the firm is acting on behalf of a client.

2EU

-

in a principal cross capacity (that is where the firm has acted simultaneously for two counterparties as principal in a single product at the same price and quantity) where the firm has chosen to submit a single report to the FSA representing both of these transactions.

2G

Where a firm has executed a transaction in a principal cross capacity, and prefers to submit two reports rather than a single report, this field should indicate that the firm is acting on its own account.

2EU

6. Instrument Identification

This shall consist of:

-

a unique code, decided by the FSA, identifying the financial instrument which is the subject of the transaction;

2G

The unique code should be an ISO 6166 ISIN. This code must always be used for, but is not limited to, reporting transactions in warrants.

2EU

-

or, if the financial instrument in question does not have a unique identification code, the report must include the name of the instrument or, in the case of a derivative contract; the characteristics of the derivative.

2G

The FSA considers that where the financial instrument in question (which includes derivatives) is admitted to trading on a market where the ISO 6166 ISIN is not the industry method of identification, it will be sufficient to insert in this field the code assigned to the instrument by that market.

2EU

-

or, in the case of an OTC derivative, the characteristics of the OTC derivative.

2G

Where an OTC derivative is the subject of the transaction a full description of the OTC derivative should be provided.

2EU

7. Instrument code type

The code type used to report the instrument.

2G

Where the subject of the transaction is a financial instrumentadmitted to trading on a market this field should indicate whether that financial instrument has been identified using an ISO 6166 ISIN or, where the ISIN is not the industry method of identification for that market, a code assigned to that financial instrument by that market.

2EU

8. Underlying Instrument Identification

The instrument identification applicable to the security that is the underlying asset in a derivative contract as well as the transferable security included within article 4(1)(18(c)) of MiFID.

2G

This field is only mandatory when the transaction involves an OTC derivative and the underlying is a single equity or single debt financial instrumentadmitted to trading on a regulated market or prescribed market.

2EU

9. Underlying instrument identification code type

The code type used to report the underlying instrument.

2G

Firms do not need to complete this field since the FSA already has access to this information.

2EU

10. Instrument Type

The harmonised classification of the financial instrument that is the subject of the transaction.

2G

This field is only mandatory when the transaction involves an OTC derivative or a financial instrumentadmitted to trading on a market where the ISIN is not the industry method of identification. This field must be used to indicate the instrument type of the underlying financial instrument, e.g. equity, bond, index, or other.

2EU

11. Maturity Date

The maturity date of a bond or other form of securitized debt, or the exercise date / maturity date of a derivative contract.

2G

This field is only mandatory when the transaction involves an OTC derivative or a financial instrumentadmitted to trading on a market where the ISIN is not the industry method of identification.

2EU

12. Derivative Type

The harmonised description of the derivative type.

2G

This field is only mandatory when the transaction involves an OTC derivative or a financial instrumentadmitted to trading on a market where the ISIN is not the industry method of identification, and must indicate the derivative type, e.g. option, future, contract for difference, warrant, spreadbet, credit default swap or other swap.

2EU

13. Put/Call

Specification whether an option or any other financial instrument is a put or call.

2G

This field is only mandatory when (i) the transaction involves an OTC derivative or a financial instrumentadmitted to trading on a market where the ISIN is not the industry method of identification; and (ii) the derivative type is option or warrant.

2EU

14. Strike Price

The strike price of an option or other financial instrument.

2G

This field is only mandatory when (i) the transaction involves an OTC derivative or a financial instrumentadmitted to trading on a market where the ISIN is not the industry method of identification; and (ii) the derivative type is option or warrant.

2EU

15. Price Multiplier

The number of units of the financial instrument in question which are contained in a trading lot; for example, the number of derivatives or securities represented by one contract.

2G

This field is only mandatory where the transaction involves an OTC derivative.

2EU

16. Unit Price

The price per security or derivative contract excluding commission and (where relevant) accrued interest. In the case of a debt instrument, the price may be expressed either in terms of currency or as a percentage.

2EU

17. Price Notation

The currency in which the price is expressed. If, in the case of a bond or other form of securitized debt, the price is expressed as a percentage, that percentage shall be included.

2G

The ISO 4217 currency code must be used. The major currency must be used (e.g. pounds rather than pence). If the price is expressed as a percentage of nominal value then the ISO 4217 currency code of the nominal value must be used.

2EU

18. Quantity

The number of units of the financial instruments, the nominal value of bonds, or the number of derivative contracts included in the transaction.

2EU

19. Quantity notation

An indication as to whether the quantity is the number of units of financial instruments, the nominal value of bonds, or the number of derivative contracts.

2G

Firms do not need to complete this field since the FSA already has access to this information.

2EU

20. Counterparty

Identification of the counterparty to the transaction. That identification shall consist of:

-

where the counterparty is a MiFID investment firm, a unique code for that firm, to be determined by the FSA; or

-

where the counterparty is a regulated market or MTF or an entity acting as its central counterparty, the unique harmonised identification code for that market, MTF or entity acting as central counterparty, as specified in the list published by the competent authority of the home Member State of that entity in accordance with Article 13(2).

2G

The FSA has determined that where an FSA reference number or a Swift Bank Identification Code (BIC) exists for the counterparty, one of these codes must be used, or in the case that a counterparty has neither an FSA reference number or a BIC, a unique internal code allocated by the reporting firm must be used and that unique internal code must be used consistently across all instrument types and platforms for that counterparty.

2EU

21. Venue Identification

Identification of the venue where the transaction was executed. That identification shall consist in:

-

where the venue is a trading venue: its unique harmonised identification code,

2G

Where the venue is a regulated market, prescribed market or an MTF (or, where appropriate, an equivalent venue outside the EEA), the four character Swift Market Identifier Code ISO 10383 must be used. However, where the venue has been identified as a systematic internaliser, a Swift Bank Identification Code (BIC) should be used.

2EU

-

where the transaction is made off market or the subject of the transaction is an OTC derivative this should be made clear.

2EU

22. Transaction Reference Number

A unique identification number for the transaction provided by the MiFID investment firm or a third party reporting on its behalf

2EU

23. Cancellation Flag

An indication as to whether the transaction was cancelled.

2EU

24. Customer/Client Identification

This field contains the identification of the client or customer on whose behalf the reporting firm was acting.

2G

For agency transactions a customer/client identifier is required to identify the client on whose behalf the transaction has been conducted. Where an FSA reference number or a Swift Bank Identification Code (BIC) exists, one of these codes must be used or, in the case that a customer/client has neither an FSA reference number or a BIC, a unique internal code allocated by the reporting firm must be used and that unique internal code must be used consistently across all instrument types and platforms for that counterparty.

2EU

25. Any other fields

Any other mandatory fields required by the reporting system.