Related provisions for PERG 6.5.2
381 - 400 of 668 items.
The purpose of this section is to give directions to the electronic money issuers referred to in SUP 16.1.1B D under regulation 49 (Reporting requirements) of the Electronic Money Regulations in relation to:(1) the information in respect of their issuance of electronic money and provision of payment services and their compliance with requirements imposed by or under Parts 2 to 5 of the Electronic Money Regulations that they must provide to the FSA; and (2) the time at which and
An electronic money issuer that is not a credit institution must submit to the FSA:(1) the duly completed return applicable to it as set out in column (2) of the table in SUP 16.15.8 D; and(2) the return referred to in (1):(a) in the format specified as applicable in column (3) of the table in SUP 16.15.8 D; (b) at the frequency and in respect of the periods specified in column (4) of that table;(c) by the due date specified in column (5) of that table; and (d) by electronic means
Section 21 precludes the promotion by unauthorised persons of unregulated collective investment schemes unless the financial promotion is approved by an authorised person or is exempt. Section 238 then precludes the promotion of an unregulated collective investment scheme by authorised persons except where:(1) there is an exemption in an order made by the Treasury under section 238(6); or(2) the financial promotion is permitted under rules made by the FSA under section 238(5)
The FSA has made rules under section 238(5) which allow authorisedfirms to communicate or approve a financial promotion for an unregulated collective investment scheme in certain specified circumstances. These circumstances are set out in COBS 4.12.1 R.2 To date, the Treasury has not made an order exempting single property schemes under section 239.2
Situations where this exclusion might apply, in the FSA's view, are set out below:(1) Advice by solicitors: the provision of legal services may involve a solicitor advising his client on the legal effects and consequences of entering into a particular regulated mortgage contract. To the extent that this may involve advice on the merits of entering into the contract it is likely to be a necessary part of the legal advice. But it would not be necessary for the solicitor to go on
Section 87G of the Act provides that:
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Subsection (2) applies if, during the relevant period, there arises or is noted a significant new factor, material mistake or inaccuracy relating to the information included in a prospectus approved by the [ FSA]. |
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The person on whose application the prospectus was approved must, in accordance with prospectus rules, submit a supplementary prospectus containing details of the new factor, mistake or inaccuracy to the [FSA] for its approval. |
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The relevant period begins when the prospectus is approved by the [FSA] and ends – |
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with the closure of the offer of the transferable securities to which the prospectus relates; or |
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when trading in those securities on a regulated market begins. |
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"Significant" means significant for the purposes of making an informed assessment of the kind mentioned in section 87A(2). |
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Any person responsible for the prospectus who is aware of any new factor, mistake or inaccuracy which may require the submission of a supplementary prospectus in accordance with subsection (2) must give notice of it to – |
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the issuer of the transferable securities to which the prospectus relates, and |
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the person on whose application the prospectus was approved. |
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A supplementary prospectus must provide sufficient information to correct any mistake or inaccuracy which gave rise to the need for it. |
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Subsection (1) applies also to information contained in any supplementary prospectus published under this section. |
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Amendments to a friendly society's registered rules may be necessary to permit a transfer to it. The FSA will need to be consulted in the usual way about registration of the appropriate rules. Similarly for an amalgamation, each of the amalgamating societies has to approve the memorandum and rules of the new society and the requirements of schedule 3 to the Friendly Societies Act 1992 have to be met. It will be necessary to allow adequate time for these processes.
Under the Friendly Societies Act 1992:(1) when the members of a transferor society have approved the transfer of its engagements by passing a special resolution and the transferee has approved the transfer (by passing a resolution where the transferee is a friendly society); or(2) when two or more societies have approved a proposed amalgamation by passing a special resolution;it, or they jointly, must then obtain confirmation by the FSA of the transfer. Notice of the application
The FSA considers that ‘in the course of business’ requires a commercial interest on the part of the communicator. This does not necessarily have to be a direct interest. And the communicator does not need to be carrying on regulated activities (the test in section 19 of the Act) as or as part of his business. Neither does the communication need to be made in the course of carrying on activities as a business in their own right (the test in article 3 of the Financial Services
The position is slightly more blurred with individuals. The ‘in the course of business’ test is intended to exclude genuine non-business communications. Examples of these would be friends talking in a pub, letters between family members or e-mails sent by individuals using an Internet chat-room or bulletin board for personal reasons. An issue arises where capital is raised for small private companies. Where such a company is already in operation, it will be acting ‘in the course
(1) Recognised bodies are exempt persons under section 285 of the Act (Exemption for recognised investment exchanges and clearing houses).(2) UK recognised bodies other than RAPs3 must satisfy recognition requirements prescribed by the Treasury (in certain cases with the approval of the Secretary of State) in the Recognition Requirements Regulations. UK RIEs must also satisfy the MiFID implementing requirements in the MiFID Regulation.2RAPs must satisfy the recognition requirements
(1) The recognition requirements for UK recognised bodies and the MiFID implementing requirements2are set out, with guidance, in REC 2. The RAP recognition requirements (other than requirements under the auction regulation which are not reproduced in REC) are set out, with guidance, in REC 2A.3(2) The notification rules for UKrecognised bodies are set out in REC 3 together with guidance on those rules.(3) Guidance on the FSA's approach to the supervision of recognised bodies is
Article 72B of the Regulated Activities Order (Activities carried on by a provider of relevant goods or services) excludes from FSA regulation certain regulated activities carried on by providers of non-motor goods and services related to travel in relation to contracts of insurance that satisfy a number of conditions. Details about the scope of this exclusion can be found at PERG 5.11.13 G to PERG 5.11.15 G (Activities carried on by a provider of relevant goods or services)
(1) The Takeover Panel publishes notices regarding compliance with the Takeover Code. It may also, from time to time, name in those notices persons as persons that, in the Takeover Panel's opinion, are not likely to comply with the Takeover Code. Any notices of this type will be available on the Takeover Panel's website (www.thetakeoverpanel.org.uk).11(2) A firm should keep itself informed of Takeover Panel notices and take them into account in seeking to comply with MAR 4.3.1
(1) Where a restriction under MAR 4.3.1 R applies, an authorised professional firm is not prevented from providing professional advice or representation in any proceedings to the person where that falls within section 327(8) of the Act. This means that the person can obtain legal advice or representation in any proceedings from a law firm and accounting advice from an accounting firm: see MAR 4.4.1 R (2).(2) While the FSA recognises the duty of authorised professional firms to
Sections 292(3) and 292(4) state:
2Section 292(3) |
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The requirements are that- |
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(a) |
investors are afforded protection equivalent to that which they would be afforded if the body concerned were required to comply withrecognition requirements; |
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there are adequate procedures for dealing with a person who is unable, or likely to become unable, to meet his obligations in respect of one or more market contracts connected with the [ROIE] or [ROCH]; |
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the applicant is able and willing to co-operate with the[FSA] by the sharing of information and in other ways; and |
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adequate arrangements exist for co-operation between the[FSA] and those responsible for the supervision of the applicant in the country or territory in which the applicant's head office is situated. |
Section 292(4) |
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In considering whether it is satisfied as to the requirements mentioned in subsections (3)(a) and (b), the[FSA] is to have regard to- |
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the relevant law and practice of the country or territory in which the applicant's head office is situated; |
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the rules and practices of the applicant. |
An issuer whose registered office is in a non-EEA State whose relevant laws are considered equivalent by the FSA is exempted from the rules on annual financial reports in DTR 4.1 (other than DTR 4.1.7R (4) which continues to apply),1 half-yearly financial reports (DTR 4.2) and interim management statements (DTR 4.3).1
The FSA maintains a published list of non-EEA States which, for the purpose of article 23.1 of the TD, are judged to have laws which lay down requirements equivalent to those imposed upon issuers by this chapter. Such issuers remain subject to the following requirements of DTR 6:(1) the filing of information with the FSA;(2) the language provisions; and(3) the dissemination of information provisions.
A firm must arrange for orderly records to
be kept of its business and internal organisation, including all services
and transactions undertaken by it, which must be sufficient to enable the FSA or any other
relevant competent authority under MiFID or the UCITS Directive4 to monitor the firm's compliance
with the requirements under the regulatory
system, and in particular to ascertain that the firm has complied with all obligations with
respect to clients.[Note:
article 13(6)
Neither the Post BCCI Directive, MiFID,3 the Insurance Mediation Directive nor the Act define what is meant by a firm's 'head office'. This is not necessarily the firm's place of incorporation or the place where its business is wholly or mainly carried on. Although the FSA will judge each application on a case-by-case basis, the key issue in identifying the head office of a firm is the location of its central management and control, that is, the location of: 1(1) the directors
1The disclosure rules apply as follows:(1) DTR 1 and DTR 2 apply to an issuer whose financial instruments are admitted to trading on a regulated market in the United Kingdom or for which a request for admission to trading on a regulated market in the United Kingdom has been made;(2) DTR 3 applies to an issuer that is incorporated in the United Kingdom:(a) whose financial instruments are admitted to trading on a regulated market; or(b) for whose financial instruments a request
In relation to the disclosure rules, the FSA is exercising its functions as the competent authority under Part VI of the Act (see section 72(1) of the Act).Other relevant parts of HandbookNote: Other parts of the Handbook that may also be relevant to persons to whom the disclosure rules apply include DEPP (Decision Procedure and Penalties Manual)3 and 3Chapter 9 of SUP (the Supervision manual).The following Regulatory Guides are also relevant:31. The Enforcement Guide (EG)32.
This chapter provides assistance in determining whether or not behaviour amounts to market abuse. It also forms part of the UK's implementation of the Market Abuse Directive (including its EU implementing legislation, that is Directive 2003/124/EC, Directive 2003/125/EC, Regulation 2273/2003 and Directive 2004/72/EC). It is therefore likely to be helpful to persons who:(1) want to avoid engaging in market abuseor to avoid requiring or encouraging another to do so; or(2) want to
The FSA will consider all the relevant circumstances of the case when deciding whether to impose a penalty or issue a public censure. As such, the factors set out in DEPP 6.4.2 G are not exhaustive. Not all of the factors may be relevant in a particular case and there may be other factors, not listed, that are relevant.
The criteria for determining whether it is appropriate to issue a public censure rather than impose a financial penalty include those factors that the FSA will consider in1 determining the amount of penalty set out in DEPP 6.5 A to DEPP 6.5 D.1 Some particular considerations that may be relevant when the FSA determines whether to issue a public censure rather than impose a financial penalty are:1(1) whether or not deterrence may be effectively achieved by issuing a public censure;(2)