Related provisions for REC 3.14.9

LR 9.6.13R01/07/2005

A listed company must notify a RIS of the following information in respect of any new director appointed to the board as soon as possible following the decision to appoint the director and in any event within five business days of the decision:(1) details of all directorships held by the director in any other publicly quoted company at any time in the previous five years, indicating whether or not he is still a director;(2) any unspent convictions in relation to indictable offences;(3)

COLL 6.9.8BG01/07/2014

(1) 8ESMA has issued guidelines on the use of the term ‘UCITS ETF’. A ‘UCITS ETF’ is a UCITS with at least one unit or share class which is traded throughout the day, on at least one regulated market or multilateral trading facility, with at least one market maker that takes action to ensure that the stock exchange value of its units or shares does not significantly vary from its net asset value and, where applicable, its indicative net asset value.(2) A ‘UCITS ETF’ should use

FEES 6.7.6R01/04/2013

If a firm ceases to be a participant firm or carry out activities within one or more classes54 part way through a financial year4 of the compensation scheme:4(1) it will remain liable for any unpaid levies which the FSCS has already made on the firm; and41(2) the FSCS may make one or more levies4 upon it (which may be before or after the firm5 has ceased to be a participant firm or carry out activities within one or more classes5,4 but must be before it ceases to be an authorised

PR App 1.1.129/07/2016

1Note: The following definitions relevant to the prospectus rules are extracted from the Glossary.

Act	the Financial Services and Markets Act 2000.
admission to trading	admission to trading on a regulated market.
advertisement	(as defined in the PD Regulation) announcements:
	(1)	relating to a specific offer to the public of securities or to an admission to trading on a regulated market; and
	(2)	aiming to specifically promote the potential subscription or acquisition of securities.4
applicant	an applicant for approval of a prospectus or supplementary prospectus relating to transferable securities.
asset backed security	(as defined in the PD Regulation) securities which:
	(1)	represent an interest in assets, including any rights intended to assure servicing, or the receipt or timeliness of receipts by holders of assets of amounts payable thereunder; or
	(2)	are secured by assets and the terms of which provide for payments which relate to payments or reasonable projections of payments calculated by reference to identified or identifiable assets.
base prospectus	a base prospectus referred to in PR 2.2.7 R.
body corporate	(in accordance with section 417(1) of the Act (Definitions) any body corporate, including a body corporate constituted under the law of a country or territory outside the United Kingdom;
building block	(as defined in the PD Regulation) a list of additional information requirements, not included in one of the schedules, to be added to one or more schedules, as the case may be, depending on the type of instrument and/or transaction for which a prospectus or base prospectus is drawn up.4
collective investment undertaking other than the closed-end type	(in PR) (as defined in Article 2.1(o) of the prospectus directive) unit trusts and investment companies:
	(1)	the object of which is the collective investment of capital provided by the public, and which operate on the principle of risk-spreading;
	(2)	the units of which are, at the holder's request, repurchased or redeemed, directly or indirectly, out of the assets of these undertakings.4
4 company	any body corporate.
Consolidated Admissions and Reporting Directive	Directive 2001/34/EC of the European Parliament and of the Council on the admission of securities to official stock exchange listing and on information to be published on those securities.
credit institution	as defined in article 4(1)(1) of the 7 EU CRR.7 7 7
director	(in accordance with section 417(1)(a) of the Act) a person occupying in relation to it the position of a director (by whatever name called) and, in relation to an issuer which is not a body corporate, a person with corresponding powers and duties.
EEA State	(in accordance with paragraph 8 of Schedule 3 to the Act (EEA Passport Rights)) a State which is a contracting party to the agreement on the European Economic Area signed at Oporto on 2 May 1992, as it has effect for the time being; as at 1 May 2004, the following are the EEA States: Austria, Belgium, Cyprus, the Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Italy, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, the Netherlands, Norway, Poland, Portugal, the Slovak Republic, Slovenia, Spain, Sweden and the United Kingdom.
equity security	(as defined in Article 2.1(b) of the prospectus directive) shares and other transferable securities equivalent to shares in companies, as well as any other type of transferable securities giving the right to acquire any of the aforementioned securities as a consequence of their being converted or the rights conferred by them being exercised, provided that securities of the latter type are issued by the issuer of the underlying shares or by an entity belonging to the group of the said issuer.
equity share	shares comprised in a company's equity share capital.
equity share capital	(for a company), its issued share capital excluding any part of that capital which, neither as respects dividends nor as respects capital, carries any right to participate beyond a specified amount in a distribution.
ESMA Prospectus Opinions 10 8	the following opinions published by ESMA:10
	(1)	Format of the base prospectus and consistent application of article 26(4) of the Prospectus Regulation (ESMA/2013/1944);10
	(2)	Framework for the assessment of third country prospectuses under article 20 of the Prospectus Directive (ESMA/2013/317);10
	(3)	Assessment of Israeli laws and regulations on prospectuses (ESMA/2015/1015); and10
	(4)	Assessment of Turkish laws and regulations on prospectuses (ESMA/2016/268). 10
8ESMA Prospectus Questions and Answers	the Questions and Answers for prospectuses published by ESMA (ESMA/2016/576)10.
ESMA Prospectus Recommendations8 8	the ESMA update of the CESR8recommendations: The consistent implementation of Commission Regulation (EC) No 809/2004 implementing the Prospectus Directive (ESMA/2013/319).8 8
executive procedures	the procedures relating to the giving of warning notices, decision notices and supervisory notices that are described in DEPP 4 (Decision by FCA staff under executive procedures)2. 2 2
FCA	the Financial Conduct Authority.
guarantee	(as defined in the PD Regulation) any arrangement intended to ensure that any obligation material to the issue will be duly serviced, whether in the form of guarantee, surety, keep well agreement, mono-line insurance policy or other equivalent commitment.
guarantor	a person that provides a guarantee.
Home State or Home Member State	(as defined in section 102C of the Act) in relation to an issuer of transferable securities, the EEA State which is the "home Member State" for the purposes of the prospectus directive (which is to be determined in accordance with Article 2.1(m) of that directive).
Host State or Host Member State	(as defined in Article 2.1(n) of the prospectus directive) the EEA State where an offer to the public is made or admission to trading is sought, when different from the home State.
issuer	(as defined in section 102A of the Act) a legal person who issues or proposes to issue the transferable securities in question.4
4 key information	(in PR) (as defined in section 87A(9) and (10) of the Act) the information which is essential to enable investors to understand the transferable securities to which the prospectus relates and decide whether to consider the offer further. The key information must include:
	(a)	the essential characteristics of, and risks associated with, the issuer and any guarantor, including their assets, liabilities and financial positions;
	(b)	the essential characteristics of, and risks associated with, investment in the transferable securities, including any rights attaching to the securities;
	(c)	the general terms of the offer, including an estimate of the expenses charged to an investor by the issuer and the offeror, if not the issuer;
	(d)	details of the admission to trading; and
	(e)	the reasons for the offer and proposed use of the proceeds.
5 limited liability partnership	(a)	a body corporate incorporated under the Limited Liability Partnerships Act 2000;
	(b)	a body corporate incorporated under legislation having the equivalent effect to the Limited Liability Partnerships Act 2000.
MiFID 3	The European Parliament and Council Directive on markets in financial instruments (No. 2004/39/EC). See also MiFID Regulation and MiFID implementing Directive.3
non-equity transferable securities	(as defined in section 102A of the Act) all transferable securities that are not equity securities.
	Note: In the prospectus directive and the PD Regulation, the Commission uses the term "non-equity securities" rather than "non-equity transferable securities".
offer	an offer of transferable securities to the public.
offer of transferable securities to the public	(as defined in section 102B of the Act), in summary:
	(a)	a communication to any person which presents sufficient information on: (i) the transferable securities to be offered, and (ii) the terms on which they are offered, to enable an investor to decide to buy or subscribe for the securities in question;
	(b)	which is made in any form or by any means;
	(c)	including the placing of securities through a financial intermediary;
	(d)	but not including a communication in connection with trading on: (i) a regulated market; (ii) a multilateral trading facility; or (iii) any market prescribed by an order under section 130A of the Act.
	Note: This is only a summary, to see the full text of the definition, readers should consult section 102B of the Act.
offering programme	(as defined in Article 2.1(k) of the prospectus directive) a plan which would permit the issuance of non-equity securities, including warrants in any form, having a similar type and/or class, in a continuous or repeated manner during a specified issuing period.
offeror	a person who makes an offer of transferable securities to the public.
5 officer	(in relation to a body corporate) (as defined in section 400(5) of the Act (Offences by bodies corporate etc)) a director, member of the committee of management, chief executive, manager, secretary, or other similar officer of the body, or a person purporting to act in that capacity or a controller of the body.
overseas company	a company incorporated outside the United Kingdom.
Part 6 rules	(in accordance with section 73A(1) of the Act), rules made for the purposes of Part 6 of the Act.
5partnership	(in accordance with section 417(1) of the Act (Definitions)) any partnership, including a partnership constituted under the law of a country or territory outside the United Kingdom, but not including a limited liability partnership.
PD	prospectus directive.
PD Regulation	Regulation number 809/2004 of the European Commission.
person	(in accordance with the Interpretation Act 1978) any person, including a body of persons corporate or unincorporated that is, a natural person, a legal person and, for example, a partnership).
PR	the Prospectus Rules sourcebook.
profit estimate	(as defined in the PD Regulation) a profit forecast for a financial period which has expired and for which results have not yet been published.
profit forecast	(as defined in the PD Regulation) a form of words which expressly states or by implication indicates a figure or a minimum or maximum figure for the likely level of profits or losses for the current financial period and/or financial periods subsequent to that period, or contains data from which a calculation of such a figure for future profits or losses may be made, even if no particular figure is mentioned and the word "profit" is not used.
property collective investment undertaking	(as defined in the PD Regulation) a collective investment undertaking whose investment objective is the participation in the holding of property in the long term.
prospectus	a prospectus required under the prospectus directive.
prospectus directive	the Directive of the European Parliament and of the Council of 4 November 2003 on the prospectus to be published when securities are offered to the public or admitted to trading (No 2003/71/EC).
Prospectus RTS Regulations 9 8	9(1)	9Commission Delegated Regulation (EU) No 382/2014 supplementing Directive 2003/71/EC of the European Parliament and of the Council with regard to regulatory technical standards for publication of supplements to the prospectus9; and
	9(2)	9Commission Delegated Regulation (EU) 2016/301 supplementing Directive 2003/71/EC of the European Parliament and of the Council with regard to regulatory technical standards for approval and publication of the prospectus and dissemination of advertisements and amending Commission Regulation (EC) No 809/2004.
Prospectus Rules	(as defined in section 73A(4) of the Act) rules expressed to relate to transferable securities.
Public international body	(as defined in the PD Regulation) a legal entity of public nature established by an international treaty between sovereign States and of which one or more Member States are members.
qualified investor	(as defined in section 86(7) of the Act) in relation to an offer of transferable securities:4
	(a)	a person or entity described in points (1) to (4) of Section I of Annex II to MiFID, other than a person who, before the making of the offer, has agreed in writing with the relevant firm (or each of the relevant firms) to be treated as a non-professional client in accordance with MiFID; or4 4
	(b)	a person who has made a request to one or more relevant firms to be treated as a professional client in accordance with Section II of Annex II to MiFID and has not subsequently, but before the making of the offer, agreed in writing with the relevant firm (or each of the relevant firms) to be treated as a non-professional client in accordance with the final paragraph of Section I of Annex II of MiFID; or4 4
	(c)	a person who is recognised as an eligible counterparty in accordance with article 24 of MiFID and has not, before the making of the offer, agreed in writing with the relevant firm (or each of the relevant firms) to be treated as a non-professional client in accordance with the final paragraph of Section I of Annex II of MiFID; or4 4
	(d)	a person whom any relevant firm is authorised to continue to treat as a professional client in accordance with article 71(6) of MiFID.4
registration document	a registration document referred to in PR 2.2.2 R.
regulated information	(as defined in the PD Regulation) all information which the issuer, or any person who has applied for the admission of securities to trading on a regulated market without the issuer’s consent, is required to disclose under Directive 2001/34/EC or under Article 6 of Directive 2003/6/EC.3
regulated market	a multilateral system operated and/or managed by a market operator, which brings together or facilitates the bringing together of multiple third-party buying and selling interests in financial instruments in the system and in accordance with its non-discretionary rules in a way that results in a contract, in respect of the financial instruments admitted to trading under its rules and/or systems, and which is authorised and functions regularly and in accordance with the provisions of Title III of MiFID.3
RIS	Regulatory Information Service.
risk factors	(as defined in the PD Regulation) a list of risks which are specific to the situation of the issuer and/or the securities and which are material for taking investment decisions.
rule	(in accordance with section 417(1) of the Act (Definitions)) a rule made by the FCA under the Act.
schedule	(as defined in the PD Regulation) a list of minimum information requirements adapted to the particular nature of the different types of issuers and/or the different securities involved.
securities issued in a continuous and repeated manner	(as defined in Article 2.1(l) of the prospectus directive) issues on tap or at least two separate issues of securities of a similar type and/or class over a period of 12 months.
securities note	a securities note referred to in PR 2.2.2 R.
small and medium-sized enterprise	(as defined in Article 2.1(f) of the prospectus directive) companies, which, according to their last annual or consolidated accounts, meet at least two of the following three criteria: an average number of employees during the financial year of less than 250, a total balance sheet not exceeding €43,000,000 and an annual net turnover not exceeding €50,000,000.
special purpose vehicle	(as defined in the PD Regulation) an issuer whose objects and purposes are primarily the issue of securities.
statutory notice associated decision	a decision which is made by the FCA and which is associated with a decision to give a statutory notice, including a decision:
statutory notice decision	a decision by the FCA on whether or not to give a statutory notice.
	(a)	to determine or extend the period for making representations;
	(b)	to determine whether a copy of the statutory notice needs to be given to any third party and the period for him to make representations;
	(c)	to refuse access to FCA material;
	(d)	as to the information which it is appropriate to publish about the matter to which a final notice or an effective supervisory notice relates.
summary	(in relation to a prospectus) the summary included in the prospectus.
supplementary prospectus	a supplementary prospectus containing details of a new factor, mistake or inaccuracy.
transferable security	(as defined in section 102A of the Act) anything which is a transferable security for the purposes of MiFID 3, other than money-market instruments for the purposes of that directive which have a maturity of less than 12 months. 3
	Note: In the prospectus directive and PD regulation, the Commission uses the term "security" rather than "transferable security".
umbrella collective investment scheme	(as defined in the PD Regulation) a collective investment undertaking invested in one or more collective investment undertakings, the asset of which is composed of separate class(es) or designation(s) of securities.
United Kingdom	England and Wales, Scotland and Northern Ireland (but not the Channel Islands or the Isle of Man).
units of a collective investment scheme	(as defined in Article 2.1(p) of the prospectus directive) securities issued by a collective investment undertaking as representing the rights of the participants in such an undertaking over its assets.
working day	(as defined in section 103 of the Act) any day other than a Saturday, a Sunday, Christmas Day, Good Friday or a day which is a bank holiday under the Banking and Financial Dealings Act 1971 in any part of the United Kingdom.

BIPRU 9.11.10R31/12/2010

When the conditions in this paragraph have been met, and in order to determine its exposure value, a conversion figure of 50% may be applied to the nominal amount of a liquidity facility. The risk weight to be applied is the highest risk weight that would be applied to any of the securitised exposures under the standardised approach by a firm holding the exposures. Those conditions are as follows:11(1) the liquidity facility documentation must clearly identify and limit the circumstances

IFPRU 11.5.5G19/01/2015

An RRD group financial support agreement may allow for financial support: (1) in the form of:(a) a loan;(b) a guarantee;(c) the use of assets as collateral; or(d) any combination of those forms; and(2) in one or more transactions, including between the beneficiary of the support and a third party.[Note: article 19(5)(b) of RRD]

PERG 9.3.3G01/07/2005

An open-ended investment company may be described, in general terms, as a body corporate, most or all of the shares in, or securities of, which can be realised within a reasonable period. Realisation will typically involve the redemption or repurchase of shares in, or securities of, the body corporate. This realisation must be on the basis of the value of the property that the body corporate holds (that is, the net asset value).

BIPRU 5.7.3R01/01/2007

Where a firm buys credit protection through a total return swap and records the net payments received on the swap as net income, but does not record offsetting deterioration in the value of the asset that is protected (either through reductions in fair value or by an addition to reserves), the credit protection must not be recognised as eligible.[Note: BCD Annex VIII Part 1 point 31]

DTR 2.2.6G03/07/2016

It is not possible to prescribe how the reasonable investor test will apply in all possible situations. Any assessment may need to1 take into consideration the anticipated impact of the information in light of the totality of the issuer's activities, the reliability of the source of the information and other market variables likely to affect the relevant financial instrument in the given circumstances. However, information which is likely to be considered relevant to a reasonable

APER 4.1.10G07/03/2016

3Deliberately misusing the assets or confidential information of a client or of their firm falls within APER 4.1.2 G.

IPRU-INV 5 App 1.1G05/11/2016

1The following words or terms throughout IPRU-INV 5 appearing in bold (other than headings and titles) are to have the meanings given to them below if not inconsistent with the subject or context. If a defined term is italicised the definition appearing in the main Handbook Glossary applies.

Term	Meaning
accounting reference date	means:
	(a)	the date to which a firm's accounts are prepared in order to comply with the relevant Companies Act legislation. In the case of a firm not subject to Companies Act legislation, the equivalent date selected by the firm; and
	(b)	in the case of an OPS firm which is not subject to the relevant Companies Act legislation, the date to which the accounts of the OPS in respect of which the firm acts are prepared.
annual expenditure	has the meaning given in IPRU-INV 5.5.1 (Determination).
category a body	means:
	(a)	the government or central bank of a zone a country; or
	(b)	EU or Euratom (the European Atomic Energy Community); or
	(c)	the government or central bank of any other country, provided the receivable in question is denominated in that country's national currency.
category b body	means:
	(a)	the European Investment Bank (EIB) or a multi-lateral development bank; or
	(b)	the regional government or local authority of a zone a country; or
	(c)	an investment firm or credit institution authorised in a zone a country; or
	(d)	a recognised clearing house or exchange; or
	(e)	an investment firm or credit institution authorised in any other country, which applies a financial supervision regime at least equivalent to the Capital Adequacy Directive.
counterparty	means any person with or for whom a firm carries on regulated business or an ancillary activity.
counterparty risk requirement	has the meaning given in IPRU-INV 5.11.1R (Counterparty risk requirement).
expenditure based requirement	means the requirement calculated in accordance with IPRU-INV 5.9.1R (Expenditure based requirement).
financial resources	has the meaning given in IPRU-INV 5.2.3R (Financial resources).
financial resources requirement	has the meaning given in IPRU-INV 5.4.1R (Determination of requirement).
financial resources rules	has the meaning given in IPRU-INV 5.2.
financial return	means quarterly financial return or monthly financial return as the case may be.
foreign exchange position	has the meaning given in IPRU-INV 5.14.1R (Foreign exchange requirement).
investment	means a designated investment in the main Glossary.
investment business	means designated investment business in the main Glossary.
investment firm	has the meaning given to investment firm in the main Glossary except that it excludes persons to which MiFID does not apply as a result of articles 2 or 3 of MiFID.
investment firm	Note: An investment firm is not necessarily a firm for the purposes of the rules.
investment manager	means a person who, acting only on behalf of a customer, either:
	(a)	manages an account or portfolio in the exercise of discretion; or
	(b)	has accepted responsibility on a continuing basis for advising on the composition of the account or portfolio.
liquid capital	has the meaning given in IPRU-INV 5.3.1R (Calculation of own funds and liquid capital).
liquid capital requirement	has the meaning given in IPRU-INV 5.4.4R (Liquid capital requirement).
non-retail client	means a professional client or an eligible counterparty.
OPS or occupational pension scheme	means any scheme or arrangement which is comprised in one or more instruments or agreements and which has, or is capable of having, effect in relation to one or more descriptions or categories of employment so as to provide benefits, in the form of pensions or otherwise, payable on termination of service, or on death or retirement, to or respect of earners with qualifying service in an employment of any such description or category.
OPS firm	means:
	(a)	a firm which:
		(i)	carries on OPS activity but not with a view to profit; and
		(ii)	is one or more of the following:
			(A)	a trustee of the occupational pension scheme in question;
			(B)	a company owned by the trustees of the occupational pension scheme in question;
			(C)	a company which is:
				(I)	an employer in relation to the occupational pension scheme in question in respect of its employees or former employees or their dependants; or
				(II)	a company within the group which includes an employer within (I); or
				(III)	an administering authority subject to the Local Government Superannuation Regulations 1986; or
	(b)	a firm which:
		(i)	has satisfied the requirements set out in (a) at any time during the past 12 months; but
		(ii)	is no longer able to comply with those requirements because of a change in the control or ownership of the employer referred to in (a)(ii) during that period.
otc derivative	means interest rate and foreign exchange contracts covered by Annex III to the previous version of the Banking Consolidation Directive (i.e. Directive (2000/12/EC) and off balance sheet contracts based on equities which are not traded on a recognised or designated investment exchange or other exchange where they are subject to daily margin requirements, excluding any foreign exchange contract with an original maturity of 14 calendar days or less.
other assets requirement	has the meaning given in IPRU-INV 5.17.1R (Other assets requirement).
own funds	has the meaning given in IPRU-INV 5.3.1R and IPRU-INV 5.3.2R, as applicable.
own funds requirement	has the meaning given in IPRU-INV 5.4.3R and IPRU-INV 5.4.4R (Own funds requirement), as applicable.
permitted business	means regulated activity which a firm has permission to carry on.
position risk requirement	has the meaning given in IPRU-INV 5.11.1R (Position risk requirement).
prescribed subordinated loan agreement	means the subordinated loan agreement prescribed by the appropriate regulator for the purposes of IPRU-INV 5.6.4R.
qualifying capital instrument	means that part of a firm's capital which is a security of indeterminate duration, or other instrument, that fulfils the following conditions:
	(a)	it may not be reimbursed on the bearer's initiative or without the prior agreement of the appropriate regulator;
	(b)	the debt agreement must provide for the firm to have the option of deferring the payment of interest on the debt;
	(c)	the lender's claims on the firm must be wholly subordinated to those of all non-subordinated creditors;
	(d)	the documents governing the issue of the securities must provide for debt and unpaid interest to be such as to absorb losses, whilst leaving the firm in a position to continue trading; and
	(e)	only fully paid-up amounts shall be taken into account.
qualifying capital item	means that part of a firm's capital which has the following characteristics:
	(a)	it is freely available to the firm to cover normal banking or other risks where revenue or capital losses have not yet been identified;
	(b)	its existence is disclosed in internal accounting records; and
	(c)	its amount is determined by the management of the firm and verified by independent auditors, and is made known to, and is monitored by, the FCA.
	Note: Verification by internal auditors will suffice until such time as EU provisions making external auditing mandatory have been implemented.
qualifying property	has the meaning given in IPRU-INV 5.7.1R (Qualifying property and qualifying amount defined).
qualifying subordinated loan	has the meaning given in IPRU-INV 5.6 (Qualifying subordinated loans).
qualifying undertaking	has the meaning given in IPRU-INV 5.7.3R (Qualifying undertakings).
readily realisable investment	means a unit in a regulated collective investment scheme, a life policy or any marketable investment other than one which is traded on or under the rules of a recognised or designated investment exchange so irregularly or infrequently:
	(a)	that it cannot be certain that a price for that investment will be quoted at all times; or
	(b)	that it may be difficult to effect transactions at any price which may be quoted.
regulated business	means designated investment business in the main Glossary.
relevant foreign exchange items	means:
	(a)	all assets less liabilities, including accrued interest, denominated in the currency (all investments at market or realisable value);
	(b)	any currency future, at the nominal value of the contract;
	(c)	any forward contract for the purchase or sale of the currency, at the contract value, including any future exchange of principal associated with currency swaps;
	(d)	any foreign currency options at the net delta (or delta-based) equivalent of the total book of such options;
	(e)	any non-currency option, at market value;
	(f)	any irrevocable guarantee;
	(g)	any other off-balance sheet commitment to purchase or sell an asset denominated in that currency.
reporting currency	means the currency in which the firm's books of account are maintained.
specified trustee business	1.	means any investment business carried on in the UK by a trustee firm, but excluding each of the following activities:
		(a)	Dealing or arranging deals in investments
			(i)	where the deal is transacted or arranged by a trustee firm with or through a PTP; or
			(ii)	where the dealing or arranging is done in the course of, or is incidental to, an activity of management falling within paragraph (b) below; or
			(iii)	where the trust is a unit trust scheme and the deal is or the arrangements are made with a view to either an issue or sale of units in such a scheme to, or a redemption or repurchase or conversion of such units or a dealing in investments for such a scheme carried out by with or through, the operator or on the instructions of the operator; or
			(iv)	where the trustee firm, being a bare trustee (or, in Scotland, a nominee) holding investments for another person, is acting on that person's instructions; or
			(v)	where any arrangements do not or would not bring about the transaction in question.
		(b)	Managing investments
			(i)	where the trustee firm has no general authority to effect transactions in investments at discretion; or
			(ii)	if and to the extent that all day-to-day decisions in relation to the management of the investments or any discrete part of the investments are or are to be taken by a PTP; or
			(iii)	if and to the extent that investment decisions in relation to the investments or any discrete part of the investments are or are to be taken substantially in accordance with the advice given by a PTP; or
			(iv)	where the trustee firm is a personal representative or executor and is acting in that capacity; or
			(v)	where the trust is a unit trust scheme and all day-to-day investment decisions in the carrying on of that activity are or are to be taken by the operator of the scheme.
		(c)	Investment advice
			(i)	where the relevant advice:
				(A)	does not recommend the entry into any investment transaction or the exercise of any right conferred by any investment to acquire, dispose of, underwrite or convert such an investment; and
			(ii)	if and to the extent that the relevant advice is in substance the advice of a PTP; or
			(iii)	where the relevant advice is given by the trustee firm acting in the capacity of personal representative or executor.
		(d)	Establishing, operating or winding up a collective investment scheme including acting as trustee of an authorised unit trust scheme but only to the extent that such activities do not otherwise constitute specified trustee business.
		(e)	Any trustee activity undertaken as trustee of an issue of debentures or government or public securities:
			(i)	where the issue is made by a company listed on a recognised investment exchange or on a designated investment exchange (or by a wholly-owned subsidiary of such a company); or
			(ii)	where the issue is listed or traded either on a recognised investment exchange or on a designated investment exchange or on the Société de la Bourse de Luxembourg; or
			(iii)	where the issue is made by a government, local authority or international organisation; or
			(iv)	where the aggregate amounts issued (pursuant to the trust deed or any deed supplemental thereto and ignoring any amounts redeemed, repurchased or converted) exceed the sum of £10,000,000.
	2.	For the purpose of this definition of "specified trustee business":
		(a)	a transaction is entered into through a person if that person:
			(i)	enters into it as agent; or
			(ii)	arranges for it to be entered into as principal or agent by another person and the arrangements are such that they bring about the transaction in question;
		(b)	investment transaction means a transaction to purchase, sell, subscribe for or underwrite a particular investment and "investment decision" means a decision relating to an investment transaction;
		(c)	debentures means any securities falling within article 77 of the RAO;
		(d)	government or public securities means any securities falling within article 78) of the RAO;
		(e)	government, local authority or international organisation means:
			(i)	the government of the United Kingdom, of Northern Ireland, or of any country or territory outside the United Kingdom;
			(ii)	a local authority in the United Kingdom or Anywhere; or
			(iii)	an international organisation the members of which include the United Kingdom or another EEA State.
		(f)	in determining the size of an issue of debentures or government or public securities made in a currency other than sterling, the amount of the issue shall be converted into sterling at the exchange rate prevailing in London on the date of issue.
total capital requirement	has the meaning given in IPRU-INV 5.4.5R (Total capital requirement).
trading book	in relation to a firm's business or exposures, means:
	(a)	its proprietary positions in financial instruments:
		(i)	which are held for resale and/or are taken on by the firm with the intention of benefiting in the short term from actual and/or expected differences between their buying and selling prices or from other price or interest-rate variations;
		(ii)	arising from matched principal broking;
		(iii)	taken in order to hedge other elements of the trading book;
	(b)	exposures due to unsettled securities transactions, free deliveries, OTC derivative instruments, repurchase agreements and securities lending transactions based on securities included in (a)(i) to (iii) above, reverse repurchase agreements and securities borrowing transactions based on securities included in (a)(i) to (iii) above; and
	(c)	fees, commission, interest and dividends, and margin on exchange-traded derivatives which are directly related to the items included in (a) and (b) above.
trustee activity	means, in relation to a firm, any activity undertaken in the course of or incidental to the exercise of any of its powers, or the performance of any of its duties, when
unit trust manager	means the manager of a unit trust scheme.
zone b country	means a country which is not a Zone A country in the Glossary.

COLL 3.2.6R01/10/2016

This table belongs to COLL 3.2.4 R (Matters which must be included in the instrument constituting the fund14)

14

	Name of scheme
1	A statement of:
	(1)	the name of the authorised fund; and
	(2)	whether the authorised fund is a UCITS scheme or a non-UCITS retail scheme.
	Investment powers in eligible markets
2	A statement that, subject to any restriction in the rules in this sourcebook or the instrument constituting the fund 14, the scheme has the power to invest in any eligible securities market or deal on any eligible derivatives market to the extent that power to do so is conferred by COLL 5 (Investment and borrowing powers). 14
	Unitholder's liability to pay
3	A provision that a unitholder in an AUT, ICVC or co-ownership scheme 12 is not liable to make any further payment after he has paid the price of his units and that no further liability can be imposed on him in respect of the units which he holds.
3A	A provision that a unitholder in a limited partnership scheme is not liable for the debts or obligations of the limited partnership scheme beyond the amount of the scheme property which is available to the authorised contractual scheme manager to meet such debts or obligations, provided that the unitholder does not take part in the management of the partnership business.12
3B	A provision that the exercise of rights conferred on limited partners by FCA rules does not constitute taking part in the management of the partnership business.12
	Base currency
4	A statement of the base currency of the scheme.
	Valuation and pricing
5	A statement setting out the basis for the valuation and pricing of the scheme.
	Duration of the scheme
6	If the scheme is to be wound up after a particular period expires, a statement to that effect.
	Object of the scheme
7	A statement:
	(1)	as to the object of the scheme, in particular the types of investments and assets in which it and each sub-fund (where applicable) may invest; and
	(2)	that the object of the scheme is to invest in property of that kind with the aim of spreading investment risk and giving unitholders the benefits of the results of the management of that property.
27A	Where the authorised fund is a qualifying money market fund, a statement to that effect and a statement that the authorised fund's investment objectives and policies will meet the conditions specified in the definition of qualifying money market fund.
	[deleted]13 13
	Government and public securities: investment in one issuer
8	Where relevant, for a UCITS scheme, a statement in accordance with COLL 5.2.12 R (Spread: government and public securities) with the names of 15the individual states, local authorities 15or public international bodies issuing or guaranteeing the transferable securities or approved money-market instruments 15in which more than 35% in value of the scheme property may be invested15.
	Classes of unit
9	A statement:
	(1)	specifying the classes of unit that may be issued, and for a scheme which is an umbrella, the classes that may be issued in respect of each sub-fund; and
	(2)	if the rights of any class of unit differ, a statement describing those differences in relation to the differing classes.
	Authorised fund manager's charges and expenses
10	A statement setting out the basis on which the authorised fund manager may make a charge and recover expenses out of the scheme property.
	Issue or cancellation directly through the ICVC or depositary of an AUT or ACS12
11	Where relevant, a statement authorising the issue or cancellation of units to take place through the ICVC or depositary of an AUT or ACS directly.12 12
	In specie issue and cancellation
12	Where relevant, a statement authorising payment for the issue or cancellation of units to be made by the transfer of assets other than cash.
	Restrictions on sale and redemption
13	Where relevant, the restrictions which will apply in relation to the sale and redemption of units under COLL 6.2.16 R (Sale and redemption).
	Voting at meetings
14	The manner in which votes may be given at a meeting of unitholders under COLL 4.4.8 R (Voting rights).
	Certificates
15	A statement:
	(1)	for ICVCs 15, authorising the issue of bearer certificates if any, and how such holders are to identify themselves; and 12
	(2)	authorising the person responsible for the register to charge for issuing any document recording, or for amending, an entry on the register, other than on the issue or sale of units.
	Income
16	A statement setting out the basis for the distribution or re-investment of income.
	Income equalisation
17	Where relevant, a provision for income equalisation.
	Redemption or cancellation of units on breach of law or rules
18	A statement that where any holding of units by a unitholder is (or is reasonably considered by the authorised fund manager to be) an infringement of any law, governmental regulation or rule, those units must be redeemed or cancelled.
	ICVCs: larger and smaller denomination shares
19	A statement of the proportion of a larger denomination share represented by a smaller denomination share for any relevant unit class.
	ICVCs: resolution to remove a director
20	A statement that the ICVC may (without prejudice to the requirements of regulation 21 of the OEIC Regulations (The Authority's approval for certain changes in respect of a company), by a resolution passed by a simple majority of the votes validly cast for and against the resolution at a general meeting of unitholders, remove a director before his period of office expires, despite anything else in the ICVC's instrument of incorporation or in any agreement between the ICVC and that director.
	ICVCs: unit transfers
21	A statement that the person designated for the purposes of paragraph 4 of Schedule 4 to the OEIC Regulations (Share transfers) is the person who, for the time being, is the ACD of the ICVC.1 7
	ICVCs and ACSs: Charges and expenses12
22	A statement that charges or expenses of the ICVCor ACS 12 may be taken out of the scheme property.10
	10ICVCs: Umbrella schemes - principle of limited recourse
1022A	For an ICVC which is an umbrella, a statement that the assets of a sub-fund belong exclusively to that sub-fund and shall not be used to discharge directly or indirectly the liabilities of, or claims against, any other person or body, including the umbrella, or any other sub-fund, and shall not be available for any such purpose.
	Co-ownership schemes: umbrella schemes - principle of limited recourse
22B	For a co-ownership scheme which is an umbrella, a statement that the property subject to a sub-fund is beneficially owned by the participants in that sub-fund as tenants in common (or, in Scotland, is the common property of the participants in that sub-fund) and must not be used to discharge any liabilities of, or meet any claims against, any person other than the participants in that sub-fund.12
	AUTs: governing law for a trust deed
23	A statement that the trust deed is made under and governed by the law of England and Wales, Wales or Scotland or Northern Ireland.
	AUTs: trust deed to be binding and authoritative
24	A statement that the trust deed:
	(1)	is binding on each unitholder as if it had been a party to it and that it is bound by its provisions; and
	(2)	authorises and requires the trustee and the manager to do the things required or permitted of them by its terms.
	AUTs: declaration of trust
25	A declaration that, subject to the provisions of the trust deed and all rules made under section 247 of the Act (Trust scheme rules) and for the time being in force:
	(1)	the scheme property (other than sums standing to the credit of the distribution account) is held by the trustee on trust for the unitholders according to the number of units held by each unitholder or, where relevant, according to the number of undivided shares in the scheme property represented by the units held by each unitholder; and
	(2)	the sums standing to the credit of the distribution account are held by the trustee on trust to distribute or apply them in accordance with COLL 6.8 (Income: accounting, allocation and distribution).
	AUTs: trustee's remuneration
26	Where relevant, a statement authorising payments to the trustee by way of remuneration for its services to be paid (in whole or in part) out of the scheme property.
	AUTs: responsibility for the register
27	A statement identifying the person responsible under the rules for the maintenance of the register.
	ACSs: governing law for a contractual scheme deed
1227A	A statement that the contractual scheme deed is made under and governed by the law of England and Wales, or Scotland or Northern Ireland.
	ACSs: contractual scheme deed to be binding and authoritative
1227B	A statement that the contractual scheme deed:
	(1)	is binding on each unitholder as if it had been a party to it and that it is bound by its provisions; and
	(2)	authorises and requires the depositary and the authorised contractual manager to do the things required or permitted of them by its terms.
	ACSs: ownership of scheme property
1227C	A statement that, subject to the provisions of the contractual scheme deed and all rules made under section 261I of the Act (Contractual scheme rules) and for the time being in force:
	(1)	the scheme property (other than sums standing to the credit of the distribution account) is held by, or to the order of, the depositary for and on behalf of the unitholders according to the number of units held by each unitholder or, where relevant, according to the number of undivided shares in the scheme property represented by the units held by each unitholder;
	(2)	the sums standing to the credit of the distribution account are held by the depositary to distribute or apply them in accordance with COLL 6.8 (Income: accounting, allocation and distribution); and
	(3)	the scheme property of a co-ownership scheme is beneficially owned by the participants as tenants in common (or, in Scotland, is the common property of the participants).
	ACSs: responsibility for the register
1227D	A statement identifying the person responsible under the rules for the maintenance of the register.
	ACSs: UCITS and NURS eligible investors
1227E	For an ACS which is a UCITS scheme or a non-UCITS retail scheme, a statement that units may not be issued to a person other than a:
	(1)	professional ACS investor;
	(2)	large ACS investor; or
	(3)	person who already holds units in the scheme.
1227F	A statement that the authorised contractual scheme manager must redeem units as soon as practicable after becoming aware that those units are vested in anyone (whether as a result of subscription or transfer of units) other than a person meeting the criteria in paragraph 27E.
	ACSs: UCITS and NURS transfer of units
1227G	(1)	A statement whether the transfer of units in the ACS scheme is either:
		(a) prohibited; or
		(b) allowed
	(2)	Where transfer of units is allowed in accordance with (1)(b), a statement that units may only be transferred in accordance with the conditions specified by FCA rules, including that units may not be transferred to a person other than a:
		(a) professional ACS investor;
		(b) large ACS investor; or
		(c) person who already holds units in the scheme.
	(3)	For a co-ownership scheme which is an umbrella, a statement in accordance with (1)(a) or (1)(b) and, where appropriate, a statement in accordance with (2), must also be made for the sub-funds. Where individual sub-funds have differing policies in relation to transfer of units, separate statements are required.
	Co-ownership schemes: constitution
1227H	For a co-ownership scheme, a statement that the arrangements constituting the scheme are intended to constitute a co-ownership scheme as defined in section 235A(2) of the Act.
	Co-ownership schemes: operator's powers
1227I	A statement that the operator of a co-ownership scheme is authorised to:
	(1)	acquire, manage and dispose of the scheme property; and
	(2)	enter into contracts which are binding on unitholders for the purposes of, or in connection with, the acquisition, management or disposal of scheme property.
	Co-ownership schemes: winding-up
1227J	A statement that the operator and depositary of a co-ownership scheme are required to wind up the scheme if directed to do so by the FCA in exercise of its power under section 261X (Directions) or section 261Z (Winding up or merger of master UCITS) of the Act.
	Limited partnership schemes: participants
1227K	A statement that the limited partners, other than the nominated partner, are to be the participants in the scheme.
	Limited partnership schemes: resignation of limited partners
1227L	A statement that the scheme is not dissolved on any person ceasing to be a limited partner or nominated partner provided that there remains at least one limited partner.
	Limited partnership schemes: inability to operate as an umbrella
1227M	A statement that the limited partnership scheme prohibits pooling as is mentioned in section 235(3)(a) of the Act in relation to separate parts of the scheme property, with the effect that the scheme cannot be an umbrella.
	3Investment in overseas4 property through an intermediate holding vehicle
328	3If investment in an overseas4 immovable is to be made through an intermediate holding vehicle or a series of intermediate holding vehicles, a statement that the purpose of that intermediate holding vehicle or series of intermediate holding vehicles will be to enable the holding of overseas4 immovables by the scheme.

EG 13.10.201/03/2016

1Exceptionally, the FCA will consider making such a challenge using its powers in sections 356 and 357 of the Act after considering, in particular, the following matters: (1) The composition of the creditors of the company including the ratio of consumer to non-consumer creditors or the nature of their claims; (2) whether the FCA has concerns, or is aware of concerns of creditors, about the regularity of the meeting or the identification of connected or associated

CONC 5.3.1G01/04/2014

(1) In making the creditworthiness assessment or the assessment required by CONC 5.2.2R (1), a firm should take into account more than assessing the customer's ability to repay the credit. [Note: paragraph 4.2 of ILG](2) The creditworthiness assessment and the assessment required by CONC 5.2.2R (1) should include the firm taking reasonable steps to assess the customer's ability to meet repayments under a regulated credit agreement in a sustainable manner without the customer incurring

REC 2.9.3G01/04/2013

In determining whether a UK recognised body has satisfactory arrangements for recording the transactions effected on its facilities,3 or cleared or to be cleared by another person3 by means of, its facilities, the FCA3 may have regard to:3(1) whether the UK recognised body has arrangements for creating, maintaining and safeguarding an audit trail of transactions for at least three years (five years in respect of transactions carried out by members who are not incorporated in the

FEES 3.2.7R01/10/2016

Table of application, notification, vetting and other fees payable to the FCA32

31

31Part 1: Application, notification and vetting fees
31(1) Fee payer	(2) Fee payable (£)37	Due date
(a) Any applicant for Part 4A permission (including an incoming firm applying for top-up permission) whose fee is not payable pursuant to sub- paragraph (ga) of this table26	(1) Unless (2),41 (3) or (4)41 applies, in1 respect of a particular application, the highest of the tariffs set out in FEES 3 Annex 1 part 11 which apply to that application. When both (A) and (B) apply, 50% of the tariff payable under (1):34 (2) 50% of the tariff payable under (1) is payable when either (a) or (b) apply: (a) the application is one referred to in paragraph p; or (b) the application is a limited permission case under . (A) the application only involves a simple change of legal status as set out in FEES 3 Annex 1 part 6; and34 (B) the application is:34 (i) a straightforward case under paragraph 2(d) or 3(g) of FEES 3 Annex 1; (ii) a moderately complex case under paragraph 2(e) or 3(h) of FEES 3 Annex 1; or (iii) a limited permission case under paragraph 3(i) of FEES 3 Annex 1. (3) If the applicant applies for registration under article 8(1) of the MCD Order at the same time as applying for a Part 4A permission, the fee payable is the higher of: 80 (i) the fee otherwise payable in (1) or (2); and 80 (ii) the fee payable in FEES 3 Annex 10AR. 80 (4) No fee is payable if the applicant satisfies the criteria set out in FEES 4 Annex 2BR(5)(a).41 1 80 34 34 34 34	On or before the application is made
(aa) A person who makes an application under section 24A of the Consumer Credit Act 1974 which meets the conditions of article 31 (Applications for a standard licence where no determination made before 1 April 2014) of the Financial Services and Markets Act 2000 (Regulated Activities) (Amendment) (No 2) Order 2013 (the “relevant application”)30	As (a) above less any amount paid to the Office of Fair Trading in relation to the relevant application.	Within 30 days of the date of the invoice.
(b) Any Treaty firm that wishes to exercise a Treaty right to qualify for authorisation under Schedule 4 to the Act (Treaty rights) in respect of regulated activities for which it does not have an EEA right, except for a firm providing cross border services only4	(1) Where no certificate has been issued under paragraph 3(4) of Schedule 4 to the Act the fee payable is, in respect of a particular exercise, set out in FEES 3 Annex 1, part 4 (2) Where a certificate in (i) has been issued no fee is payable	On or before the notice of exercise is given
(c) Any applicant for a certificate under article 54 of the Regulated Activities Order	2,000	On or before the application is made
(d) Applicants for an authorisation order for, or recognition under section 272 of the Act 27 of, a collective investment scheme	FEES 3 Annex 2R, part 227 27	On or before the application is made
(da) Applicants for the authorisation of an AIF as a UK ELTIF 36	FEES 3 Annex 2R, part 2A36	On or before the date the application is made36
(e) The management company 27 of a scheme making a notification under section 264 of the Act 27 27	FEES 3 Annex 2R, part 327 27	On or before the date the application is made28
28(ea) (i) An AIFM (other than a UK AIFM or an EEA AIFM with a branch in the UK) notifying the FCA of its intention to market an AIF in the UK under regulation 57 of the AIFMD UK regulation (ii) An AIFM notifying the FCA of its intention to market an AIF in the UK under regulation 58 or 59 of the AIFMD UK regulation	FEES 3 Annex 2 R, part 4	On or before the date the notification is made
28(eb) An applicant for registration on the register of small registered UK AIFM which the FCA is required to maintain under regulation 10 of the AIFMD UK regulation	£750	On or before the date the application is made
(f) Any person seeking an order under section 326(1) of the Act to become a designated professional body.	10,000	30 days after the order is granted
(g) Any applicant for recognition as a UK recognised body:17 (i) under section 287 of the Act; or17 (ii) under regulation 2(1) of the RAP regulations 17 78	FEES 3 Annex 3, part 1	On or before the date the application is made26
26(ga) Any applicant for: (i) a Part 4A permission to carry out the regulated activity of administering a specified benchmark; or35 administering a specified benchmark for one or more specified benchmarks or;35 (ii) varying its Part 4A permission to carry out the regulated activity of administering a specified benchmark for one or more specified benchmarks 35	FEES 3 Annex 3, part 1	On or before the date the application is made
(h) Any applicant for recognition as an ROIE 78 under section 287 or section 292 of the Act 78 78	FEES 3 Annex 3, part 2	On or before the date the application is made
(i) [deleted]35 35	35	35
(j) [deleted]38	38	38
(k) [deleted]35 35	35	35
(l) [deleted]38	38 7 2	38
(m) [deleted]38	38 7 2	38
(n) Applicants to be added to the list of designated investment exchanges	50,000	On or before the date the application is made
2(o) In relation to a BIPRU firm, either:29 (i) a firm applying to the FCA 29 for permission to use one of the advanced prudential calculation approaches listed in FEES 3 Annex 6 R (or guidance on its availability), including any future proposed amendments to those approaches or (in the case of any application being made for such permission to the FCA 29 as EEA consolidated supervisor under the (transposing parts of the BCD and CAD, as applicable under article 95(2) of the EU CRR 29)) any firm making such an application ;5 or (ii) in the case of an application to 5a Home State regulator other than the FCA 29 5for the use of the Internal Ratings Based approach and the Home State regulator requesting the FCA's 29 assistance in accordance with the Capital Requirements Regulations 2006 (transposing parts of the BCD and CAD, as applicable under article 95(2) of the EU CRR 29), any firm to which the FCA 29 would have to apply any decision to permit the use of that approach.5 1 1 2 29 5 78 29 5 78 29 5 78 29 78 29 78 29	(1) Unless5 (2) applies, FEES 3 Annex 6.5 (2) (a) Unless5 (b) applies a1 firm submitting a second application for the permission or5 guidance described in column (1) within 12 months of the first application (where the fee was paid in accordance with (1)) must pay 50% of the fee applicable to it under FEES 3 Annex 6, but only in respect of that second application (b) No fee is payable by a firm in relation to a successful application for a permission5 based on a minded to grant decision in respect of the same matter following a complete application for guidance in accordance with prescribed submission requirements.1 (c) No fee is payable where the Home State regulator has requested the assistance described in paragraph (o)(ii) of column 1 except in the cases specified in 5FEES 3 Annex 6.2 5 2 5 1 2 5 5 5 78 5 78 5	Where the firm has made an application directly to the FCA 29, on or before the date the application is made, otherwise within 30 days after the FCA 29 notifies the firm that its EEA parent's Home State regulator has requested assistance.2 29 2 78 29 78 29 78
29(oa) Either: (i) a firm applying to the 37 FCA for permission to use one of the internal approaches listed in FEES 3 Annex 6A (or guidance on its availability), including any future proposed amendments to those approaches or (in the case of any application being made for such permission to the 37 FCA as consolidating supervisor under the EU CRR) any firm making such an application; or (ii) in the case of an application to the consolidating supervisor other than the 37 FCA for the use of the IRB approach and the consolidating supervisor requesting the 37 FCA's assistance in accordance with the EU CRR, any firm to which the 37 FCA would have to apply any decision to permit the use of that approach. 37 37 37 37 37	(1) Unless (2) applies, FEES 3 Annex 6A. (2) (a) Unless (b) applies a firm submitting a second application for the permission or guidance described in column (1) within 12 months of the first application (where the fee was paid in accordance with (1)) must pay 50% of the fee applicable to it under FEES 3 Annex 6A, but only in respect of that second application. (b) No fee is payable by a firm in relation to a successful application for a permission based on a minded to grant decision in respect of the same matter following a complete application for guidance in accordance with prescribed submission requirements. (c) No fee is payable where the consolidating supervisor has requested the assistance described in paragraph (oa)(ii) of column 1. 37	Where the firm has made an application directly to the 37 FCA , on or before the date the application is made, otherwise within 30 days after the 37 FCA notifies the firm that its EEA parent's consolidating supervisor has requested assistance. 37 37
(p) A firm applying for a variation of its Part 4A permission whose fee is not payable pursuant to sub- paragraph (ga) of this table26	(1) Unless (2), (2A), (3), (3A), (3B), (3C) or (3D)41 applies, if the proposed new1 business of the firm would1 fall within one or more activity groups specified in Part 1 of FEES 4 Annex 1AR not applicable before the application1, the fee is 50% of the highest of the tariffs set out in FEES 3 Annex 1R37 which apply to that application. (2) Subject to (2A) below, if the firm's application includes an application for a Part 4A permission to carry on a new credit-related regulated activity, the fee is 50% of the highest of the tariffs set out in FEES 3 Annex 1R37 that would be payable under (1) above or, if higher, 50% of the highest of the tariffs set out in FEES 3 Annex 1R37 that would be payable in relation to the new credit-related regulated activity 30.37 (2A) If an applicant which already has a Part 4A permission to carry on a credit-related regulated activity exclusively applies for a Part 4A permission to carry on a new credit-related regulated activity, that is specified in Part 3 of FEES 3 Annex 1R37 in the straightforward category (or if it exclusively applies for a number of such permissions), the fee is £25030.37 (3) If the firm is in the A.1 fee-block at the date of the application and the variation involves adding any of the regulated activities of meeting of repayment claims or managing dormant account funds (including the investment of such funds), the fee is 50% of the fee in FEES 3 Annex 1 R that applies to that application11 (3A) If the applicant had a limited permission prior to the application to vary its Part 4A permission, 100% of the highest of the tariffs set out in FEES 3 Annex 1R37 which apply to that application30.37 (3B) If the applicant has a limited permission and its application exclusively relates to another limited permission, the fee is 030 (3C) If the applicant applies for registration under article 8(1) of the MCD Order at the same time as it applies for a variation of its Part 4A permission, the fee is the highest of the fees set out in FEES 3 Annex 10AR and the amount otherwise payable in (1), (2), (2A), (3), (3A) or (3B), or (4).80 (3D) No fee is payable if the applicant satisfies the criteria set out in FEES 4 Annex 2BR(5)(a).41 (4) 11 In all other cases, other than applications by credit unions, the fee payable is 250 for firms which are not, or are not seeking to become, a PRA-authorised person, and 125 for firms which are, or are seeking to become, a PRA-authorised person,78 unless the variation involves only the reduction (and no other increases) in the scope of a Part 4A permission in which case no fee is payable.1 30 80 30 80 80 1 78 78 37 78 37 80 80 37 1 37 30 30 23 37 37 37 11 37	On or before the date the application is made
30(pa) A person who makes an application under section 30(1) of the Consumer Credit Act 1974 which meets the conditions of article 33 (Variations at request of licensee where no determination made before 1 April 2014) of the Financial Services and Markets Act 2000 (Regulated Activities) (Amendment) (No 2) Order 2013 (the “relevant variation application”)	As (a) or 31(p) above, less any amount paid to the Office of Fair Trading in relation to the relevant variation application.	Within 30 days of the date of the invoice.
2(q) [deleted]38 7 7 13 79 13 79 7 7 22 22 7	38	38 3 3 3
2(r) Providers of reporting or trade matching systems applying for recognition under MiFID as an Approved Reporting Mechanism.	100,0006 6	Having received its application, within 30 days after the FCA has notified the applicant that it is to commence testing of the applicants systems.6 5 6
5(s) In the case of an insurance business transfer scheme, a transferor. Note - for the purpose of this paragraph an insurance business transfer scheme consists of a single transferor and a single transferee. Where however such a scheme is part of a single larger scheme, that larger scheme is treated as a single insurance business transfer scheme. If an insurance business transfer scheme includes more than one transferor in accordance with this paragraph, the transferors are liable to pay the fee under column (2) jointly.	Either (1) or (2) as set out below: (1) In the case of an insurance business transfer scheme involving long term insurance business, 9,25037; or (2) in the case of an insurance business transfer scheme not involving long term insurance business, 5,000. 77 77 37 77 77 37 77 37	On or before any application is made for the appointment of a person as an independent expert. 37
6(t) A firm, a third party acting on a firm's behalf, an operator of a regulated market or an operator of an MTF applying to the FCA to report transaction reports directly to the FCA. 20	100,000	Having received its application, within 30 days after the FCA has notified the applicant that it is to commence testing of the applicants systems.
(u) [deleted]34 34	34	34
(v) [deleted]38 22 22	38	38
[deleted]35 35	35	35
(x)[deleted]38	38	38 8
8(y) An applicant for authorisation as an authorised payment institution under regulation 5 of the Payment Services Regulations	The highest of the tariffs set out in FEES 3 Annex 8 which apply to that application. Where an application only involves a simple change of legal status as set out in FEES 3 Annex 1 Part 6, the fee payable is 50% of the tariff that would otherwise be payable in FEES 3 Annex 8R	On or before the date the application is made.

(z) An application by a small payment institution for authorisation as an authorised payment institution because regulation 15 of the Payment Services Regulations applies	The highest of the tariffs set out in FEES 3 Annex 8R which apply to that application.	On or before the date the application is made.
(za) An applicant for registration as a small payment institution under regulation 12 of the Payment Services Regulations	FEES 3 Annex 8R, paragraph (1). Where an application only involves a simple change of legal status as set out in FEES 3 Annex 1 R Part 6, the fee payable is 50% of the tariff that would otherwise be payable in FEES 3 Annex 8R.	On or before the date the application is made.
(zb) An authorised payment institution applying to vary its authorisation under regulation 8 of the Payment Services Regulations.	(1) If the payment services carried on by the authorised payment institution prior to the variation only fall within paragraph (f) or (g) or (h) of Part 1 of Schedule 1 to the Payment Services Regulations and any of the payment services in paragraphs (a) to (e) of that Schedule will apply after variation, the fee is 50% of the highest of the tariffs set out in FEES 3 Annex 8R which apply to that application. (2) Where the authorised payment institution:(i) already has authorisation to provide payment services within any one or more of paragraphs (a) to (e) of Part 1 of Schedule 1 to the Payment Services Regulations and wishes to add one or more other services in (a) to (g); or (ii) has authorisation to provide payment services in either paragraph (f) or (g) of Part 1 of Schedule 1 to the Payment Services Regulations and wishes to extend its authorisation to include the other paragraph ((f) or (g)); the fee payable is 250 irrespective of the number of agents it has. (3) In cases where the variation involves only the reduction (and no increases) of the types of payment services to be carried on after the variation, no fee is payable.	On or before the date the application is made.
(zc) A small payment institution applying to vary its registration under regulation 12 of the Payment Services Regulations	(1) If the payment services carried on by the small payment institution prior to the variation only fall within paragraph (f) or (g) of Part 1 of Schedule 1 to the Payment Services Regulations and any of the payment services in paragraphs (a) to (e) of that Schedule will apply after variation, the fee is 50% of the highest of the tariffs set out in FEES 3 Annex 8Rwhich apply to that application. (2) Where the small payment institution: (i) is already registered to provide payment services within any one or more of paragraphs (a) to (e) of Part 1 of Schedule 1 to the Payment Services Regulations and wishes to add one or more other of the services in (a) to (g); or (ii) is registered to provide payment services in either paragraph (f) or (g) of Part 1 of Schedule 1 to the Payment Services Regulations and wishes to extend its registration to include the other paragraph ((f) or (g));the fee payable is 250 irrespective of the number of agents it has. (2) (3) In cases where the variation involves only the reduction (and no increases) of the types of payment services to be carried on after the variation, no fee is payable.	On or before the date the application is made.
A financial institution notifying the FSA FCA in accordance with regulation 121(2)(a) of the Payment Services Regulations.	50% of the highest of the tariffs set out in FEES 3Annex 8R, paragraphs (2) to (5) which apply to that application.	On or before the date the application is made.
(ze) Any person to which the Special Project Fee for restructuring applies under FEES 3 Annex 9.12 12	Special Project Fee for restructuring in accordance with FEES 3 Annex 9 .	30 days of the date of the invoice.9
(zf) [deleted]78 78	78	9 16 78
16(zg) An applicant for authorisation as an authorised electronic money institution under regulation 5 of the Electronic Money Regulations.	The amount set out in FEES 3 Annex 10 R. Where an application only involves a simple change of legal status as set out in FEES 3 Annex 1 R Part 6, the fee payable is 50% of the tariff that would otherwise be payable in FEES 3 Annex 10 R.	On or before the date the application is made.
16(zh) An applicant for registration as a small electronic money institution under regulation 12 of the Electronic Money Regulations.	The amount set out in FEES 3 Annex 10 R. Where an application only involves a simple change of legal status as set out in FEES 3 Annex 1 R Part 6, the fee payable is 50% of the tariff that would otherwise be payable in FEES 3 Annex 10 R.	On or before the date the application is made.
16(zi) An application by a small electronic money institution for authorisation as an authorised electronic money institution 14because regulation 16 of the Electronic Money Regulations applies.	The amount set out in FEES 3 Annex 10 R.	On or before the date the application is made.
16(zj) An authorised electronic money institution applying to vary its authorisation under regulation 8 of the Electronic Money Regulations.	The amount set out in FEES 3 Annex 10 R.	On or before the date the application is made.
16(zk) A small electronic money institution applying to vary its registration under regulation 12 of the Electronic Money Regulations.	The amount set out in FEES 3 Annex 10 R.	On or before the date the application is made.
15(zl) An applicant for recognition as an accredited body.	2,500	On or before the date the application is made.18
18(zm) An issuer applying for registration of a regulated covered bond.	(1) Unless (2) or (3)41 applies, 45,000. (2) In the case of a proposed covered bond or programme where the assets in the asset pool will consist primarily of UK residential mortgages, 25,000. (3) No fee is payable if the issuer satisfies the criteria set out in FEES 4 Annex 2BR(5)(b).41	On or before the date the application is made.
18(zn) An issuer who proposes to make a material change to the contractual terms of a regulated covered bond under RCB 3.5.4 D.	(1) Unless (2) applies 6,500.41 (2) No fee is payable if the issuer satisfies the criteria set out in FEES 4 Annex 2BR(5)(c).41	On or before the date the notification under RCB 3.5.4 D is made.21
21(zo) In the case of persons in respect of which the FCA has given notice of its intention to take, or appoint a competent person to take, any steps under CONRED 2.5.12R, either: (i) a Firm (as defined in CONRED 2.1.1R(1); or (ii) a person falling within CONRED 2.1.2R(1).	An amount equal to: (1) a sum determined by the number of hours, or part of an hour, taken by the FCA in relation to work conducted in taking steps under recorded on the FCA's systems, multiplied by the rate in FEES 3 Annex 9 (11)R; or (2) any amount invoiced to the FCA by a competent person in relation to any work carried out by that competent person in connection with its appointment by the FCA under CONRED 2.5.12R.	Within 30 days of the date of the invoice.
78(zp) A person in respect of which the FCA 37 has given notice of its intention to itself appoint a skilled person to provide it with a report pursuant to section 166(3)(b) of the Act and SUP 5.2. 37	Any amount invoiced to the FCA 37 by a skilled person in relation to any work carried out by that skilled person in connection with its appointment by the FCA 37 pursuant to section 166(3)(b) of the Act. 37	Within 30 days of the date of the invoice.
78(zq) A person in respect of which the FCA 37 has given notice of its intention to itself appoint a skilled person to collect or update information pursuant to section 166A(2)(b) of the Act . 37	Any amount invoiced to the FCA 37 by a skilled person in relation to any work carried out by that skilled person in connection with its appointment by the FCA 37 pursuant to section 166A(2)(b) of the Act. 37 37	Within 30 days of the date of the invoice.33
33(zr) [deleted]38	38	38
30(zs) Applicant for FCA permission for an agreement to be enforced under section 28A(3)(a) and/or money paid or property transferred under and agreement to be retained under 3128A(3)(b) of the Act	(1) If the application is for permission for an agreement to be enforced under section 28A(3)(a) of the Act and for permission for money paid or property transferred under an agreement to be retained under section 28A(3)(b) of the Act, the fee is 31£3,500 per type of agreement specified in the application.30 (2) If the application is for permission for an agreement to be enforced under section 28A(3)(a) of the Act only, the fee is £3,500 per type of agreement specified in the application.31 (3) If the application is for permission for money paid or property transferred under an agreement to be retained under section 28A(3)(b) of the Act only, the fee is £3,500 per type of agreement specified in the application.31 Where there are a number of agreements of the same type, only one fee is payable in respect of those agreements. A number of agreements are of the same type when those agreements are entered into on the same terms and conditions.	On or before the date the application is made.
(zt) An applicant for registration in the Financial Services Register under article 8(1) of the MCD Order. 80	Unless (1), or (2) applies, the fee as set out in FEES 3 Annex 10A. 80 (1) If the applicant is applying for a Part 4A permission at the same time as it applies for registration under article 8(1) of the MCD Order, the fee payable in row (a), column (2) paragraph (3) of this Table. 80 (2) If the applicant is applying for a variation of a Part 4A permission at the same time as it applies for registration under article 8(1) of the MCD Order, the fee payable in row (p), column 2 paragraph (3)(c) of this Table. 80	On or before the application is made.80
(zu)40 Any person to which the Designated Credit Reference Agencies and Finance Platform42 Fee applies under FEES 3 Annex 10B. 39	Designated Credit Reference Agencies and Finance Platform42 Fee in accordance with FEES 3 Annex 10B.	Within 30 days of the date of the invoice.
32Part 2: UKLA38 fees
(1) Fee payer	(2) Fee payable	(3) Due date
(a) (i) An issuer which has not made public its annual financial report before the latest time specified in DTR 4.1.3 R. (ii) An issuer which has not made public its half-yearly financial report before the latest time specified in DTR 4.2.2 R (2).	FEES 3 Annex 12R38	Within 30 days of the date of the invoice.
38(b) An applicant for approval as a sponsor.	FEES 3 Annex 12R	On or before the date the application is made.
38(c) Under the listing rules, an issuer requesting approval of a document arising in relation to a specific event or transaction, which is not a significant transaction or a super transaction.	FEES 3 Annex 12R	On or before the date that relevant document is first submitted to the FCA.
38(d) Under the prospectus rules, Prospectus Rules or the Prospectus Regulation, an issuer or a person requesting approval or review of a document arising in relation to a specific event or transaction, which is not a significant transaction or a super transaction.	FEES 3 Annex 12R	On or before the date that relevant document is first submitted to the FCA.
38(e) An issuer requesting the approval or review of a document in connection with a super transaction.	FEES 3 Annex 12R	On or before the date that relevant document is first submitted to the FCA.
38(f) An issuer requesting the approval or review of a document in connection with a significant transaction.	FEES 3 Annex 12R	On or before the date that relevant document is first submitted to the FCA.
38(g) A person who requests the FCA’s approval of a document that includes a mineral expert’s report and who is a fee payer under one or more of the categories (c), (d), (e), and (f) above must additionally pay a fee under this category.	FEES 3 Annex 12R	On or before the date that relevant document is first submitted to the FCA.
38(h) An applicant for approval as a primary information provider.	FEES 3 Annex 12R	On or before the date the application is made.

[Note:Guidance on how a firm liable to pay a fee under both rows (s) and (ze) of this table for the same transaction should expect to be treated is set out in FEES 3 Annex 11 G.]19

BIPRU 13.6.60R01/01/2007

A firm must ensure that:(1) the model reflects transaction terms and specifications in a timely, complete, and conservative fashion;(2) such terms include at least:(a) contract notional amounts;(b) maturity;(c) reference assets;(d) margining arrangements; and(e) netting arrangements;(3) the terms and specifications are maintained in a database that is subject to formal and periodic audit;(4) the process for recognising netting arrangements requires:(a) signoff by legal staff

CASS 6.1.23G01/01/2009

The rules in this chapter are designed primarily to restrict the commingling of client and the firm's assets and minimise the risk of the client'ssafe custody assets2 being used by the firm without the client's agreement or contrary to the client's wishes, or being treated as the firm's assets in the event of its insolvency.2

Related provisions for REC 3.14.9

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Table of application, notification, vetting and other fees payable to the FCA32