Related provisions for PERG 6.5.2

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GEN 6.1.1RRP
1This chapter applies to every firm, but only with respect to business that can be regulated under section3 137A (The FCA's general rules)3 of the Act.55
GEN 6.1.4RRP
In this chapter 'financial penalty' means a financial penalty that the FCA3 has imposed, or may impose, under the Act. It does not include a financial penalty imposed by any other body.55
GEN 6.1.4ARRP
2No firm, except a sole trader, may pay a financial penalty imposed by the FCA3 on a present or former employee, director or partner of the firm or of an affiliated company.55
GEN 6.1.7GRP
GEN 6.1.4A R,2GEN 6.1.5 R and GEN 6.1.6 R do not prevent a firm or member from entering into, arranging, claiming on or making any payment under a contract of insurance which indemnifies any person against all or part of the costs of defending FCA3 enforcement action or any costs they may be ordered to pay to the FCA3 .5555
REC 4.2B.1GRP
1Under section 312C of the Act, if a UK RIE wishes to make arrangements in an EEA State other than the UK to facilitate access to or use of a regulated market,2multilateral trading facility, organised trading facility4 or auction platform2 operated by it, it must give the FCA3written notice of its intention to do so. The notice must:3(1) describe the arrangements; and(2) identify the EEA State in which the UK RIE intends to make them.[Note:MiFID RTS 3 and MiFID ITS 4, Annex
REC 4.2B.2GRP
The FCA3 must, within one month of receiving the UK RIE's notice, send a copy of it to the Host State regulator.3
REC 4.2B.3GRP
The UK RIE may not make the arrangements until the FCA3 has sent a copy of the notice to the Host State regulator. 3
REC 4.2B.4GRP
The requirements that a UK RIE must give the FCA3 written notice and the UK RIE may not make the arrangements until the FCA3 has sent a copy of it to the Host State regulator do not apply to arrangements made by a UK RIE on or before 31 October 2007.33
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.
DISP 1.10B.1DRP
(1) 1Once a year a credit institution that provides payment services or issues electronic money must provide the FCA with a complete report concerning complaints received about payment services and electronic money.(2) Once a year an electronic money institution, an EEA authorised electronic money institution, a payment institution, a registered account information service provider or an EEA registered account information service provider must provide the FCA with a complete report
DISP 1.10B.5DRP
Respondents that are part of a group may submit a joint report to the FCA. The joint report must contain the information required from all respondents concerned and clearly indicate the respondents on whose behalf the report is submitted. The obligation to provide a report, and the responsibility for the report, remains with each respondent in the group.
DISP 1.10B.10DRP
Reports are to be submitted to the FCA within 30 business days of the end of the relevant reporting periods through, and in the electronic format specified in, the FCA complaints reporting system or the appropriate section of the FCA website.
DISP 1.10B.11DRP
If a respondent is unable to submit a report in electronic format because of a systems failure of any kind, the respondent must notify the FCA, in writing and without delay, of that systems failure.
DISP 1.10B.12RRP
(1) If a respondent does not submit a complete report by the date on which it is due, in accordance with DISP 1.10B.10D, the respondent must pay an administrative fee of £250.(2) The administrative fee in (1) does not apply if the respondent has notified the FCA of a systems failure in accordance with DISP 1.10B.11R.
DISP 1.10B.14GRP
(1) To improve consumer awareness and to help respondents compare their performance against their peers, the FCA may publish: (a) complaints data about the payment services and electronic money sector as a whole; and(b) respondent level complaints data and information giving context to the complaints data for those respondents that provide appropriate consent in the electronic money and payment services complaints return form at DISP 1 Annex 1AD. (2) Although the complaints data
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)).
SUP 10A.17.2GRP
If the firm or its advisers have further questions, they should contact the FCA's Contact Centre (see SUP 10A.12.6 G).
EG 11.1.1RP
1Decisions about whether to apply to the civil courts for restitution orders under the Act will be made by the RDC Chairman or, in an urgent case and if the Chairman is not available, by an RDC Deputy Chairman. In an exceptionally urgent case the matter will be decided by the director of Enforcement or, in his or her absence, another member of the FCA's executive of at least director of division level.
EG 11.1.2RP
1An exceptionally urgent case in these circumstances is one where the FCA staff believe that a decision to begin proceedings (1) should be taken before it is possible to follow the procedure described in paragraph 11.1.1; and (2) it is necessary to protect the interests of consumers or potential consumers.
EG 11.1.3RP
1The FCA has power to apply to the court for a restitution order under section 382 of the Act and (in the case of market abuse) under section 383 of the Act. It also has an administrative power to require restitution under section 384 of the Act. When deciding whether to exercise these powers, the FCA will consider whether this would be the best use of the FCA's limited resources taking into account, for example, the likely amount of any recovery and the costs of achieving and
EG 11.1.4RP
1Instances in which the FCA might consider using its powers to obtain restitution for eligible counterparties are likely to be very limited.
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 Infrastructure and Trading Firms Department4 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 (Infrastructure and Trading Firms Department)425 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
MAR 10.2.1GRP
(1) 1The following provisions of the MiFI Regulations regulate the establishment, application and resetting of position limits: (a) Regulation 16(1) imposes an obligation on the FCA to establish position limits in respect of commodity derivatives traded on trading venues in the United Kingdom and economically equivalent OTC contracts; (b) Regulation 16(2) imposes an obligation on the FCA to establish position limits on the basis of all positions held by a person in the contract
MAR 10.2.2DRP
(1) 1A person must comply at all times with commodity derivative position limits established by the FCA, published at www.fca.org.uk. (2) A direction made under (1) applies where a commodity derivative is traded on a trading venue in the United Kingdom, provided that there is not a central competent authority established in an EEA State other than the United Kingdom. (3) Position limits established under (1) shall apply to the positions held by a person together with those held
MAR 10.2.3GRP
(1) 1Regulation 17 of the MiFI Regulations regulates the position limit exemption applicable to positions in a commodity derivative held by or on behalf of a non-financial entity which are objectively measurable as reducing risks directly relating to the commercial activity of that non-financial entity, and which is approved by the FCA in accordance with the relevant criteria and procedures. Regulation 17(1) imposes an obligation on the FCA to disregard such positions, when calculating
MAR 10.2.4DRP
1A non-financial entity must complete the application form in MAR 10 Annex 1D for approval to be exempt from compliance with position limits established by the FCA in accordance with MAR 10.2.2D(1).
MAR 10.2.5GRP
1Where a position limit is established by a competent authority or central competent authority other than the FCA, a non-financial entity should submit its application for exemption, in relation to the position limit, to that competent authority or central competent authority in the manner it specifies. [Note: article 8 of MiFID RTS 21]
CREDS 8.3.1GRP
The purpose of this section is to set out 2guidance relating to the FCA’s requirements about2approved persons that apply2 to credit unions. The full details can be found in Chapter 10C2 of the Supervision manual (SUP)2.
CREDS 8.3.3GRP
(1) The effect of section 59 of the Act is that if a person is to perform certain functions (which are known as controlled functions) for a credit union, the credit union should first apply for approval to:2(a) the FCA (if the controlled function is specified by the FCA in its rules); or2(b) the PRA (if the controlled function is specified by the PRA in its rules).2(2) The firm should not allow the person to perform that function until the firm receives the approval.2(3) A person
CREDS 8.3.5GRP
(1) The controlled functions specified by the FCA for credit unions and other relevant authorised persons can be found in the table in SUP 10C.4.3R.211(2) The controlled functions specified by the PRA for credit unions and other relevant authorised persons can be found in the PRA’s Rulebook. They are not summarised in the Handbook.2
CREDS 8.3.6GRP
2(1) The FCA and the PRA have specified different functions.2(2) Sometimes a person’s job description means that they are performing an FCA controlled function and a PRA controlled function at the same time for the same firm. SUP 10C.9 has arrangements that reduce the need for the same person to be approved by both the FCA and the PRA.2
CREDS 8.3.9GRP
2As well as listing the FCA’sdesignated senior management functions for credit unions and other relevant authorised persons, SUP 10C has other requirements about SMF managers:(1) SUP 10C sets out the procedures for applying for, granting, removing and varying approval as an SMF manager.(2) SUP 10C requires firms to give various types of reports to the FCA about their SMF managers.(3) SUP 10C explains that each firm must prepare a statement of responsibilities for each of its SMF
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 they are5 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
REC 2.13.1UKRP

Schedule to the Recognition Requirements Regulations, Paragraph 6

2(1) The [UK RIE] must be able and willing to promote and maintain high standards of integrity and fair dealing in the carrying on of regulated activities by persons in the course of using the facilities provided by the [UK RIE].

(2) The [UK RIE] must be able and willing to cooperate by the sharing of information or otherwise, with the [FCA].4with any other authority, body or person having responsibility in the United Kingdom for the supervision or regulation of any regulated activity or other financial service, or with an overseas regulator within the meaning of section 195 of the Act.

4
REC 2.13.3GRP
In determining whether a UK recognised body is able and willing to promote and maintain high standards of integrity and fair dealing in the carrying on of regulated activities, the FCA4 may have regard to the extent to which the UK recognised body seeks to promote and encourage, through its rules, practices and procedures, conduct in regulated activities which is consistent with the Market Abuse Regulation5 and with any5 codes of conduct, rules or principles relating to behaviour
REC 2.13.4GRP
In assessing the ability of a UK recognised body to cooperate with the FCA4 and other appropriate bodies, the FCA4 may have regard to the extent to which the constitution and rules of the UK recognised body and its agreements with its members enable it to obtain information from members and to disclose otherwise confidential information to the FCA4 and other appropriate bodies.444
REC 2.13.5GRP
In assessing the willingness of a UK recognised body to cooperate with the FCA4 and other appropriate bodies, the FCA4 may have regard to:44(1) the extent to which the UK recognised body is willing to provide information about it and its activities to assist the FCA4 in the exercise of its functions;4(2) the extent to which the UK recognised body is open with the FCA4 or other appropriate bodies in regulatory matters;4(3) how diligently the UK recognised body investigates or pursues
IPRU-INV 4.4.2DRP
The Society must give the FCA1 a report on each members’ agent's1 compliance with the financial resource requirements referred to in IPRU-INV 4.4.1D as at the end of each quarter (determined by reference to each underwriting agent's accounting reference date).
IPRU-INV 4.4.3DRP
The report referred to in IPRU-INV 4.4.2D must reach the FCA1 within two months of the end of the relevant quarter and must state: (1) whether the Society has any information indicating or tending to indicate that, during the quarter to which the report relates, the members’ agents1 failed to meet the financial resource requirements referred to in IPRU-INV 4.4.1D; (2) whether, at the end of the quarter to which the report relates, the members’ agents1 failed to meet the financial
IPRU-INV 4.4.4DRP
In addition to the reports required under IPRU-INV 4.4.2D, the Society must give the FCA1 an annual report on each members’ agents1 compliance or non-compliance with financial resource requirements as at the end of that members’ agent's1 financial year.
IPRU-INV 4.4.5DRP
The report in IPRU-INV 4.4.4D must reach the FCA1 within seven months of that members’ agent's1 accounting reference date and must: (1) confirm that: (a) the Society has received from that members’ agent1 in respect of the financial year to which the report relates, all relevant attachments to the Annual Financial Return that the members’ agent1 is required to make to the Society under the requirements identified in IPRU-INV 4.4.1D; (b) that members’ agent1 met the applicable
SYSC 18.3.1RRP
(1) A firm must establish, implement and maintain appropriate and effective arrangements for the disclosure of reportable concerns by whistleblowers.(2) The arrangements in (1) must at least:(a) be able effectively to handle disclosures of reportable concerns including: (i) where the whistleblower has requested confidentiality or has chosen not to reveal their identity; and(ii) allowing for disclosures to be made through a range of communication methods; (b) ensure the effective
SYSC 18.3.2GRP
(1) When establishing internal arrangements in line with SYSC 18.3.1R a firm may:(a) draw upon relevant resources prepared by whistleblowing charities or other recognised standards setting organisations; and (b) consult with its UK-based employees or those representing these employees.(2) In considering if a firm has complied with SYSC 18.3.1R the FCA will take into account whether the firm has applied the measures in (1).(3) A firm may wish to clarify in its written procedures
SYSC 18.3.6RRP
This rule applies to a firm, an EEA relevant authorised person and a third-country relevant authorised person.2(1) A person subject to this rule (‘P’) 2must, in the manner described in (2), communicate to its UK-based employees that they may disclose reportable concerns to the PRA or the FCA and the methods for doing so. P 2must make clear that:(a) reporting to the PRA or to the FCA is not conditional on a report first being made using P’s 2internal arrangements; (b) it is possible
SYSC 18.3.6AGRP
For the purposes of SYSC 18.3.6R(1) the possibility for P’s employees to disclose reportable concerns to the PRA or to the FCA does not override any obligation of P or its employees to report breaches to P’s Home State regulator of matters reserved by an EU instrument to that regulator.
SYSC 18.3.7RRP
Firms must ensure that their appointed representatives or, where applicable, their tied agents, inform any of their UK-based employees who are workers that, as workers, they may make protected disclosures to the FCA.
SYSC 18.3.9GRP
The FCA would regard as a serious matter any evidence that a firm had acted to the detriment of a whistleblower. Such evidence could call into question the fitness and propriety of the firm or relevant members of its staff, and could therefore, if relevant, affect the firm’s continuing satisfaction of threshold condition 5 (Suitability) or, for an approved person or a certification employee, their status as such.
PERG 4.1.1GRP
This chapter applies to any person who needs to know whether the activities he conducts in relation to mortgages are subject to FCA regulation.
PERG 4.1.2GRP
Certain4 activities relating to mortgages are regulated by the FCA4. The purpose of this guidance is to help persons decide whether they need authorisation and, if they do, to determine the scope of the Part 4A permission4 for which they will need to apply.444
PERG 4.1.3GRP
This guidance is issued under section 139A of Act (Guidance). It is designed to throw light on particular aspects of regulatory requirements, not to be an exhaustive description of a person's obligations. If a person acts in line with the guidance in the circumstances contemplated by it, then the FCA will proceed on the footing that the person has complied with aspects of the requirement to which the guidance relates.
PERG 4.1.4GRP
Rights conferred on third parties cannot be affected by guidance given by the FCA. This guidance represents the FCA's view, and does not bind the courts, for example, in relation to an action for damages brought by a private person for breach of a rule (see section 138D of the Act (Action for damages)), or in relation to the enforceability of a contract where there has been a breach of the general prohibition on carrying on a regulated activity in the United Kingdom without authorisation
PERG 9.7.2GRP
The characteristics that a reasonable investor can be expected to have will inform the use of judgment required by the 'expectation test' and the 'satisfaction test'. These tests relate to the investor's ability to realise an investment within a reasonable period and to do so on the basis of the net value of its assets. In the FCA's view, the characteristics of the reasonable investor include:(1) sound judgment based on good sense;(2) some knowledge of, and possibly experience
PERG 9.7.3GRP
The reasonable investor is a hypothetical investor. The implications of this are that the test does not relate to actual investment by a particular person at a particular time or in relation to a particular issue of any class of shares or securities. In the FCA's view, what underlies the test is what a reasonable investor would think he was getting into if he were contemplating investment in a particular body corporate. In addition, because the investor is hypothetical, the investment
PERG 9.7.5GRP
After an initial assessment, however, the FCA's view is that subsequent applications of the investment condition could produce a different result, but only if there is a change to the constitution or practice of the body corporate which is significant and sustained. For example, this may happen if there is a change in the body corporate's published intentions or regular practices. As the Economic Secretary to the Treasury said in parliamentary debate when commenting on the definition,
PERG 9.7.6GRP
Section 236(3) uses the words "the investor would, if he were to participate in the scheme". This is consistent with the fact that the reasonable investor is hypothetical. But applying the test at this early stage makes it clear that there must be objectively justifiable grounds on which the reasonable investor could base the expectation in section 236(3)(a). And on which he could be satisfied on the matters in section 236(3)(b). In the FCA's view, this requires, for example,