Related provisions for LR 11.1.1D

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IFPRU 7.1.2GRP
This section contains rules that exercise the discretion afforded to the FCA as competent authority under article 6(4) of the EU CRR (Exemption for certain investment firms).
IFPRU 7.1.3GRP
The FCA's liquidity regime and liquidity reporting in BIPRU 12 (Liquidity standards) and SUP 16 (Reporting requirements) continue to apply to an IFPRU investment firm until the liquidity coverage requirement in article 412 of the EU CRR becomes applicable in 2015.
IFPRU 7.1.6RRP
For the purpose of article 11(3) of the EU CRR, a FCA consolidation group that meets the condition in IFPRU 7.1.7 R is exempt from compliance with the obligations in Part Six of the EU CRR (Liquidity) on a consolidated basis.
IFPRU 7.1.7RRP
The members of the FCA consolidation group comprise only firms that are exempt under IFPRU 7.1.5 R.
SUP 15.4.1RRP
(1) An overseas firm, which is not an incoming firm, must notify the FCA4 within 30 business days of any person taking up or ceasing to hold the following positions:88(a) the firm's worldwide chief executive (that is, the person who, alone or jointly with one or more others, is responsible under the immediate authority of the directors for the whole of its business) if the person is based outside the United Kingdom;(b) the person within the overseas firm with a purely strategic
SUP 15.4.2GRP
SUP 15.4.1 R is not made under the powers conferred on the FCA4 by Part V of the Act (Performance of Regulated Activities). A person notified to the FCA4 under SUP 15.4.1 R is not subject to the Statements of Principle or Code of Practice for Approved Persons, unless he is also an approved person.8888
SUP 15.4.3GRP
(1) A firm other than a credit union must submit the form in SUP 15 Ann 2 R online 8 using the FCA's4ONA5system.28885(2) A credit union must submit the form in SUP 15 Ann 2 R in the way set out in SUP 15.7.4 R to SUP 15.7.9 G (Form and method of notification).2(3) Where a firm is obliged to submit an application online under (1), if the FCA's4 information technology systems fail and online submission is unavailable for 24 hours or more, until such time as facilities for online
SUP 15.4.3AGRP
(1) If the FCA's4 information technology systems fail and online submission is unavailable for 24 hours or more, the FCA4 will endeavour to publish a notice on its website confirming that online submission is unavailable and that the alternative methods of submission set out in SUP 15.4.3R(3) and SUP 15.7.4R to SUP 15.7.9G (Form and method of notification) should be used.28888(2) Where SUP 15.4.3R (3) applies to a firm, GEN 1.3.2 R (Emergency) does not apply.2
SUP 15.4.4GRP
If adverse information is revealed about a person notified to the FCA4 under SUP 15.4.1 R, the FCA4 may exercise its own-initiative power against the firm (see SUP 7 (Individual requirements)).8888
COLL 6.12.2GRP
In the FCA's view the requirements relating to risk management policy and risk measurement set out in this section are the regulatory responsibility of the management company'sHome State regulator but to the extent that they constitute fund application rules, are also the responsibility of the UCITS'Home State regulator. As such, these responsibilities may overlap between the competent authorities of the Home and Host States. EEA UCITS management companies providing collective
COLL 6.12.3RRP
(1) 3(a) An authorised fund manager of a UCITS scheme or a UK UCITS management company of an EEA UCITS scheme must use a risk management process enabling it to monitor and measure at any time the risk of the scheme's positions and their contribution to the overall risk profile of the scheme.3(b) In particular, an authorised fund manager of a UCITS scheme or a UK UCITS management company of an EEA UCITS scheme must not solely or mechanistically rely on credit ratings issued by
COLL 6.12.7RRP
(1) An authorised fund manager of a UCITS scheme or a UK UCITS management company of an EEA UCITS scheme must assess, monitor and periodically review:(a) the adequacy and effectiveness of the risk management policy and of the arrangements, processes and techniques referred to in COLL 6.12.5 R;(b) the level of compliance by the authorised fund manager or the UK UCITS management company with the risk management policy and with those arrangements, processes and techniques referred
COLL 6.12.8GRP
UK UCITS management companies are advised that when they applied for authorisation from the FCA under the Act, their ability to comply with the requirements in COLL 6.12.7 R would have been assessed by the FCA as an aspect of their fitness and properness in determining whether the threshold conditions set out in Schedule 6 (Threshold conditions) of the Act were met. Firms are further advised that their compliance with these requirements is subject to review by the FCA on an ongoing
SUP 1A.4.1GRP
In order to meet the statutory objectives and address identified risks to those objectives, the FCA has a range of supervisory tools available to it, including the power to impose financial penalties.
SUP 1A.4.4GRP
Some of these tools, for example the use of public statements to deliver messages to firms or consumers of financial services, do not involve the FCA in direct oversight of the business of firms. In contrast, other tools do involve a direct relationship with firms. The FCA also has powers to act on its own initiative to impose or vary individual requirements on a firm (see SUP 7) and to ban or impose requirements in relation to specific financial promotions. The FCA may also
SUP 1A.4.5GRP
The FCA uses a variety of tools to monitor whether a firm, once authorised, remains in compliance with regulatory requirements. These tools include (but are not limited to):(1) desk-based reviews;(2) liaison with other agencies or regulators;(3) meetings with management and other representatives of a firm;(4) on-site inspections;(5) reviews and analysis of periodic returns and notifications;(6) reviews of past business;(7) transaction monitoring;(8) use of auditors; and(9) use
SUP 1A.4.6GRP
The FCA also uses a variety of tools to address specific risks identified in firms. These tools include:(1) making recommendations for preventative or remedial action;(2) giving other individual guidance to a firm;(3) imposing individual requirements; and(4) varying a firm'spermission in another way.
SUP 1A.4.7GRP
For further discussion of the FCA's regulatory approach, see publications on the FCA's website.
LR 10.8.1GRP
(1) A listed company in severe financial difficulty may find itself with no alternative but to dispose of a substantial part of its business within a short time frame to meet its ongoing working capital requirements or to reduce its liabilities. Due to time constraints it may not be able to prepare a circular and convene an extraordinary general meeting to obtain prior shareholder approval.(2) The FCA may modify the requirements in LR 10.5 to prepare a circular and to obtain shareholder
LR 10.8.2GRP
The listed company should demonstrate to the FCA that it could not reasonably have entered into negotiations earlier to enable shareholder approval to be sought.
LR 10.8.3GRP
The following documents should be provided in writing to the FCA:(1) confirmation from the listed company that:(a) negotiation does not allow time for shareholder approval;(b) all alternative methods of financing have been exhausted and the only option remaining is to dispose of a substantial part of their business;(c) by taking the decision to dispose of part of the business to raise cash, the directors are acting in the best interests of the company and shareholders as a whole
LR 10.8.4GRP
An announcement should be notified to a RIS no later than the date the terms of the disposal are agreed and should contain:(1) all relevant information required to be notified under LR 10.4.1 R;(2) the name of the acquirer and the expected date of completion of the disposal;(3) full disclosure about the continuing groups prospects for at least the current financial year;(4) a statement that the directors believe that the disposal is in the best interests of the company and shareholders
LR 10.8.6GRP
(1) The FCA will wish to examine the documents referred to in LR 10.8.3 G (including the RIS announcement) before it grants the modification and before the announcement is released.(2) The documents should ordinarily be lodged with the FCA:(a) in draft form at least five clear business days before the terms of the transaction are agreed; and(b) in final form on the day on which approval is sought.
PRIN 1.1.2GRP
The Principles are a general statement of the fundamental obligations of firms under the regulatory system. This includes provisions which implement the Single Market Directives.5 They derive their authority from the appropriate regulator's rule-making powers as set out in the Act and reflect the statutory objectives.3
PRIN 1.1.5GRP
Principles 3 (Management and control), 4 (Financial prudence) and (in so far as it relates to disclosing to the appropriate regulator) 11 (Relations with regulators) take into account the activities of members of a firm's group. This does not mean that, for example, inadequacy of a group member's risk management systems or resources will automatically lead to a firm contravening Principle 3 or 4. Rather, the potential impact of a group member's activities (and, for example, risk
PRIN 1.1.6GRP
As set out in PRIN 3.3 (Where?), Principles 1 (Integrity), 2 (Skill, care and diligence) and 3 (Management and control) apply to world-wide activities in a prudential context. Principle 5 (Market conduct) applies to world-wide activities which might have a negative effect on confidence in the UK financial system8. In considering whether to take regulatory action under these Principles in relation to activities carried on outside the United Kingdom, the appropriate regulator will
PRIN 1.1.7GRP
Breaching a Principle makes a firm liable to disciplinary sanctions. In determining whether a Principle has been breached it is necessary to look to the standard of conduct required by the Principle in question. Under each of the Principles the onus will be on the appropriate regulator to show that a firm has been at fault in some way. What constitutes "fault" varies between different Principles. Under Principle 1 (Integrity), for example, the appropriate regulator would need
PRIN 1.1.8GRP
The Principles are also relevant to the FCA's15 powers of information-gathering, to vary a firm'sPart 4A permission,15 and of investigation and intervention, and provide a basis on which the FCA15 may apply to a court for an injunction or restitution order or require a firm to make restitution. However, the Principles do not give rise to actions for damages by a private person (see PRIN 3.4.4 R).151515
RCB 6.2.1GRP
When making a decision on an application for registration under the RCB Regulations, or in relation to material changes to the contractual terms of the regulated covered bond, or in relation to a change of owner, or when seeking to use direction, revocation or penalty powers, the RCB Regulations require the FCA to give the subject of the intended action a warning notice and a decision notice. The recipient of a warning notice has the right to make representations to the decision
RCB 6.2.2GRP
Regulation 44 of the RCB Regulations (Warning notices and decision notices) applies Part XXVI of the Act (Notices) in respect of notices that we give under the RCB Regulations. This means that the provisions of section 393 of the Act (Third party rights) and section 394 of the Act (Access to Authority material) apply to penalty procedures under the RCB Regulations and that, if the matter is not referred to the Tribunal, then upon taking the action to which a decision notice relates,
RCB 6.2.3GRP
DEPP 2 Annex 1 G identifies the relevant decision maker in relation to warning notices and decision notices issued by the FCA under the RCB Regulations.
RCB 6.2.4GRP
Decisions on applications for registration, in relation to material changes to contractual terms of the regulated covered bond, or in relation to a change of owner, or decisions to issue a direction under the RCB Regulations or to revoke an issuer's registration, will be taken under executive procedures following the process set out in DEPP 4.
LR 5.3.1RRP
A request by an issuer for the listing of its securities to be suspended or cancelled must be in writing and must include:(1) the issuer's name;(2) details of the securities to which it relates and the RIEs on which they are traded;(3) a clear explanation of the background and reasons for the request;(4) the date on which the issuer requests the suspension or cancellation to take effect;(5) for a suspension, the time the issuer wants the suspension to take effect;(6) if relevant,
LR 5.3.4GRP
A written request by an issuer to have the listing of its securities suspended should be made as soon as practicable. Suspension requests received for the opening of the market should allow sufficient time for the FCA to deal with the request before trading starts.
LR 5.3.6GRP
Cancellations will only be specified to take effect when the market opens on a specified day. An issuer should therefore ensure that all accompanying information has been provided to the FCA well before the date on which the issuer wishes the cancellation to take effect and at the very latest by 3 p.m. on the business day before it is to take effect. If the information is received after 3:00 p.m. on the day before the issuer wishes the cancellation to take effect, it will normally
LR 5.3.7GRP
(1) If an issuer requests the FCA to suspend or cancel the listing of its securities, it may withdraw its request at any time before the suspension or cancellation takes effect. The withdrawal request should initially be made by telephone and then confirmed in writing as soon as possible, with an explanation of the reasons for the withdrawal.(2) Even if an issuer withdraws its request, the FCA may still suspend or cancel the listing of the securities if it considers it is necessary
LR 5.3.8GRP
4If an issuer requests the FCA to suspend or cancel the listing of its securities under LR 5.3.1 R and the FCA agrees to do so, the notification given by the FCA to the issuer will include the following information: (1) the date on which the suspension or cancellation took effect or will take effect;(2) details of the suspension or cancellation; and (3) in relation to requests for suspension, details of the issuer's right to apply for the suspension of its listed securities to
DTR 6.2.2RRP
An issuer or person that discloses regulated information must, at the same time, file that information with the FCA. [Note: article 19(1) of the TD]
DTR 6.2.9GRP
English is a language accepted by the FCA where the United Kingdom is a Home State or Host State.
DEPP 6.5C.1GRP
1The FCA3 will seek to deprive an individual of the financial benefit derived as a direct result of the market abuse (which may include the profit made or loss avoided) where it is practicable to quantify this. The FCA3 will ordinarily also charge interest on the benefit.33
DEPP 6.5C.2GRP
(1) The FCA3 will determine a figure dependent on the seriousness of the market abuse and whether or not it was referable to the individual’s employment. This reflects the FCA's3 view that where an individual has been put into a position where he can commit market abuse because of his employment the fine imposed should reflect this by reference to the gross amount of all benefits derived from that employment.33(2) In cases where the market abuse was referable to the individual’s
DEPP 6.5C.3GRP
(1) The FCA3 may increase or decrease the amount of the financial penalty arrived at after Step 2, but not including any amount to be disgorged as set out in Step 1, to take into account factors which aggravate or mitigate the market abuse. Any such adjustments will be made by way of a percentage adjustment to the figure determined at Step 2.3(2) The following list of factors may have the effect of aggravating or mitigating the market abuse:(a) the conduct of the individual in
DEPP 6.5C.4GRP
(1) If the FCA3 considers the figure arrived at after Step 3 is insufficient to deter the individual who committed the market abuse, or others, from committing further or similar abuse then the FCA3 may increase the penalty. Circumstances where the FCA3 may do this include:333(a) where the FCA3 considers the absolute value of the penalty too small in relation to the market abuse to meet its objective of credible deterrence;3(b) where previous FCA3 action in respect of similar
DEPP 6.5C.5GRP
The FCA3 and the individual on whom a penalty is to be imposed may seek to agree the amount of any financial penalty and other terms. In recognition of the benefits of such agreements, DEPP 6.7 provides that the amount of the financial penalty which might otherwise have been payable will be reduced to reflect the stage at which the FCA3 and the individual concerned reached an agreement. The settlement discount does not apply to the disgorgement of any benefit calculated at Step
REC 2.16A.1UKRP

Schedule to the Recognition Requirements Regulations, Paragraph 9A

1(1)

[A UK RIE] operating a multilateral trading facility must also operate a regulated market.

(2)

[A UK RIE] operating a multilateral trading facility must comply with those requirements of-

(a)

Chapter I of Title II of [MiFID], and

(b)

MiFID implementing Directive,

which are applicable to a market operator ... operating such a facility.

(3)

The requirements of this paragraph do not apply for the purposes of section 292(3)(a) of the Act (requirements for overseas investment exchanges and overseas clearing houses).

REC 2.16A.2GRP
1In determining whether a UK RIE operating a multilateral trading facility complies with those requirements of Chapter I of Title II of MiFID and the MiFID implementing Directive which are applicable to a market operator operating such a facility, the FCA2 will have regard to the compliance of the UK RIE with equivalent recognition requirements.2
SUP 17.3.1EURP

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 FCA 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]

SUP 17.3.3EURP

1A trade matching or reporting system shall be approved by the FCA 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 17.3.4GRP
1The approved reporting mechanisms2 are listed on the FCA's website at: www.fca.org.uk/markets/transaction-reporting/approved-reporting-mechanisms.2[Note: These systems will be listed following the approval of a trade matching or reporting system].22
SUP 17.3.5GRP
1Section 412A of the Act contains provisions which are concerned with the manner in which the FCA will carry out its approval and monitoring of trade matching or reporting systems.
SUP 17.3.6GRP
1A report is made to the FCA when it is received by the FCA. 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 FCA.
REC 3.2.2RRP
Unless otherwise stated in the notification rule, a written notification required from a recognised body under any notification rule must be:(1) given to, or addressed for the attention of, the recognised body's usual supervisory contact at the FCA;11(2) delivered to the FCA1 by one of the methods in REC 3.2.3 R.1
REC 3.2.3RRP

Methods of notification

Method of delivery

(1)

Post to the address in REC 3.2.4 R

(2)

Leaving the notification at the address in REC 3.2.4 R and obtaining a time-stamped receipt

(3)

Electronic mail to an address for the recognised body's usual supervisory contact at the FCA1 and obtaining an electronic confirmation of receipt

1

(4)

Hand delivery to the recognised body's usual supervisory contact at the FCA1

1

(5)

Fax to a fax number for the recognised body's usual supervisory contact at the FCA,1provided that the FCA1 receives a copy of the notification by one of methods (1) - (4) in this table within five business days after the date of the faxed notification

11
REC 3.2.4RRP
The address for a written notification to the FCA1 is:The Financial Conduct Authority125 The North ColonnadeCanary WharfLondon E14 5HS11
REC 3.2.5RRP
If a notification rule requires notification within a specified period:(1) the recognised body must give the notification so as to be received by the FCA1 no later than the end of that period; and 1(2) if the end of that period falls on a day which is not a business day, the notification must be given so as to be received by the FCA1 no later than the first business day after the end of that period.1
FEES 7.1.4GRP
Paragraph 12(1) of Part 2 of Schedule 1A to the Act enables the FCA to make rules requiring certain2authorised persons or payment service providers or electronic money issuers2 to pay to the FCA specified amounts or amounts calculated in a specified way in order to meet a proportion of:22(1) the expenses incurred by the FCA in establishing the CFEB, whenever these were incurred; and(2) the expenses incurred, or expected to be incurred, by the CFEB in connection with the discharge
FEES 7.1.6GRP
The FCA must have regard to other anticipated sources of funding of the costs described in FEES 7.1.4 G when setting the CFEB levy.
FEES 7.1.7GRP
The amounts to be paid under the CFEB levy may include a component to cover the FCA's expenses in collecting the payments.
FEES 7.1.8GRP
The FCA must pay to the CFEB the amounts that it receives under the CFEB levy apart from amounts in respect of its collection costs (which it may keep).
FEES 7.1.9GRP
Paragraph 7(1) of Part 1 of Schedule 1A to the Act requires the CFEB to adopt an annual budget which has been approved by the FCA.
SUP 13.12.1GRP
(1) Given the complexity of issues raised by passporting, UK firms are advised to consult legislation and also to obtain legal advice at earliest opportunity. Firms are encouraged to contact their usual supervisory contact at the appropriate UK regulator5 to discuss their proposals. However, a UK firm which is seeking guidance on procedural or notification issues relating to passporting should contact the FCA and PRA authorisations teams, as and where appropriate.555(2) An applicant
SUP 13.12.2GRP
To contact the FCA and/or PRA authorisations teams, please see the details provided on that regulator's website.5534
INSPRU 8.2.24RRP
The Society must, as soon as it is practical to do so, notify the FCA2of its intention to make any amendment which may alter the meaning or effect of any byelaw, including:2(1) any Lloyd's trust deed;(2) any standard form letter of credit prescribed by the Society from time to time; or(3) any standard form guarantee agreement prescribed by the Society from time to time.
INSPRU 8.2.25RRP
The Society must provide the FCA2with full details of:2(1) the form of any new Lloyd's trust deed it intends to approve, as described in INSPRU 8.2.23 R and(2) any amendments falling within INSPRU 8.2.24 R.
INSPRU 8.2.28RRP
The information provided to the 2FCA2by the Society under INSPRU 8.2.25 R must include:(1) a statement of the purpose of any proposed amendment or new Lloyd's trust deed and the expected impact, if any, on policyholders, managing agents, members, and potential members; and(2) a description of the consultation undertaken under INSPRU 8.2.26 R including a summary of any significant responses to that consultation.
INSPRU 8.2.29GRP
The FCA2would normally expect to receive the information required under INSPRU 8.2.25 R and INSPRU 8.2.28 R not less than three months in advance of the proposed change.2
SUP 9.3.1GRP
Business and internal control risks vary from firm to firm, according to the nature and complexity of the business. The FCA's assessment of these risks is reflected in how its rules apply to different categories of firm as well as in the use of its other regulatory tools. One of the tools the FCA has available is to give a firm individual guidance on the application of the requirements or standards under the regulatory system in the firm's particular circumstances.
SUP 9.3.2GRP
The FCA6 may give individual guidance to a firm on its own initiative if it considers it appropriate to do so. For example:6(1) the FCA6 may consider that general guidance in the Handbook does not appropriately fit a firm's particular circumstances (which may be permanent or temporary) and therefore decide to give additional individual guidance to the firm;6(2) some of the FCA's6 requirements are expressed in general terms; however, there may be times when the FCA6 will wish to
SUP 9.3.3GRP
If the FCA intends to give a firm individual guidance on its own initiative, it will normally seek to discuss the issue with the firm and agree suitable individual guidance.
SUP 9.3.4GRP
Individual guidance given to a firm on the FCA's own initiative will normally be given in writing.
REC 6.2.1GRP
(1) Overseas investment exchanges which are considering whether to seek authorisation or recognition should first consider whether they will be carrying on regulated activities in the United Kingdom. Overseas investment exchanges which do not carry on regulated activities in the United Kingdom need take no action.33(2) Prospective applicants should discuss authorisation and recognition with the FCA3 before deciding whether to seek authorisation or recognition.3
REC 6.2.2GRP
A prospective applicant may wish to contact the Markets Division at the FCA3 at an early stage for advice on the preparation, scheduling and practical aspects of an application to become an overseas recognised body.3
REC 6.2.3GRP
Applicants for authorised person status should refer to the FCA3 website “Authorisation”: www.fca.org.uk/firms/authorisation1. Applications for recognition as an overseas recognised body should be addressed to:The Financial Conduct Authority3 (Markets Division)25 The North ColonnadeCanary WharfLondon E14 5HS133
REC 6.2.4GRP
There is no standard application form for application for recognition as an ROIE2. An application should be made in accordance with any direction the FCA3 may make under section 287 (Application by an investment exchange) of the Act and should include:333(1) the information, evidence and explanatory material necessary to demonstrate to the FCA3 that the recognition requirements (set out in REC 6.3) will be met;(2) the application fee (see REC 7);(3) the address of the applicant's
REC 6.2.5GRP
The FCA3 may require further information from the applicant and may need to have discussions with the appropriate authorities in the applicant's home territory. To allow sufficient time for applications to be processed and for the necessary contacts to be made with the appropriate home territory authorities, applications should be made not later than six months before the applicant wishes the recognition order to take effect. No guarantee can be given that a decision will be reached
PERG 9.6.2GRP
Under the investment condition, the reasonable investor is looking to satisfy two criteria. Both of these are fundamental to his decision to invest. But the thresholds referred to in PERG 9.6.1 G (1) and PERG 9.6.1 G (2) are different. In the FCA's view, a person expects something where he regards it as likely to happen or anticipates that events will turn out in a particular way. A person is satisfied of something where he has made up his mind or is persuaded that it is the case.
PERG 9.6.3GRP
Section 236(3) of the Act states clearly that the investment condition must be met 'in relation to BC'. In the FCA's view, this means that the investment condition should not be applied rigidly in relation to specific events such as particular issues of shares or securities or in relation to particular points in time. The requirements of the investment condition must be satisfied in relation to the overall impression of the body corporate itself, having regard to all the circ
PERG 9.6.4GRP
In the FCA's view, and within limits, the investment condition allows for the possibility that a body corporate that is an open-ended investment company may issue shares or securities with different characteristics. Some shares or securities may clearly satisfy the condition whereas others may not. The FCA considers that a reasonable investor contemplating investment in such a body corporate may still take the view, looking at the body corporate overall, that the investment condition
PERG 9.6.6GRP
The FCA considers that the reference in PERG 9.6.5 G (3) to corresponding provisions in force in another EEA State will include provisions that derive from the maintenance of capital requirements of the Second Council Directive on co-ordination of safeguards which, for the protection of the interests of members and others, are required by Member States of companies (77/91/EEC).
PERG 9.6.7GRP
The FCA's views on the following three elements of the investment condition are explained separately:(1) the 'reasonable investor' (see PERG 9.7 (The investment condition: the 'reasonable investor'));(2) the 'expectation' test (see PERG 9.8 (The investment condition: the 'expectation test' (section 236(3)(a) of the Act))); and(3) the 'satisfaction' test (see PERG 9.9 (The investment condition: the 'satisfaction test' (section 236(3)(b) of the Act)).
REC 2.2.1UKRP

Recognition Requirements Regulations, Regulation 6

2(1) In considering whether a [UK recognised body] or applicant satisfiesrecognition requirements applying to it under these [Recognition Requirements Regulations], the [FCA]3 may take into account all relevant circumstances including the constitution of the person concerned and its regulatory provisions within the meaning of section 300E3 of the Act.

33

(2) Without prejudice to the generality of paragraph (1), a [UK recognised body] or applicant may satisfyrecognition requirements applying to it under these [Recognition Requirements Regulations] by making arrangements for functions to be performed on its behalf by any otherperson.

(3) Where a [UK recognised body] or applicant makes arrangements of the kind mentioned in paragraph (2), the arrangements do not affect the responsibility imposed by the Act on the [UK recognised body] or applicant to satisfy recognition requirements applying to it under these [Recognition Requirements Regulations ], but it is in addition a recognition requirement applying to the [UK recognised body] or applicant that the person who performs (or is to perform) the functions is a fit and proper person who is able and willing to perform them.

REC 2.2.2GRP
The FCA3 will usually expect :3(1) the constitution, regulatory provisions and practices of the UK recognised body or applicant;(2) the nature (including complexity, diversity and risk) and scale of the UK recognised body's or applicant's business; (3) the size and nature of the market which is supported by the UK recognised body's or applicant's facilities; (4) the nature and status of the types of investor who use the UK recognised body's or applicant's facilities or have an
REC 2.2.3GRP
It is the UK recognised body's responsibility to demonstrate to the FCA3 that a person who performs a function on behalf of the UK recognised body is fit and proper and able and willing to perform that function. The recognition requirement referred to in Regulation 6(3) applies to the UK recognised body and not to any person who performs any function on its behalf. In this context, for a person to be "fit and proper" does not necessarily imply that he is an authorised person,
REC 2.2.6GRP
In determining whether the UK recognised body meets the recognition requirement in Regulation 6(3), the FCA3 may have regard to whether that body has ensured that the person who performs that function on its behalf:3(1) has sufficient resources to be able to perform the function (after allowing for any other activities);(2) has adequate systems and controls to manage that function and to report on its performance to the UK recognised body;(3) is managed by persons of sufficient
REC 2.2.7GRP
In determining whether a UK recognised body continues to satisfy the recognition requirements where it has made arrangements for any function to be performed on its behalf by any person , the FCA3 may have regard, in addition to any of the matters described in the appropriate section of this chapter, to the arrangements made to exercise control over the performance of the function, including:3(1) the contracts (and other relevant documents) between the UK recognised body and the