Related provisions for PERG 8.3.4

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FINMAR 2.5.1GRP
1The FCA is required by article 23 of the short selling regulation to consider whether to impose measures to prohibit or restrict short selling or otherwise limit transactions in a financial instrument on a trading venue where the price of that financial instrument on that trading venue has fallen significantly during a single trading day in relation to the closing price on that venue on the previous trading day. In fulfilling this obligation, the FCA will assess:(1) whether the
FINMAR 2.5.2GRP
The FCA will assess whether the price fall in a financial instrument on a trading venue is or may become disorderly having regard to at least the following factors:(1) whether there have been violent movements in the price of the particular financial instrument on a particular trading venue, including any sudden or significant movements in price of a financial instrument during the trading day;(2) whether there is evidence of unusual or improper trading in the financial instrument
FINMAR 2.5.3GRP
The FCA may consider that the price fall in a financial instrument is not disorderly, for example, if the FCA considers that there is legitimate cause for a price fall in trading, such as the announcement of poor financial results.
FINMAR 2.5.4GRP
The FCA will consider at least the following factors when assessing whether measures to prohibit or restrict short selling or otherwise limit transactions are necessary or likely to prevent a further disorderly decline in the price of the financial instrument:(1) the volume of trading in that financial instrument on the trading venue as compared with the total trading volume in the financial instrument over at least that trading day; and(2) whether the price of the financial instrument
FINMAR 2.5.5GRP
Where the FCA imposes measures under article 23 of the short selling regulation it will normally specify that the measures will not apply to natural or legal persons who have satisfied the criteria to use the market maker exemption or the authorised primary dealer exemption and who are included on the list maintained and published by ESMA pursuant to article 17(13) of the short selling regulation.
FINMAR 2.5.6GRP
(1) For the purposes of article 23(1)(b) of Commission Delegated Regulation (EU) No 918/2012 the FCA will convert the figure of EUR 0.50 into pounds sterling using the daily spot foreign exchange rate of Sterling to Euro of the Bank of England applicable at the end of the first business day of October 2012 rounded up to the nearest £0.01. The FCA will state this figure (the 'sterling figure') on its public website.(2) The rate will be calculated on the same basis at the end of
FINMAR 2.5.7GRP
The FCA will treat the FTSE 100 index as the main national equity index of the Member State for the purposes of article 6(4) of Commission Implementing Regulation (EU) No 827/2012 and article 4 of Commission Delegated Regulation (EU) No 826/2012 and article 23(1) of Commission Delegated Regulation (EU) No 918/2012, all subject to approval by European Parliament and Council.
DEPP 6.5D.1GRP
(1) 1The FCA's3 approach to determining penalties described in DEPP 6.5 to DEPP 6.5C is intended to ensure that financial penalties are proportionate to the breach. The FCA3 recognises that penalties may affect persons differently, and that the FCA3 should consider whether a reduction in the proposed penalty is appropriate if the penalty would cause the subject of enforcement action serious financial hardship.333(2) Where an individual or firm claims that payment of the penalty
DEPP 6.5D.2GRP
(1) In assessing whether a penalty would cause an individual serious financial hardship, the FCA3 will consider the individual’s ability to pay the penalty over a reasonable period (normally no greater than three years). The FCA's3 starting point is that an individual will suffer serious financial hardship only if during that period his net annual income will fall below £14,000 and his capital will fall below £16,000 as a result of payment of the penalty. Unless the FCA3 believes
DEPP 6.5D.3GRP
In cases against individuals, including market abuse cases, the FCA3 may make a prohibition order under section 56 of the Act or withdraw an individual’s approval under section 63 of the Act, as well as impose a financial penalty. Such action by the FCA3 reflects the FCA's3 assessment of the individual’s fitness to perform regulated activity or suitability for a particular role, and does not affect the FCA's3 assessment of the appropriate financial penalty in relation to a breach.
DEPP 6.5D.4GRP
(1) The FCA3 will consider reducing the amount of a penalty if a firm will suffer serious financial hardship as a result of having to pay the entire penalty. In deciding whether it is appropriate to reduce the penalty, the FCA3 will take into consideration the firm’s financial circumstances, including whether the penalty would render the firm insolvent or threaten the firm’s solvency. The FCA3 will also take into account its statutory objectives3, for example in situations where
DEPP 6.5D.4AGRP
2The FCA3 may withdraw a firm’s authorisation under section 33 of the Act, as well as impose a financial penalty. Such action by the FCA3 does not affect the FCA's3 assessment of the appropriate financial penalty in relation to a breach. However, the fact that the FCA3 has withdrawn a firm’s authorisation, as a result of which the firm may have less earning potential, may be relevant in assessing whether the penalty will cause the firm serious financial hardship.3333
DEPP 6.5D.5GRP
Where the FCA3 considers that, following commencement of an FCA3 investigation, an individual or firm has reduced their solvency in order to reduce the amount of any disgorgement or financial penalty payable, for example by transferring assets to third parties, the FCA3 will normally take account of those assets when determining whether the individual or firm would suffer serious financial hardship as a result of the disgorgement and financial penalty.333
SUP 13.4.2GRP
A UK firm, other than a UK pure reinsurer,9 cannot start providing cross border services into another EEA State under an EEA right unless it satisfies the conditions in paragraphs 20(1) of Part III of Schedule 3 to the Act and, if it derives its EEA right from the Insurance Directives, paragraph 20(4B) of Part III of Schedule 3 to the Act. It is an offence for a UK firm which is not an authorised person to breach this prohibition (paragraph 21 of Part III of Schedule 3 to the
SUP 13.4.2BGRP
4An exempt professional firm which is included in the record of unauthorised persons carrying on insurance mediation activity maintained by the FCA20 under article 93 of the Regulated Activities Order may provide cross border services in another EEA State under the Insurance Mediation Directive (see PROF 7.2).20
SUP 13.4.4GRP
8(1) If8 the UK firm'sEEA right derives from MiFID8, the Banking Consolidation Directive or the UCITS Directive, paragraph 20(3) of Part III of Schedule 3 to the Act requires the appropriate UK regulator20 to send a copy of the notice of intention8 to the Host State Regulator within one month8 of receipt.8A UK firm passporting under the Banking Consolidation Directive10 may start providing cross border services as soon as it satisfies the relevant conditions (see SUP 13.4.2 G).8882088810(2)
SUP 13.4.4AGRP
20Where the PRA is the appropriate UK regulator, it will consult the FCA before deciding whether to give a consent notice and where the FCA is the appropriate UK regulator, it will consult the PRA before deciding whether to give a consent notice in relation to a UK firm whose immediate group includes a PRA-authorised person.
GENPRU 3.1.15GRP
GENPRU 3.1.25 R is a high level capital adequacy rule. It applies whether or not the appropriate regulator is the coordinator of the financial conglomerate concerned.
GENPRU 3.1.16GRP
GENPRU 3.1.26 R to GENPRU 3.1.31 R and GENPRU 3 Annex 1 implement the detailed capital adequacy requirements of the Financial Groups Directive. They only deal with a financial conglomerate for which the appropriate regulator is the coordinator. If another competent authority is coordinator of a financial conglomerate, those rules do not apply with respect to that financial conglomerate and instead that coordinator will be responsible for implementing those detailed requireme
GENPRU 3.1.19GRP
Paragraph 5.7 of GENPRU 3 Annex 1 (Capital adequacy calculations for financial conglomerates) deals with a case in which there are no capital ties between entities in a financial conglomerate. In particular, the appropriate regulator, after consultation with the other relevant competent authorities and in accordance with Annex I of the Financial Groups Directive, will determine which proportional share of a solvency deficit in such an entity will have to be taken into account,
GENPRU 3.1.21GRP
Where GENPRU 3.1.20 G does not apply, the Annex I method to be applied isdecided by the coordinator after consultation with the relevant competent authorities and the financial conglomerate itself.
GENPRU 3.1.30RRP
With respect to a firm and a financial conglomerate of which it is a member:(1) GENPRU 3.1.26 R (Method 4 from Annex I of the Financial Groups Directive) is applied to the firm with respect to that financial conglomerate for the purposes of GENPRU 3.1.27R (2); or(2) GENPRU 3.1.29 R (Methods 1 to 3 from Annex I of the Financial Groups Directive) is applied to the firm with respect to that financial conglomerate;if the firm'sPart 4A permission contains a requirement obliging the
GENPRU 3.1.33GRP
Articles 7(3) (Risk concentration) and 8(3) (Intra-group transactions) and Annex II (Technical application of the provisions on intra-group transactions and risk concentration) of the Financial Groups Directive say that Member States may apply at the level of the financial conglomerate the provisions of the sectoral rules on risk concentrations and intra-group transactions. GENPRU 3.1 does not take up that option, although the appropriate regulator may impose such obligations
GENPRU 3.1.39RRP
(1) In accordance with Article 30 of the Financial Groups Directive (Asset management companies), this rule deals with the inclusion of an asset management company that is a member of a financial conglomerate in the scope of regulation of financial conglomerates. This rule does not apply to the definition of financial conglomerate.(2) An asset management company is in the overall financial sector and is a regulated entity for the purpose of:(a) GENPRU 3.1.26 R to GENPRU 3.1.36
SUP 6.4.1AGRP
24Under section 55H(3) of the Act (Variation by FCA at request of authorised person), if an FCA-authorised person applies to the FCA, the FCA may cancel its Part 4A permission. Cancellation applies to a firm's entire Part 4A permission, that is to every activity and every specified investment and not to the individual elements such as specified investments. Changes to the individual elements of a permission would require a variation.
SUP 6.4.2AGRP
24Under section 55H(4) of the Act, the FCA may refuse an application from a firm to cancel its Part 4A permission if it considers that it is desirable to do so in order to advance any of its operational objectives.
SUP 6.4.5DRP
(1) A firm other than a credit union wishing to cancel its Part 4A permission, must apply online at the appropriate regulator website using the form specified on the ONA system.9924(2) [deleted]24924(3) [deleted]2(4) Until the application has been determined, a firm which submits an application for cancellation of Part 4A permission24 must inform the relevant regulator24 of any significant change to the information given in the application immediately it becomes aware of the
SUP 6.4.6GRP
(1) In addition to applying for cancellation of Part 4A permission24 in accordance with SUP 6.4.5 D, a firm may discuss prospective cancellations with its supervisory contact at the appropriate regulator.244 Alternatively a firm can contact the Firms Contact Centre on 0845 606 9966.2442424(2) To contact the Cancellations Team: 424(a) write to: Cancellations Team, The Financial Conduct24Authority, 25 The North Colonnade, Canary Wharf, London, E14 5HS; or24; or2424(b) email cancellation.team@fca.org.uk24(3)
SUP 6.4.10GRP
(1) If a firm is subject to the complaints rules in DISP, the FCA24 may request confirmation from the firm that there are no unresolved, unsatisfied or undischarged complaints against the firm from a customer of the firm.24(2) If there are unresolved or undischarged complaints against a firm from a customer of the firm, the FCA24 may request confirmation, as appropriate, of the steps (if any) which have been taken under the firm's complaints procedures and the amount of compensation
SUP 6.4.11GRP
If the firm is carrying on designated investment business with retail clients7, the FCA24 may request confirmation that the firm has written, or intends to write, to all retail clients7with, or for whom, the firm has conducted regulated activities within a certain period.7247
SUP 6.4.25GRP
Consequently, the relevant regulator24 considers that it will have good reason not to grant a firm's application for cancellation of permission where:24(1) the FCA and/or the PRA24 proposes to exercise any of the powers described in SUP 6.4.24 G; or24(2) the FCA and/or the PRA24 has already begun disciplinary and/or24 restitution proceedings against the firm by exercising either or both of these powers against the firm.24
SUP 6.4.27AGRP
24The FCA publishes standard response times on its website setting out how long the application process is expected to take in practice. From time to time, the FCA also publishes its performance against these times.
FEES 4.3.3RRP
The periodic fee referred to in FEES 4.3.1 R is (except in relation to the Society,10fee-paying payment service providers and fee-paying electronic money issuers)107 calculated as follows:(1) identify each of the tariffs set out in Part 1 of FEES 4 Annex 2AR and Part 1 of FEES 4 Annex 2BR2727 which apply to the business of the firm for the period specified in that annex;(2) for each of the applicable27 tariffs, calculate the sum payable in relation to the business of the firm
FEES 4.3.4GRP
(1) A firm which becomes authorised or registered 7during the course of a fee year26 will be required to pay a proportion of the periodic fee which reflects the proportion of the year for which it will have a permission or the right to provide particular payment services or the right to issue electronic money107- see FEES 4.2.5 G and FEES 4.2.6 R.26(2) Similarly a firm which extends its permission or its right to provide particular payment services7so that its business then falls
FEES 4.3.6RRP
(1) Subject to FEES TP 8, if27 the firm's, designated professional body's, recognised investment exchange's, 12or regulated covered bondissuer's11periodic fee for the previous fee year27 was at least £50,000, it11 must pay the FCA:27272711(a) an amount equal to 50% of the FCA27 periodic fee payable for the previous fee year, by 30 April or, if later, within 30 days of the date of the invoice, in the fee year27 to which the sum due under FEES 4.2.1 R relates; and 27(b) the balance
FEES 4.3.7RRP
A firm which is a member of a group may pay all of the amounts due from other firms in the same group under FEES 4.2.1 R, if:(1) it notifies the FCA (in its own capacity and, if applicable, in its capacity as agent for the PRA)26 in writing of the name of each other firm within the group for which it will pay; and26(2) it pays the fees, in accordance with this chapter, as a single amount as if that were the amount required from the firm under FEES 4.2.1 R.
FEES 4.3.9GRP
If the payment made does not satisfy in full the periodic fees payable by all of the members of the group notified to the FCA26 under FEES 4.3.7 R, the FCA (in its own capacity and, if applicable, in its capacity as agent for the PRA)26 will apply the sum received among the firms which have been identified in the notification given under FEES 4.3.7R (1) in proportion to the amounts due from them. Each firm will remain responsible for the payment of the outstanding balance attributable
FEES 4.3.10GRP
If a firm pays its fees through an agent outside the scope of FEES 4.3.7 R, the firm is responsible for ensuring that the FCA (in its own capacity and, if applicable, in its capacity as agent for the PRA)26 is informed that the sum being paid is for that firm's periodic fees.26
FEES 4.3.11GRP
The appropriate regulator recognises that its responsibilities in respect of an incoming EEA firm,7 an incoming Treaty firm, an EEA authorised payment institution7 or an EEA authorised electronic money institution10 are reduced compared with a firm which is incorporated in the United Kingdom. Accordingly the periodic fees which would otherwise be applicable to incoming EEA firms,7incoming Treaty firms,10EEA authorised payment institutions7 and EEA authorised electronic money institutions10
FEES 4.3.13RRP
(1) If:(a) a firm makes an application to vary its permission (by reducing its scope), or cancel it, in the way set out in SUP 6.3.15 D (3) (Variation of permission) and SUP 6.4.5 D (Cancellation of permission), or applies to vary (by reducing its scope) or cancel its authorisation or registration (regulation 8 and 10(1) of the Payment Services Regulations including as applied by regulation 14 of the Payment Services Regulations) or applies to cancel its authorisation or registration
FEES 4.3.14GRP
Where a firm has applied to cancel its Part 4A permission, or its authorisation or registration under the Payment Services Regulations7or the Electronic Money Regulations, 10 or the appropriate regulator has exercised its own-initiative powers to cancel a firm's7Part 4A permission or the appropriate regulator has exercised its powers under regulation 10 (Cancellation of authorisation), including as applied by regulation 14 (Supplementary provisions) of the Payment Services Regulations
APER 3.1.1AGRP
12This Code of Practice for Approved Persons is issued under section 64 of the Act (Conduct: statements and codes) for the purpose of helping to determine whether or not an approved person's conduct complies with a Statement of Principle. The code sets out descriptions of conduct which, in the FCA's opinion, do not comply with the relevant Statements of Principle. The code also sets out certain factors which, in the opinion of the FCA, are to be taken into account in determining
APER 3.1.2GRP
The Code of Practice for Approved Persons in issue at the time when any particular conduct takes place may be relied on so far as it tends to establish whether or not that conduct complies with a Statement of Principle.
APER 3.1.3GRP
The significance of conduct identified in the Code of Practice for Approved Persons as tending to establish compliance with or a breach of a Statement of Principle will be assessed only after all the circumstances of a particular case have been considered. Account will be taken of the context in which a course of conduct was undertaken, including the precise circumstances of the individual case, the characteristics of the particular accountable function12 and the behaviour to
APER 3.1.5GRP
In particular, in determining whether or not an approved person's conduct complies with a Statement of Principle, the appropriate regulator12 will take into account the extent to which an approved person has acted in a way that is stated to be in breach of a Statement of Principle.12
APER 3.1.6GRP
The Code of Practice for Approved Persons (and in particular the specific examples of behaviour which may be in breach of a generic description of conduct in the code) is not exhaustive of the kind of conduct that may contravene the Statements of Principle. The purpose of the code is to help determine whether or not a person's conduct complies with a Statement of Principle. The code may be supplemented from time to time. The appropriate regulator12 will amend the code if there
APER 3.1.8AGRP
12In applying Statements of Principle 5 to 7, the nature, scale and complexity of the business under management and the role and responsibility of the individual performing an accountable higher management function within the firm will be relevant in assessing whether an approved person's conduct was reasonable. For example, the smaller and less complex the business, the less detailed and extensive the systems of control need to be. The FCA will be of the opinion that an individual
APER 3.1.9GRP
UK domestic firmslisted on the London Stock Exchange are subject to the UK Corporate Governance Code4, whose internal control provisions are amplified in the publication entitled "Internal Control: Revised Guidance for Directors on the Combined Code (October 2005)" 4issued by the Financial Reporting Council4. Firms regulated by the appropriate regulator12 in this category will thus be subject to that code as well as to the requirements and standards of the regulatory system.
DISP 1.11.5RRP
(1) A notification claiming exemption under DISP 1.1.12 R from the complaints reporting rules and the rules relating to the funding of the Financial Ombudsman Service must be given to the FCA by the Society on behalf of any member eligible for an exemption. (2) The Society must notify the FCA if the conditions relating to such an exemption no longer apply to a member who is exempt.
DISP 1.11.6RRP
The report to be sent to the FCA under the complaints reporting rules must be provided by the Society and must cover all complaints by policyholders against members falling within the scope of the complaints reporting rules.
DISP 1.11.6ARRP
1Where, in accordance with DISP 1.11.6 R, the Society submits a report to the FCA reporting 500 or more complaints, it must publish a summary of the complaints data contained in that report (the complaints data summary).
DISP 1.11.6DRRP
1The Society must immediately confirm to the FCA, in an email submitted to complaintsdatasummary@fca.org.uk, that the complaints data summary accurately reflects the report submitted to the FCA, that the summary has been published and where it has been published.
DISP 1.11.6EGRP
1The Society may choose how it publishes the complaints data summary. However, the complaints data summary should be readily available. For this reason, the FCA recommends that the Society publishes the summary on its website. The Society may publish further information with the complaints data summary to aid understanding.
DISP 1.11.9GRP
Members will individually comply with this chapter if and only if all complaints by policyholders against members are dealt with under the Lloyd's complaints procedures. Accordingly, certain of the obligations under this chapter, for example the obligation to report on complaints received and the obligation to pay fees under the rules relating to the funding of the Financial Ombudsman Service (FEES 5), must be complied with by the Society on behalf of members. Managing agents
DISP 1.11.19GRP
The Society should give the FCA adequate notice of all proposed changes to the byelaws relating to the schemes referred to in DISP 1.11.13 R.
COND 2.4.1AUKRP
(1) 8The resources of A must be appropriate in relation to the regulated activities that A carries on or seeks to carry on.(2) The matters which are relevant in determining whether A has appropriate resources include-(a) the nature and scale of the business carried on, or to be carried on, by A;(b) the risks to the continuity of the services provided by, or to be provided by, A; and(c) A’s membership of a group and any effect which that membership may have.(3) The matters which
COND 2.4.1CUKRP
(1) The non-financial resources of B must be appropriate in relation to the regulated activities that B carries on or seeks to carry on, having regard to the operational objectives of the FCA.(2) The matters which are relevant in determining whether the condition in sub-paragraph (1) is met include-(a) the nature and scale of the business carried on, or to be carried on, by B;(b) the risks to the continuity of the services provided by, or to be provided by, B;(c) B’s a member
COND 2.4.1DGRP
8Paragraph 3C of Schedule 6 to the Act sets out the appropriate non-financial resources threshold condition which is relevant to the discharge by the FCA of its functions under the Act in relation to firms carrying on, or seeking to carry on, regulated activities which include a PRA-regulated activity.
COND 2.4.1EGRP
8The guidance in COND 2.4 should be read as applying to both paragraph 2D of Schedule 6 of the Act and, as far as relevant to the discharge by the FCA of its functions in respect of firms carrying on, or seeking to carry on, a PRA-regulated activity under the Act, paragraph 3C of Schedule 6 of the Act.
COND 2.4.1FGRP
8As the threshold condition set out in paragraph 3C of Schedule 6 to the Act does not relate to financial resources, the guidance in COND 2.4 relating to appropriate financial resources only applies to the FCA's assessment of the threshold condition set out in paragraph 2D of Schedule 6 of the Act.
COND 2.4.2GRP
(1) [deleted]88(2) In this context, the FCA will interpret the term 'appropriate88' as meaning sufficient in terms of quantity, quality and availability, and 'resources' as including all financial resources (though only in the case of firms not carrying on, or seeking to carry on, a PRA-regulated activity)8, non-financial resources and means of managing its resources; for example, capital, provisions against liabilities, holdings of or access to cash and other liquid assets, human
COND 2.4.3GRP
(1) [deleted]88(2) Although8 it is the firm that is being assessed, the FCA8 may take into consideration the impact of other members of the firm's group on the adequacy of its resources8, where relevant to the discharge of the FCA's functions8. For example, in relation to a firm other than a firm carrying on, or seeking to carry on, a PRA-regulated activity, the FCA8 may assess the consolidated solvency of the group. The FCA's8 approach to the consolidated supervision of such
COND 2.4.4GRP
(1) [deleted]88(2) Relevant matters to which the FCA may have regard when assessing whether a firm will satisfy, and continue to satisfy, this threshold condition8may include but are not limited to:(a) (in relation to a firm other than a firm carrying on, or seeking to carry on, a PRA-regulated activity),8 whether there are any indications that the firm may have difficulties if the application is granted, at the time of the grant or in the future, in complying with any of the
LR 2.2.5GRP
The FCA may modify LR 2.2.4 R to allow partly paid securities to be listed if it is satisfied that their transferability is not restricted and investors have been provided with appropriate information to enable dealings in the securities to take place on an open and proper basis. [Note: articles 46 and 54 CARD]
LR 2.2.6GRP
The FCA may in exceptional circumstances modify or dispense with LR 2.2.4 R where the applicant has the power to disapprove the transfer of shares if the FCA is satisfied that this power would not disturb the market in those shares. [Note: article 46 CARD]
LR 2.2.8GRP
The FCA may modify LR 2.2.7 R to admit securities of a lower value if it is satisfied that there will be an adequate market for the securities concerned. [Note: articles 43 and 58 CARD]
LR 2.2.10RRP
(1) This rule applies if under the Act or under the law of another EEA State:(a) a prospectus must be approved and published for the securities; or(b) the applicant is permitted and elects to draw up a prospectus for the securities.(2) To be listed:(a) a prospectus must have been approved by the FCA and published in relation to the securities; or(b) if another EEA State is the Home Member State for the securities, the relevant competent authority must have supplied the FCA with:(i)
LR 2.2.11RRP
(1) This rule applies if, under LR 4, listing particulars must be approved and published for securities.(2) To be listed, listing particulars for the securities must have been approved by the FCA and published in accordance with LR 4.
LR 2.2.13GRP
The FCA may dispense with LR 2.2.12 R if it is satisfied that holders of the convertible securities have at their disposal all the information necessary to form an opinion about the value of the underlying securities. [Note: article 59 CARD]
SUP 14.3.3GRP
The relevant requirements in regulation 5(3) are that:(1) the incoming EEA firm has given a notice to the FCA12 (see SUP 14.4.1 G) and to its Home State regulator stating the details of the proposed change;12(2) if the change arises from circumstances beyond the incoming EEA firm's control, that firm has, as soon as practicable, given to the appropriate UK regulator12 and to its Home State regulator the notice in (1).112
SUP 14.3.4GRP
Under regulation 5(4), the FCA12 is required, as soon as practicable after receiving the notice in SUP 14.3.3 G, to inform the incoming EEA firm of any consequential changes in the applicable provisions.12
SUP 14.3.4CGRP
5Under regulation 5(4), the FCA12 is required, as soon as practicable after receiving the notice in SUP 14.3.4B G, to inform the incoming EEA firm of any consequential changes in the applicable provisions.12
COLL 6.9.2GRP
(1) Regulation 15(8)(f) of the OEIC Regulations (Requirements for authorisation) requires independence between the depositary, the ICVC and the ICVC's directors, as does section 243(4) of the Act (Authorisation orders) for the trustee and manager of an AUT. COLL 6.9.3 G to COLL 6.9.5 G give FCA's view of the meaning of independence of these relationships. An ICVC, its directors and depositary or a manager and a trustee of an AUT are referred to as "relevant parties" in this guidance.(2)
COLL 6.9.3GRP
(1) Independence is likely to be lost if, by means of executive power, either relevant party could control the action of the other.(2) The board of one relevant party should not be able to exercise effective control of the board of another relevant party. Arrangements which might indicate this situation include quorum provisions and reservations of decision-making capacity of certain directors.(3) For an AUT, the FCA would interpret the concept of directors in common to include
COLL 6.9.4GRP
Independence is likely to be lost if either of the relevant parties could control the actions of the other by means of shareholders' votes. The FCA considers this would happen if any shareholding by one relevant party and their respective associates in the other exceeds 15% of the voting share capital, either in a single share class or several share classes. The FCA would be willing, however, to look at cross-shareholdings exceeding 15% on a case-by-case basis to consider if there
COLL 6.9.5GRP
The FCA would encourage relevant parties to consult it in advance about its view on the consequences of any intended contractual commitment or relationship which could affect independence, whether directly or indirectly.
COLL 6.9.6GRP
(1) Regulation 15(9) of the OEIC Regulations and section 243(8) of the Act require that an authorised fund's name must not be undesirable or misleading. This section contains guidance on some specific matters the FCA will consider in determining whether the name of an authorised fund is undesirable or misleading. It is in addition to the requirements of regulation 19 of the OEIC Regulations (Prohibition on certain names).(2) The FCA will take into account whether the name of the
COLL 6.9.8GRP
When deciding whether COLL 6.9.7R is complied with, the FCA will take into account COLL 6.9.6G. COLL 6.9.7R applies generally and not just to the names that include the words "guaranteed" or "capital protected".
COLL 6.9.11RRP
An ICVC must notify the FCA within 14 days of the occurrence of any of the following:(1) any amendment to the instrument of incorporation;(2) any change in the address of the head office of the ICVC;(3) any change of director;(4) any change of depositary;(5) in respect of any director or depositary, any change in the information mentioned in regulation 12(1)(b) or (c) of the OEIC Regulations (Applications for authorisation);(6) any change of the auditor of the ICVC;(7) any order
REC 4.5.3GRP
The Companies Act 1989 also gives the FCA1 powers to supervise the taking of action under default rules. Under section 166 of the Companies Act 1989 (Powers of the appropriate regulator1 to give directions) (see REC 4.5.4 G), the FCA1 may direct a UK RIE1to take, or not to take, action under its default rules. Before exercising these powers the FCA1 must consult the UK RIE.1 The FCA1 may also exercise these powers if a relevant office-holder applies to it under section 167 of
REC 4.5.4GRP

The Companies Act 1989: section 166

The FCA1 may issue a "positive" direction (to take action) under section 166(2)(a) of the Companies Act 1989:

1

Where in any case a [UK RIE] has not taken action under its default rules- if it appears to [the FCA] that it could take action, [the FCA may direct it to do so,1

1

but under section 166(3)(a) of the Companies Act 1989:

Before giving such a direction the [FCA] shall consult the [UK RIE] in question; and [the FCA] shall not give a direction unless [the FCA] is satisfied, in the light of that consultation that failure to take action would involve undue risk to investors or other participants in the market, or that the direction is necessary having regard to the public interest in the financial stability of the United Kingdom, or that the direction is necessary to facilitate a proposed or possible use of a power under Part 1 of the Banking Act 2009 or in connection with a particular exercise of a power under that Part.1

1

The FCA1 may issue a "negative" direction (not to take action) under section 166(2)(b) of the Companies Act 1989:

1

Where in any case a [UK RIE] has not taken action under its default rules - if it appears to the [FCA] that it is proposing to take or may take action, [the FCA] may direct it not to do so.1

1

but under section 166(3)(b) of the Companies Act 1989:

Before giving such a direction the [FCA] shall consult the [UK RIE] in question; and the [FCA] shall not give a direction unless [the FCA] is satisfied, in the light of that consultation that the taking of action would be premature or otherwise undesirable in the interests of investors or other participants in the market, or that the direction is necessary having regard to the public interest in the financial stability of the United Kingdom, or that the direction is necessary to facilitate a proposed or possible use of a power under Part 1 of the Banking Act 2009 or in connection with a particular exercise of a power under that Part.1

1
REC 4.5.5GRP
Other than in exceptional circumstances, the FCA will consult with the Bank of England before exercising these powers.11
REC 4.5.8GRP
Under section 166(7) of the Companies Act 1989, where a UK RIE has taken action either of its own accord or in response to a direction, the FCA may direct it to do or not to do specific things subject to these being within the powers of the UK RIE under its default rules. However,11(1) 1where the UK RIE is acting in accordance with a direction given by the FCA to take action under section 166(2)(a) of the Act on the basis that failure to take action would involve undue risk to
REC 4.5.9GRP
Where, in relation to a member (or designated non-member) of a UK RIE :1(1) a bankruptcy order; or(2) an award of sequestration of his estate; or(3) an order appointing an interim receiver of his property; or(4) an administration or winding-up order; or(5) a resolution for a voluntary winding-up; or(6) an order appointing a provisional liquidator; has been made or passed and the UK RIE1 has not taken action under its default rules as a result of this event or of the matters giving
REC 4.5.10GRP
The effect of an application under section 167 of the Companies Act 1989 is to require the UK recognised body concerned to take action under its default rules or to require the FCA1 to take action under section 166 of the Companies Act 1989 (see REC 4.5.4G).1
REC 4.5.11GRP
The procedure is that the FCA1 must notify the UK recognised body of the application and, unless within three business days after receipt of that notice, the UK recognised body: 1(1) takes action under its default rules; or(2) notifies the FCA1 that it proposes to take action forthwith; or1(3) is directed to take action by the FCA1 under section 166(2)(a) of the Companies Act 1989; 1the provisions of sections 158 to 165 of the Companies Act 1989 do not apply in relation to market
SUP 12.7.1ARRP
(1) 8A firm other than a credit union must submit the form in SUP 12 Annex 3 R onlineat http://www.fca.org.uk using the FCA's ONAsystem.(2) A credit union must submit the form in SUP 12 Annex 3 R in the way set out in SUP 15.7.4 R to SUP 15.7.9 G (Form and method of notification).(3) Where a firm is obliged to submit an application online under (1), if the FCA's information technology systems fail and online submission is unavailable for 24 hours or more, until such time as facilities
SUP 12.7.3GRP
A firm need not notify the FCA of any restrictions imposed on the regulated activities for which the firm has accepted responsibility (under SUP 12.7.2 G (4)) if the firm accepts responsibility for the unrestricted scope of the regulated activities.
SUP 12.7.5GRP
To contact the Individuals, Mutuals and Policy Department65: 75(1) telephone on 020 7066 00196; fax on 020 7066 1099; or (2) write to: Individuals, Mutuals and Policy 6Department5, The Financial Conduct Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS; or5(3) email iva@fca.org.uk.
SUP 12.7.7RRP
(1) If:434(a) (i) the scope of appointment of an appointed representative is extended to cover insurance mediation activities for the first time; and42(ii) the appointed representative is not included on the Financial Services Register as carrying on insurance mediation activities in another capacity; or42(b) the scope of appointment of an appointed representative ceases to include insurance mediation activity;42the appointed representative's principal must give written notice
SUP 12.7.8RRP
(1) As soon as a firm has reasonable grounds to believe that any of the conditions in SUP 12.4.2 R,SUP 12.4.6 R or SUP 12.4.8A R4 (as applicable) are not satisfied, or are likely not to be satisfied, in relation to any of its appointed representatives, it must complete and submit to the FCA the form in SUP 12 Annex 4 R (Appointed representative notification form), in accordance with the instructions on the form.3(2) In its notification under SUP 12.7.8 R (1), the firm must state
SUP 12.7.8ARRP
(1) 8A firm other than a credit union must submit the form as set out in SUP 12 Annex 4 R online at http://www.fca.org.uk using the FCA's ONAsystem.(2) A credit union must submit the form in SUP 12 Annex 4 R in the way set out in SUP 15.7.4 R to SUP 15.7.9 G (Form and method of notification).(3) Where a firm is obliged to submit an application online under (1), if the FCA's information technology systems fail and online submission is unavailable for 24 hours or more, until such
SUP 12.7.10GRP
8If the FCA's information technology systems fail and online submission is unavailable for 24 hours or more, the FCA will endeavour to publish a notice on its website confirming that online submission is unavailable and that firms, other than credit unions, should use the alternative methods of submission set out in SUP 12.7.1AR (3) and SUP 12.7.8AR (3) (as appropriate), and SUP 15.7.4 R to SUP 15.7.9 G, addressingclearly marking applications for the attention of the Individuals
FIT 1.2.1GRP
Under section 61(1) of the Act (Determination of applications), the appropriate regulator may grant an application for approval made under section 60 (Applications for approval) only if it is satisfied that the candidate is fit and proper to perform the controlled function to which the application relates.
FIT 1.2.3AGRP
19Under section 63(1) of the Act (Withdrawal of approval), the FCA may withdraw an approval under section 59 given by the FCA or the PRA in relation to the performance by a person of a function if it considers that the person is not a fit and proper person to perform the function.
FIT 1.2.4GRP
The Act does not prescribe the matters which the appropriate regulator should take into account when determining fitness and propriety. However, section 61(2) states that the appropriate regulator may have regard (among other things) to whether the candidate or approved person is competent to carry out a controlled function.
FEES App 1.3.1RRP
A person who submits to the FCA a proposal for the registration of a society must pay to the FCA, in full and without deduction, the fee specified for the type of application under Annex 1AR.
FEES App 1.3.2RRP
A sponsoring body wishing a set of rules to become model rules for the first time must pay to the FCA, in full and without deduction, the application fee specified in FEES App 1 Annex 1A.
FEES App 1.3.6GRP
The FCA may require the fee to be paid by the person making the application before the FCA undertakes any preliminary consideration of the proposed application or rules.
FEES App 1.3.7GRP
The FCA will not refund application fees under any circumstances.
LR 4.3.2RRP
The FCA will approve listing particulars or supplementary listing particulars if it is satisfied that the requirements of the Act and this chapter have been complied with.
LR 4.3.3GRP
The FCA will try to notify the applicant of its decision on an application for approval of listing particulars or supplementary listing particulars within the same time limits as are specified in section 87C of the Act (consideration of application for approval) for an application for approval of a prospectus or supplementary prospectus.
LR 4.3.4RRP
An issuer must ensure that listing particulars or supplementary listing particulars are not published until they have been approved by the FCA.
LR 4.3.5RRP
An issuer must ensure that after listing particulars or supplementary listing particulars are approved by the FCA, the listing particulars or supplementary listing particulars are filed and published as if the relevant requirements in PR 3.2 and the PD Regulation applied to them.
REC 4.2B.1GRP
1Under section 312C of the Act, if a UK RIE wishes to make arrangements in an EEA State other than the UK to facilitate access to or use of a regulated market,2multilateral trading facility or auction platform2 operated by it, it must give the FCA3written notice of its intention to do so. The notice must:3(1) describe the arrangements; and(2) identify the EEA State in which the UK RIE intends to make them.
REC 4.2B.2GRP
The FCA3 must, within one month of receiving the UK RIE's notice, send a copy of it to the Host State regulator.3
REC 4.2B.3GRP
The UK RIE may not make the arrangements until the FCA3 has sent a copy of the notice to the Host State regulator. 3
REC 4.2B.4GRP
The requirements that a UK RIE must give the FCA3 written notice and the UK RIE may not make the arrangements until the FCA3 has sent a copy of it to the Host State regulator do not apply to arrangements made by a UK RIE on or before 31 October 2007.33
DEPP 2.2.1GRP
If FCA2 staff consider that action requiring a warning notice or first supervisory notice is appropriate, they will recommend to the relevant decision maker that the notice be given.2
DEPP 2.2.2GRP
For first supervisory notices, the FCA1 staff will recommend whether the action should take effect immediately, on a specified date, or when the matter is no longer open to review (see DEPP 2.2.5 G).2
DEPP 2.2.3GRP
The decision maker will:(1) consider whether the material on which the recommendation is based is adequate to support it; the decision maker may seek additional information about or clarification of the recommendation, which may necessitate additional work by the relevant FCA2 staff;2(2) satisfy itself that the action recommended is appropriate in all the circumstances;(3) decide whether to give the notice and the terms of any notice given.
DEPP 2.2.4GRP
If the FCA2 decides to take no further action and theFCA2 had previously informed the person concerned that it intended to recommend action, the FCA2 will communicate this decision promptly to the person concerned.222
DEPP 7.1.1GRP
1DEPP 7 applies when the FCA3:3(1) has appointed an investigator at the request of an overseas regulator, under section 169(1)(b) (Assistance to overseas regulators) or of an EEA regulator under section 131FA2 of the Act; and(2) has directed, or is considering directing, the investigator, under section 169(7) or section 131FA2 of the Act, to permit a representative of the overseas regulator or of the EEA regulator2 to attend, and take part in, any interview conducted for the purposes
DEPP 7.1.2GRP
In DEPP 7, a "requested2 interview" means any interview conducted for the purposes of an investigation under section 169(1)(b) or section 131FA2 of the Act in relation to which the FCA3 has given a direction under section 169(7) or section 131FA2 of the Act.23
DEPP 7.1.3GRP
The purpose of DEPP 7 is to set out the FCA's3 statement of policy on the conduct of interviews to which a direction under section 169(7) or section 131FA2 has been given or the FCA3 is considering giving. The FCA3 is required to prepare and publish this statement of policy by section 169(9) and (11) and section 131FA2 of the Act. As required by section 169(10) and section 131FA2 of the Act, the Treasury has approved the statement of policy.333
DEPP 7.1.4GRP
The FCA3 is keen to promote co-operation with overseas regulators and EEA regulators2. It views provision of assistance to overseas regulators and EEA regulators2 as an essential part of discharging its general functions.33