Related provisions for MCOB 2.7.3
Module |
Relevance to Credit Unions |
The Principles for Businesses (PRIN) |
The Principles for Businesses (PRIN) set out 3high-level requirements 3imposed by the FCA3. They provide a general statement of regulatory requirements. The Principles apply to all12credit unions. In applying the Principles to credit unions, the FCA3 will be mindful of proportionality. In practice, the implications are likely to vary according to the size and complexity 3of the credit union. 1212121212 |
Senior Management Arrangements, Systems and Controls (SYSC) |
SYSC 1,3SYSC 4 to 10 and SYSC 213 apply to all credit unions in respect of the carrying on of their regulated activities and unregulated activities in a prudential context. SYSC 22 (Regulatory references),11SYSC 23 (Senior managers and certification regime: Introduction and classification), SYSC 24 (Senior managers and certification regime: Allocation of prescribed responsibilities), SYSC 25 (Senior managers and certification regime: Management responsibilities maps and handover procedures and material), SYSC 26 (Senior managers and certification regime: Overall and local responsibility), SYSC 27 (Senior managers and certification regime: Certification regime)7 and SYSC 18 (Whistleblowing)11 apply to all credit unions in respect of both their regulated activities and their unregulated activities. SYSC 19F.2 (IDD remuneration incentives) and SYSC 28 (Insurance distribution: specific knowledge, ability and good repute requirements) also apply to credit unions when carrying out insurance distribution activities.11 33 |
This contains rules and guidance that are directly applicable to a credit union’sSMF managers, certification employees and (from 2017) other conduct rules staff. There is also guidance for credit unions on giving their staff training about COCON. |
|
Threshold Conditions (COND) |
In order to become authorised under the Act all firms must meet the threshold conditions. The threshold conditions must be met on a continuing basis by credit unions. Failure to meet one of the conditions is sufficient grounds for the exercise by the FCA3 of its powers. 121212 |
12312 | |
The Fit and Proper test for Employees and Senior Personnel7 (FIT) |
The purpose of FIT is to set out and describe the criteria that a firm should3 consider when assessing the fitness and propriety of a person (1)3 in respect of whom an application is being made for approval to undertake a controlled function under the senior managers7 regime, (2)3 who has already been approved, (3) who is a certification employee or (4) whom a firm is considering appointing to be a certification employee3. It also sets out and describes criteria that the FCA will consider when assessing the fitness and propriety of a candidate for a controlled function position and that it may consider when assessing the continuing fitness and propriety of approved persons.3 12312 |
General Provisions (GEN) |
GEN contains rules and guidance on general matters, including interpreting the Handbook, statutory status disclosure, the FCA's3 logo and insurance against financial penalties. 12 |
Fees manual (FEES) |
This manual sets out the fees applying to credit unions. |
3Prudential sourcebook for Mortgage and Home Finance Firms, and Insurance Intermediaries (MIPRU) |
MIPRU applies to any credit union carrying out insurance distribution activity5 or home finance mediation activity, or using these services. In particular, it sets out requirements for allocation of responsibility for the credit union’sinsurance distribution activity5 (MIPRU 2), for the use of home finance intermediaries or persons doing insurance distribution activity11 (MIPRU 5) and for professional indemnity insurance (MIPRU 3). |
Conduct of Business sourcebook (COBS) |
A credit union which acts as a CTF provider or provides a cash-deposit ISA will need to be aware of the relevant requirements in COBS. COBS 4.6 (Past, simulated past and future performance), COBS 4.7.1 R (Direct offer financial promotions), COBS 4.10 (Approving and confirming compliance of10 financial promotions), COBS 13 (Preparing product information) and COBS 14 (Providing product information to clients) apply with respect to accepting deposits as set out in those provisions, COBS 4.1 and BCOBS. A credit union that communicates with clients, including in a financial promotion, in relation to the promotion of deferred shares and credit union subordinated debt will need to be aware of the requirements of COBS 4.2 (Fair, clear and not misleading communications) and COBS 4.5 (Communicating with retail clients).4 11A credit union carrying on insurance distribution activities in relation to life policies will also need to be aware of the relevant requirements in COBS. A firm may also elect to comply with COBS in relation to pure protection contracts that otherwise fall under ICOBS (see ICOBS 1 Annex 1 3.1R(1)). 11Credit unions are reminded that they are subject to the requirements of the appropriate legislation, including the Credit Unions Act 1979, relating to activities a credit union may carry on. |
ICOBS applies to any credit union carrying on non-investment insurance distribution5 activities, such as arranging or advising on general insurance contracts to be taken out by members or where those members gain rights under such a contract (for example, in relation to a group policy)11. ICOBS does not apply to a credit union taking out an insurance policy5 for its own purposes11, such as a policy5 against default by members on their loans where the credit union is the beneficiary of the policy5, since in this circumstance the credit union would not be acting as an insurance intermediary, but would itself be the customer. Credit unions are reminded that they are subject to the requirements of the appropriate legislation, including the Credit Unions Act 1979, relating to activities a credit union may carry on. |
|
3Mortgages and Home Finance: Conduct of Business sourcebook (MCOB) |
MCOB applies to any credit union that engages in any home finance activity. MCOB rules cover advising and selling standards, responsible lending (including affordability assessment), charges, and the fair treatment of customers in payment difficulties. |
Banking: Conduct of Business sourcebook (BCOBS) |
BCOBS sets out rules and guidance for credit unions on how they should conduct their business with their customers. In particular there are rules and guidance relating to communications with banking customers3and financial promotions (BCOBS 2), distance communications (BCOBS 3), information to be communicated to banking customers3(BCOBS 4), post sale requirements (BCOBS 5), and cancellation (BCOBS 6). 3The rules in BCOBS 3.1 that relate to distance contracts may apply 3to a credit union. This is because BCOBS 3 contains requirements which implemented9 the Distance Marketing Directive39where there is "an organised distance sales or service-provision scheme run by the supplier" (Article 2(a)) of the Distance Marketing Directive)9, i.e. if the credit union routinely sells any of its services by post, telephone, fax or the internet3. |
CASS 5 (Client money: insurance distribution activity) applies to credit unions carrying on insurance distribution activities where the credit union receives or holds money in the course of or in connection with those activities (i.e. where the application rules set out in CASS 5.1.1R are met). This may vary on a case-by-case basis depending on the firm’s business model. |
|
11Product Intervention and Product Governance sourcebook (PROD) |
PROD 1.4 (Product Intervention and Product Governance Sourcebook (PROD)) and PROD 4 (Product governance: IDD and pathway investments) apply to credit unions involved in the manufacture or distribution of insurance products. |
Supervision manual (SUP) |
The following provisions of SUP are relevant to credit unions: 13SUP 1A13 (The FCA’s 3 approach to supervision), SUP 2 (Information gathering by the FCA or PRA 3 on its own initiative), SUP 3.1 to SUP 3.8 (Auditors), SUP 5 (Reports by skilled11 persons), SUP 6 (Applications to vary and11 cancel Part 4A12permission and to impose, vary or cancel requirements11), SUP 7 (Individual requirements), SUP 8 (Waiver and modification of rules), SUP 9 (Individual guidance), 13SUP 10C (FCA senior managers7 regime for approved persons in SMCR firms7), SUP 11 (Controllers and Close links), SUP 15 (Notifications to the FCA11) and SUP 16 (Reporting Requirements). Where credit unions carry on insurance distribution activities and fall within the category provided at SUP 3.1.2R(10), SUP 3.10 and SUP 3.11 (Auditors) will also be relevant.11 Credit unions are reminded that they are subject to the requirements of the Act and SUP 11 on close links, and are bound to notify the FCA3 of changes. It may be unlikely, in practice, that credit unions will develop such relationships. It is possible, however, that a person may acquire close links with a 3credit union3 within the meaning of the Act by reason of holding the prescribed proportion of deferred shares in the credit union. In relation to SUP 16, credit unions are exempted from the requirement to submit annual reports of 3close links. 1212121212133123121212 |
Decision, Procedure and Penalties manual (DEPP) |
DEPP is relevant to credit unions because it sets out: (1) the FCA's12 decision-making procedure for giving statutory notices. These are warning notices, decision notices and supervisory notices (DEPP 1.2 to DEPP 5); and (2) the FCA's12 policy with respect to the imposition and amount of penalties under the Act (see DEPP 6). 1212 |
Dispute Resolution: Complaints (DISP) |
DISP sets out rules and guidance in relation to treating complainants fairly and the Financial Ombudsman Service. |
Compensation (COMP) |
COMP sets out rules relating to the scheme for compensating consumers when authorised firms are unable, or likely to be unable, to satisfy claims against them.12 |
CONC contains rules that apply to firms carrying on credit-related regulated activities. PERG 2.7.19IG provides guidance on relevant exemptions. Where an exemption applies, the credit union lending will be outside the scope of CONC. However, subject to the constraints in the Credit Unions Act 1979 or the Credit Unions (Northern Ireland) Order 1985 (as relevant), credit unions may undertake credit-related regulated activities to which CONC does apply if the activity is carried out by way of business. This could include lending under a borrower-lender-supplier agreement, including entering into conditional sale agreements and/or hire-purchase agreements, or debt adjusting or debt counselling where the credit union is not the lender. A credit union carrying on such activities should consider whether it requires permission to do so. Further information can be found on the FCA’s website. |
|
6General guidance on Benchmark Administration, Contribution and Use (BENCH) |
BENCH provides guidance about which parts of the Handbook are relevant to a firm when carrying out benchmark activities and when using a benchmark. It also provides guidance about the benchmarks regulation. |
The Enforcement Guide (EG) |
The Enforcement Guide (EG) describes the FCA's12 approach to exercising the main enforcement powers given to it by the Act and by other legislation.2 12 |
Financial Crime Guide: A firm’s guide to countering financial crime risks (FCG) and Financial Crime Thematic Reviews (FCTR)8 |
FCG and FCTR provide8guidance on steps that a firm can take to reduce the risk that it might be used to further financial crime. |
This table belongs to COLL 4.2.2 R (Publishing the prospectus).
Document status |
|||||
1 |
A statement that the document is the prospectus of the authorised fund valid as at a particular date (which shall be the date of the document). |
||||
Authorised fund |
|||||
2 |
A description of the authorised fund including: |
||||
(a) |
its name; |
||||
29(aa) |
its FCA product reference number (PRN); |
||||
(b) |
|||||
3(ba) |
whether it is a UCITS scheme or a non-UCITS retail scheme; |
||||
17(bb) |
a statement that unitholders in an AUT, ICVC or co-ownership scheme21 are not liable for the debts of the authorised fund;21 |
||||
(bc) |
a statement that 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);21 |
||||
(bd) |
a statement 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;21 |
||||
(be) |
a statement that the exercise of rights conferred on limited partners by FCArules does not constitute taking part in the management of the partnership business;21 |
||||
(c) |
for an ICVC, the address of its head office and the address of the place in the United Kingdom for service on the ICVC of notices or other documents required or authorised to be served on it; |
||||
(ca) |
for an ACS that is a limited partnership scheme, the address of the proposed principal place of business of the limited partnership scheme;21 |
||||
(d) |
the effective date of the authorisation order made by the FCA and relevant details of termination, if the duration of the authorised fund is limited; |
||||
(e) |
its base currency; |
||||
(f) |
for an ICVC, the maximum and minimum sizes of its capital; 18 |
||||
(g) |
the circumstances in which it may be wound up under the rules and a summary of the procedure for, and the rights of unitholders under, such a winding up; and1817 |
||||
18(h) |
if it is not an umbrella, a statement that it is a feeder UCITS, a feeder NURS, a fund of alternative investment funds or a property authorised investment fund22, where that is the case. 22 |
||||
Umbrella ICVCs or co-ownership schemes21 |
|||||
2A |
The following statements for an ICVC or a co-ownership scheme which is an umbrella:21 21 |
||||
(a) |
for an ICVC, a statement that21its sub-funds are segregated portfolios of assets and, accordingly, 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; 21 |
||||
(aa) |
for a co-ownership scheme, 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; and21 |
||||
(b) |
for an ICVC or a co-ownership scheme, a statement that21 while the provisions of the OEIC Regulations, and section 261P (Segregated liability in relation to umbrella co-ownership schemes) of the Act in the case of co-ownership schemes,21 provide for segregated liability between sub-funds, the concept of segregated liability is relatively new. Accordingly, where claims are brought by local creditors in foreign courts or under foreign law contracts, it is not yet known how those foreign courts will react to regulations 11A and 11B of the OEIC Regulations or, as the case may be, section 261P of the Act.2118 |
||||
18Umbrella Schemes |
|||||
182B |
For a UCITS scheme or non-UCITS retail scheme which is an umbrella:29 222222 |
||||
29(a) |
a statement detailing whether each specific sub-fund is a feeder UCITS, a feeder NURS, a fund of alternative investment funds or a property authorised investment fund, as appropriate; and |
||||
29(b) |
|||||
Investment objectives and policy |
|||||
3 |
The following particulars of the investment objectives and policy of the authorised fund: |
||||
(a) |
the investment objectives, including its financial objectives; |
||||
(b) |
the authorised fund's investment policy for achieving those investment objectives, including the general nature of the portfolio and, if appropriate, any intended specialisation; |
||||
(c) |
an indication of any limitations on that investment policy;22 |
||||
(c-b) |
where:33 |
||||
(i) |
a target for a scheme’s performance has been set, or a payment out of scheme property is permitted, by reference to a comparison of one or more aspects of the scheme property or price with fluctuations in the value or price of an index or indices or any other similar factor (a “target benchmark”); or33 |
||||
(ii) |
without being a target benchmark, arrangements are in place in relation to the scheme according to which the composition of the portfolio of the scheme is, or is implied to be, constrained by reference to the value, the price or the components of an index or indices or any other similar factor (a “constraining benchmark”); or33 |
||||
(iii) |
without being a target benchmark or a constraining benchmark, the scheme’s performance is compared against the value or price of an index or indices or any other similar factor (a “comparator benchmark”),33 |
||||
a statement providing sufficient information for investors to understand the choice and use of any target benchmark, constraining benchmark or comparator benchmark in relation to the scheme;33 |
|||||
(c-a) |
where no target benchmark, constraining benchmark or comparator benchmark is used, a statement to that effect and an explanation of how investors can assess the performance of the scheme;33 |
||||
22(ca) |
for an authorised fund that has indicated in its name, investment objectives or fund literature (including in any financial promotions for the fund), through use of descriptions such as 'absolute return', 'total return' or similar, an intention to deliver positive returns in all market conditions (and where there is no actual guarantee of such returns), additional statements in the authorised fund's investment objectives specifying: |
||||
(i) |
that capital is in fact at risk; |
||||
(ii) |
the investment period over which the authorised fund aims to achieve a positive return; and |
||||
(iii) |
there is no guarantee that this will be achieved over that specific, or any, time period; |
||||
(d) |
the description of assets which the capital property may consist of; |
||||
(e) |
the proportion of the capital property which may consist of an asset of any description; |
||||
(f) |
the description of transactions which may be effected on behalf of the authorised fund and an indication of any techniques and instruments or borrowing powers which may be used in the management of the authorised fund; |
||||
(g) |
a list of the eligible markets through which the authorised fund may invest or deal in accordance with COLL 5.2.10 R (2)(b) (Eligible markets: requirements); |
||||
(h) |
for an ICVC, a statement as to whether it is intended that the scheme will have an interest in any immovable property or movable property ((in accordance with COLL 5.6.4 R (2) (Investment powers: general) or COLL 5.2.8 R (2) (UCITS schemes: general)) for the direct pursuit of the ICVC's business; |
||||
(i) |
where COLL 5.2.12 R (3) (Spread: government and public securities) applies:29 |
||||
29(i) |
a prominent statement as to the fact that more than 35% in value29 of the scheme property is or may be invested in transferable securities or approved money-market instruments issued or guaranteed by a single state, local authority or public international body29; and |
||||
29(ii) |
the names of the individual states, local authorities or public international bodies issuing or guaranteeing the securities in which29 more than 35% in value of the scheme property may be invested29; |
||||
(k) |
for an authorised fund which may invest in other schemes, the extent to which the scheme property may be invested in the units of schemes which are managed by the authorised fund manager or by its associate; |
||||
(ka) |
where a scheme is a feeder scheme (other than a feeder UCITS or a feeder NURS)18,16 which (in respect of investment in units in collective investment schemes) is dedicated to units in a single collective investment scheme, details of the master scheme and the minimum (and, if relevant, maximum) investment that the feeder scheme may make in it; 1618 |
||||
(l) |
where a scheme invests principally in scheme units, deposits or derivatives, or replicates an index in accordance with COLL 5.2.31 R or COLL 5.6.23 R (Schemes replicating an index), a prominent statement regarding this investment policy; |
||||
(m) |
where derivatives transactions may be used in a scheme, a prominent statement as to whether these transactions are for the purposes of efficient portfolio management (including10hedging)10 or meeting the investment objectives or both and the possible outcome of the use of derivatives on the risk profile of the scheme; |
||||
(n) |
information concerning the profile of the typical investor for whom the scheme is designed; |
||||
(o) |
information concerning the historical performance of the scheme, comparing in particular its historical performance against each target benchmark and each constraining benchmark used in relation to the scheme,33 presented in accordance with COBS 4.6.2R (the rules on past performance); 66 |
||||
(p) |
for a non-UCITS retail scheme which invests in immovables, a statement of the countries or territories of situation of land or buildings in which the authorised fund may invest; |
||||
34(pa) |
for a fund investing in inherently illiquid assets at least the following (see FUND 3.2.2R(8) (Prior disclosure of information to investors)): |
||||
(i) |
an explanation of the risks associated with the scheme investing in inherently illiquid assets and how those risks might crystallise; |
||||
(ii) |
a description of the tools and arrangements the authorised fund manager would propose using, including those required by FCA rules, to mitigate the risks referred to in (i); and |
||||
(iii) |
an explanation of the circumstances in which those tools and arrangements would typically be deployed and the likely consequences for investors; |
||||
(q) |
for a UCITS scheme which invests a substantial portion of its assets in other schemes, a statement of the maximum level of management fees that may be charged to that UCITS scheme and to the schemes in which it invests; |
||||
5(qa) |
where the authorised fund is a qualifying money market fund, 31a statement identifying it as such a fund 15and a statement that the authorised fund's investment objectives and policies will meet the conditions specified in the definition of qualifying money market fund31; 151515 |
||||
(r) |
where the net asset value of a UCITS scheme is likely to have high volatility owing to its portfolio composition or the portfolio management techniques that may be used, a prominent statement to that effect; 16 |
||||
(s) |
for a UCITS scheme, a statement that any unitholder may obtain on request the types of information (which must be listed) referred to in COLL 4.2.3R (3) (Availability of prospectus and long report); and16 |
||||
16(t) |
for a UCITS scheme that is or is intended to be a master UCITS, a statement that it is not a feeder UCITS and will not hold units of a feeder UCITS. |
||||
Reporting, distributions and accounting dates |
|||||
4 |
Relevant details of the reporting, accounting and distribution information which includes: |
||||
(a) |
the accounting and distribution dates; |
||||
(b) |
procedures for: |
||||
(i) |
determining and applying income (including how any distributable income is paid); |
||||
(ii) |
unclaimed distributions; and |
||||
(iii) |
if relevant, calculating, paying and accounting for income equalisation; and27 |
||||
(c) |
the accounting reference date and when the long report will be published in accordance with COLL 4.5.14 R (Publication and availability of annual and half-yearly long report).27 |
||||
(d) |
[deleted]27 |
||||
Characteristics of the units |
|||||
5 |
Information as to: |
||||
(a) |
where there is more than one class of unit in issue or available for issue, the name of each such class and the rights attached to each class in so far as they vary from the rights attached to other classes; |
||||
(b) |
[deleted]35 232329 |
||||
(c) |
how unitholders may exercise their voting rights and what these amount to; |
||||
(d) |
where a mandatory redemption, cancellation or conversion of units from one class to another may be required, in what circumstances it may be required; and |
||||
(e) |
for an AUT, the fact that the nature of the right represented by units is that of a beneficial interest under a trust. |
||||
215A |
ACSs: UCITS and NURS eligible investors |
||||
(a) |
A statement that units may not be issued to a person other than a: |
||||
(i) |
|||||
(ii) |
|||||
(iii) |
|||||
(b) |
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 5A(a). |
||||
215B |
ACSs: UCITS and NURS transfer of units |
||||
(a) |
A statement whether the transfer of units in the ACSscheme is either: |
||||
(i) |
prohibited; or |
||||
(ii) |
allowed; |
||||
by the instrument constituting the fund23 and prospectus. 23 |
|||||
(b) |
Where transfer of units is allowed by the instrument constituting the fund23 and prospectus in accordance with (a)(ii), a statement that units may only be transferred in accordance with the conditions specified by FCArules, including that units may not be transferred to a person other than a: 23 |
||||
(i) |
|||||
(ii) |
|||||
(iii) |
|||||
(c) |
For a co-ownership scheme which is an umbrella, a statement in accordance with (5B)(a)(i) or (ii) and, where appropriate, a statement in accordance with (5B)(b), 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. |
||||
Authorised fund manager |
|||||
6 |
The following particulars of the authorised fund manager: |
||||
(a) |
its name; |
||||
(b) |
the nature of its corporate form; |
||||
(c) |
the date of its incorporation; |
||||
(d) |
the address of its registered office; |
||||
(e) |
the address of its head office, if that is different from the address of its registered office; |
||||
(f) |
[deleted]32 |
||||
(g) |
if the duration of its corporate status is limited, when that status will or may cease; and |
||||
(h) |
the amount of its issued share capital and how much of it is paid up. |
||||
Directors of an ICVC, other than the ACD |
|||||
7 |
Other than for the ACD: |
||||
(a) |
the names and positions in the ICVC of any other directors (if any); and |
||||
(b) |
the manner, amount and calculation of the remuneration of such directors. |
||||
Depositary |
|||||
8 |
The following information and 25particulars concerning 25the depositary: |
||||
(a) |
its name; |
||||
(b) |
the nature of its corporate form; |
||||
(c) |
the address of its registered office; |
||||
(d) |
the address of its head office, if that is different from the address of its registered office; |
||||
(e) |
[deleted]32 25 |
||||
(f) |
a description of its duties and conflicts of interest that may arise between the depositary and:25 |
||||
25(i) |
the scheme; or |
||||
25(ii) |
the unitholders in the scheme; or |
||||
25(iii) |
|||||
25(g) |
(i) |
a description of any safekeeping functions delegated by the depositary; |
|||
(ii) |
a description of any conflicts of interest that may arise from such delegation; and |
||||
(iii) |
for a UCITS scheme, a list showing the identity of each delegate and sub-delegate; and |
||||
25(h) |
for a UCITS scheme, a statement that up-to-date information regarding the points covered under (a),(f) and (g), above, will be made available to unitholders on request. |
||||
Investment adviser |
|||||
9 |
If an investment adviser is retained in connection with the business of an authorised fund: |
||||
(a) |
its name; and |
||||
(b) |
where it carries on a significant activity other than providing services to the authorised fund as an investment adviser, what that significant activity is. |
||||
Auditor |
|||||
10 |
The name of the auditor of the authorised fund. |
||||
Contracts and other relationships with parties |
|||||
11 |
The following relevant details: |
||||
(a) |
for an ICVC: |
||||
(i) |
a summary of the material provisions of the contract between the ICVC and the ACD3 which may be relevant to unitholders including provisions (if any) relating to remuneration, termination, compensation on termination and indemnity; 3 |
||||
(ii) |
the main business activities of each of the directors (other than those connected with the business of the ICVC) where these are of significance to the ICVC's business; |
||||
(iii) |
if any director is a body corporate in a group of which any other corporate director of the ICVC is a member, a statement of that fact; 3 |
||||
(iv) |
the main terms of each contract of service between the ICVC and a director in summary form; and3 |
||||
3(v) |
for an ICVC that does not hold annual general meetings, a statement that copies of contracts of service between the ICVC and its directors, including the ACD, will be provided to a unitholder on request; |
||||
(b) |
the names of the directors of the authorised fund manager and the main business activities of each of the directors (other than those connected with the business of the authorised fund) where these are of significance to the authorised fund's business; |
||||
(c) |
a summary of the material provisions of the contract between the ICVC or the manager of the AUT and the depositary which may be relevant to unitholders, including provisions relating to the remuneration of the depositary; |
||||
21(ca) |
in the case of an ACS, a summary of the material provisions of the contracts between: |
||||
(i) |
the authorised fund manager and the nominated partner (if any); and |
||||
(ii) |
the authorised fund manager and depositary; |
||||
which may be relevant to unitholders, including provisions relating to the remuneration of the depositary; |
|||||
(d) |
if an investment adviser retained in connection with the business of the authorised fund is a body corporate in a group of which any director of the ICVC or the authorised fund manager21 of the AUTor ACS21 is a member, that fact; 21 |
||||
(e) |
a summary of the material provisions of any contract between the authorised fund manager or the ICVC and any investment adviser which may be relevant to unitholders; |
||||
(f) |
if an investment adviser retained in connection with the business of the authorised fund has the authority of the authorised fund manager or the ICVC to make decisions on behalf of the authorised fund manager or the ICVC, that fact and a description of the matters in relation to which it has that authority; |
||||
(g) |
a list of:16 16 |
||||
16(i) |
the functions which the authorised fund manager has delegated in accordance with FCA rules32; and |
||||
16(ii) |
the person to whom such functions have been delegated; and |
||||
(h) |
in what capacity (if any), the authorised fund manager acts in relation to any other regulated collective investment schemes2 and the name of such schemes. 2 |
||||
Register of Unitholders |
|||||
12 |
Details of: |
||||
(a) |
the address in the United Kingdom where the register of unitholders, and where relevant the plan register is kept and can be inspected by unitholders; and |
||||
(b) |
the registrar's name and address. |
||||
Payments out of scheme property |
|||||
13 |
In relation to each type of payment from the scheme property, details of: |
||||
(a) |
who the payment is made to; |
||||
(b) |
what the payment is for; |
||||
(c) |
the rate or amount where available; |
||||
(d) |
how it will be calculated and accrued; |
||||
(e) |
when it will be paid; |
||||
(f) |
where a performance fee is taken, examples of its operation in plain English and the maximum it can amount to37; and |
||||
37(g) |
37where donations are to be made to one or more registered charities for Sharia compliance purposes from the income property of the scheme (in this rule, ‘purification’), in addition to the details required above, the person who advises the authorised fund manager on the required percentage of the income property recognised for purification. |
||||
Allocation of payments |
|||||
14 |
If, in accordance with COLL 6.7.10 R4 (Allocation of payments to income or capital), the authorised fund manager and the depositary have agreed that all or part of any income expense payments may be treated as a capital expense: |
||||
(a) |
that fact; |
||||
(b) |
the policy for allocation of these payments; and |
||||
(c) |
a statement that this policy may result in capital erosion or constrain capital growth. |
||||
Moveable and immovable property (ICVC only) |
|||||
15 |
An estimate of any expenses likely to be incurred by the ICVC in respect of movable and immovable property in which the ICVC has an interest. |
||||
Valuation and pricing of scheme property |
|||||
16 |
In relation to the valuation of scheme property and pricing of units1: 1 |
||||
(a) |
either:1 1 |
||||
(i) |
in the case of a single-priced authorised fund,1 a provision that there must be only a single price for any unit as determined from time to time by reference to a particular valuation point; or1 |
||||
(ii) |
1in the case of a dual-priced authorised fund, the authorised fund manager's policy for determining prices for the sale and redemption of units by reference to a particular valuation point and an explanation of how those prices may differ; |
||||
(b) |
details of: |
||||
(i) |
how the value of the scheme property is to be determined in relation to each purpose for which the scheme property must be valued; |
||||
(ii) |
how frequently and at what time or times of the day the scheme property will be regularly valued for dealing purposes and a description of any circumstance in which the scheme property may be specially valued; |
||||
(iii) |
where relevant, how the price of units of each class will be determined for dealing purposes; 1 |
||||
(iv) |
where and at what frequency the most recent prices will be published; and |
||||
(v) |
1where relevant in the case of a dual-priced authorised fund, an explanation of what is meant by large deals and 29the authorised fund manager's policy in relation to large deals; and |
||||
(c) |
if provisions in (a) and (b) do not take effect when the instrument constituting the fund23 or (where appropriate) supplemental trust deed takes effect, a statement of the time from which those provisions are to take effect or how it will be determined. 23 |
||||
Dealing |
|||||
17 |
The following particulars: |
||||
(a) |
the procedures, the dealing periods and the circumstances in which the authorised fund manager will effect: |
||||
(i) |
the sale and redemption of units and the settlement of transactions (including the minimum number or value of units which one person may hold or which may be subject to any transaction of sale or redemption) for each class of unit in the authorised fund; and |
||||
(ii) |
any direct issue or cancellation of units by an ICVC or by the depositary of an AUT or ACS21 (as appropriate) through the authorised fund manager in accordance with COLL 6.2.7R (2) (Issue and cancellation of units through an authorised fund manager); 21 |
||||
(b) |
the circumstances in which the redemption of units may be suspended; |
||||
(c) |
whether certificates will be issued in respect of registered units; |
||||
(d) |
the circumstances in which the authorised fund manager may arrange for, and the procedure for the issue or cancellation of units in specie; |
||||
(e) |
the investment exchanges (if any) on which units in the scheme are listed or dealt; |
||||
(f) |
the circumstances and conditions for issuing units in an authorised fund which limit the issue of any class of units in accordance with 13COLL 6.2.18 R13 (Limited issue); |
||||
(g) |
the circumstances and procedures for the limitation or deferral of redemptions in accordance with 13COLL 6.2.19 R13 (Limited redemption) or 13COLL 6.2.21 R13 (Deferred redemption); 12 |
||||
(h) |
in a prospectus available during the period of any initial offer: |
||||
(i) |
the length of the initial offer period; |
||||
(ii) |
the initial price of a unit, which must be in the base currency; |
||||
(iii) |
the arrangements for issuing units during the initial offer, including the authorised fund manager's intentions on investing the subscriptions received during the initial offer; |
||||
(iv) |
the circumstances when the initial offer will end; |
||||
(v) |
whether units will be sold or issued in any other currency; and12 |
||||
(vi) |
any other relevant details of the initial offer12; 30 12 |
||||
(i) |
whether a unitholder may effect transfer of title to units on the authority of an electronic communication and if so the conditions that must be satisfied in order to effect a transfer; and30 12 |
||||
30(j) |
if the authorised fund manager deals as principal in units of the scheme and holds them for that purpose, a statement of its policy for doing so and, where applicable: |
||||
30(i) |
a description of when the authorised fund manager may retain any profits it earns and absorb any losses it incurs for these activities; and |
||||
30(ii) |
a statement of non-accountability as referred to in COLL 6.7.16G. |
||||
Dilution |
|||||
18 |
In the case of a single-priced authorised fund, details1 of what is meant by dilution including: |
||||
(a) |
a statement explaining: |
||||
(i) |
that it is not possible to predict accurately whether dilution is likely to occur; and |
||||
(ii) |
which of the policies the authorised fund manager is adopting under COLL 6.3.8 (1) (Dilution) together with an explanation of how this policy may affect the future growth of the authorised fund; and |
||||
(b) |
if the authorised fund manager may require a dilution levy or make a dilution adjustment, a statement of: |
||||
(i) |
the authorised fund manager's policy in deciding when to require a dilution levy, including what is meant by large deals and 29the authorised fund manager's policy on large deals, or when to make a dilution adjustment; |
||||
(ii) |
the estimated rate or amount of any dilution levy or dilution adjustment based either on historical data or future projections; and |
||||
(iii) |
the likelihood that the authorised fund manager may require a dilution levy or make a dilution adjustment and the basis (historical or projected) on which the statement is made. |
||||
SDRT provision |
|||||
19 |
|||||
[deleted]29 |
|||||
Forward pricing29 |
|||||
20 |
An explanation of forward pricing29 under COLL 6.3.9 (Forward 29pricing). |
||||
Preliminary charge |
|||||
21 |
Where relevant, a statement authorising the authorised fund manager to make a preliminary charge and specifying the basis for and current amount or rate of that charge. |
||||
Redemption charge |
|||||
22 |
Where relevant, a statement authorising the authorised fund manager to deduct a redemption charge out of the proceeds of redemption; and if the authorised fund manager makes a redemption charge: |
||||
(a) |
the current amount of that charge or if it is variable, the rate or method of calculating it; |
||||
(b) |
if the amount, rate or method has been changed, that details of any previous amount, rate or method may be obtained from the authorised fund manager on request; and |
||||
(c) |
how the order in which units acquired at different times by a unitholder is to be determined so far as necessary for the purposes of the imposition of the redemption charge. |
||||
9Property Authorised Investment Funds |
|||||
922A |
For a property authorised investment fund, a statement that: |
||||
(1) |
[deleted]22 22 |
||||
(2) |
no body corporate may seek to obtain or intentionally maintain a holding of more than19 10% of the net asset value of the fund; and 19 |
||||
(3) |
in the event that the authorised fund manager reasonably considers that a body corporate holds more than 10% of the net asset value of the fund, the authorised fund manager is entitled to delay any redemption or cancellation of units if the authorised fund manager reasonably considers such action to be: |
||||
(a) |
necessary in order to enable an orderly reduction of the holding to below 10%; and |
||||
(b) |
in the interests of the unitholders as a whole. |
||||
18 | |||||
18 | 18 | ||||
General information |
|||||
23 |
Details of: |
||||
(a) |
the address at which copies of the instrument constituting the fund,23 any amending instrument and the most recent annual and half-yearly long reports may be inspected and from which copies may be obtained; 23 |
||||
(b) |
the manner in which any notice or document will be served on unitholders; |
||||
(c) |
the extent to which and the circumstances in which: |
||||
(i) |
the scheme is liable to pay or suffer tax on any appreciation in the value of the scheme property or on the income derived from the scheme property; and |
||||
(ii) |
deductions by way of withholding tax may be made from distributions of income to unitholders and payments made to unitholders on the redemption of units; 3 |
||||
(d) |
for a UCITS scheme, any possible fees or expenses not described in paragraphs 13 to 22, distinguishing between those to be paid by a unitholder and those to be paid out of scheme property; and3 3 |
||||
3(e) |
for an ICVC, whether or not annual general meetings will be held. |
||||
Information on the umbrella |
|||||
24 |
In the case of a scheme which is an umbrella with two or more sub-funds11, the following information: |
||||
(a) |
that a unitholder is entitled to exchange units in one sub-fund for units in any other sub-fund (other than a sub-fund which has limited the issue of units); |
||||
(b) |
that an exchange of units in one sub-fund for units in any other sub-fund is treated as a redemption and sale and will, for persons subject to United Kingdom taxation, be a realisation for the purposes of capital gains taxation; |
||||
(c) |
that in no circumstances will a unitholder who exchanges units in one sub-fund for units in any other sub-fund be given a right by law to withdraw from or cancel the transaction; |
||||
(d) |
the policy for allocating between sub-funds any assets of, or costs, charges and expenses payable out of, the scheme property which are not attributable to any particular sub-fund; |
||||
(e) |
what charges, if any, may be made on exchanging units in one sub-fund for units in any other sub-fund; and11 |
||||
(f) |
for each sub-fund, the currency in which the scheme property allocated to it will be valued and the price of units calculated and payments made, if this currency is not the base currency of the scheme which is an umbrella.11 |
||||
(g) |
[deleted]11 11 |
||||
Application of the prospectus contents to an umbrella |
|||||
25 |
For a scheme which is an umbrella, information required must be stated: |
||||
(a) |
in relation to each sub-fund where the information for any sub-fund differs from that for any other; and |
||||
(b) |
for the umbrella as a whole, but only where the information is relevant to the umbrella as a whole.16 |
||||
16Information on a feeder UCITS |
|||||
1625A |
In the case of a feeder UCITS, the following information: |
||||
(a) |
a declaration that the feeder UCITS is a feeder of a particular master UCITS and as such permanently invests at least 85% in value of the scheme property in units of that master UCITS; |
||||
(b) |
the investment objective and policy, including the risk profile; and whether the performance records of the feeder UCITS and the master UCITS are identical, or to what extent and for which reasons they differ, including a description of how the balance of the scheme property which is not invested in units of the master UCITS is invested in accordance with COLL 5.8.3 R (Balance of scheme property: investment restrictions on a feeder UCITS); |
||||
(c) |
a brief description of the master UCITS, its organisation, its investment objective and policy, including the risk profile, and an indication of how the prospectus of the master UCITS may be obtained; |
||||
(d) |
a summary of the master-feeder agreement or where applicable, the internal conduct of business rules referred to in COLL 11.3.2 R (2) (Master-feeder agreement and internal conduct of business rules); |
||||
(e) |
how the unitholders may obtain further information on the master UCITS and the master-feeder agreement; |
||||
(f) |
a description of all remuneration or reimbursement of costs payable by the feeder UCITS by virtue of its investment in units of the master UCITS, as well as the aggregate charges of the feeder UCITS and the master UCITS; and |
||||
(g) |
a description of the tax implications of the investment into the master UCITS for the feeder UCITS. |
||||
[Note: article 63(1) of the UCITS Directive]18 |
|||||
18Information on a feeder NURS |
|||||
1825B |
In the case of a feeder NURS, the following information: |
||||
(a) |
a declaration that the feeder NURS is a feeder of a particular qualifying master scheme and as such is dedicated to units in a single qualifying master scheme and the minimum (and, if relevant, maximum) investment that the feeder NURS may make in its qualifying master scheme; |
||||
(b) |
the investment objective and policy of the feeder NURS, including its risk profile; and whether the performance records of the feeder NURS and the qualifying master scheme are identical, or to what extent and for which reasons they differ, including a description of how the balance of the scheme property which is not invested in units of the qualifying master scheme is invested in accordance with COLL 5.6.7 R (6A) (Spread: general); |
||||
(c) |
a brief description of the qualifying master scheme, its organisation, its investment objective and policy, including the risk profile, and an indication of how the prospectus of the qualifying master scheme may be obtained; |
||||
(d) |
how the unitholders may obtain further information on the qualifying master scheme; |
||||
(e) |
a description of all remuneration or reimbursement of costs payable by the feeder NURS by virtue of its investment in units of the qualifying master scheme, as well as the aggregate charges of the feeder NURS and the qualifying master scheme; and |
||||
(f) |
a description of the tax implications of the investment into the qualifying master scheme for the feeder NURS. |
||||
Marketing in another EEA state |
|||||
26 |
[deleted]32 |
||||
2323 | |||||
2121 | |||||
7Investment in overseas8 property through an intermediate holding vehicle |
|||||
726A |
7If investment in an overseas8 immovable is to be made through an intermediate holding vehicle or a series of intermediate holding vehicles, a statement disclosing the existence of that intermediate holding vehicle or series of intermediate holding vehicles and confirming that the purpose of that intermediate holding vehicle or series of intermediate holding vehicle is to enable the holding of overseas8 immovables by the scheme. |
||||
36Sustainability information |
|||||
3626B |
The following information, as applicable: |
||||
(a) |
where a sustainability label is used in relation to a scheme, the information set out at ESG 5.3.3R and ESG 5.3.6R, in accordance with ESG 5.3.2R(1); |
||||
(b) |
where a sustainability label is not used in relation to a scheme, but that scheme uses the terms in ESG 4.3.2R(2) under ESG 4.3.2R(1) in the product’s name or in a financial promotion relating to that scheme, the information required under ESG 5.3.2R(2). |
||||
Additional information |
|||||
27 |
Any other material information which is within the knowledge of the directors of an ICVC or the authorised fund manager of an AUT or ACS, or which the directors or authorised fund manager21 would have obtained by making reasonable enquiries, including but not confined to, the following matters: 21 |
||||
(a) |
information which investors and their professional advisers would reasonably require, and reasonably expect to find in the prospectus, for the purpose of making an informed judgement about the merits of investing in the authorised fund and the extent and characteristics of the risks accepted by so participating; |
||||
(b) |
a clear and easily understandable explanation of any risks which investment in the authorised fund may reasonably be regarded as presenting for reasonably prudent investors of moderate means; |
||||
(c) |
if there is any arrangement intended to result in a particular capital or income return from a holding of units in the authorised fund or any investment objective of giving protection to the capital value of, or income return from, such a holding: |
||||
(i) |
details of that arrangement or protection; |
||||
(ii) |
for any related guarantee, sufficient details about the guarantor and the guarantee to enable a fair assessment of the value of the guarantee; |
||||
(iii) |
a description of the risks that could affect achievement of that return or protection; and |
||||
(iv) |
details of the arrangements by which the authorised fund manager will notify unitholders of any action required by the unitholders to obtain the benefit of the guarantee; and |
||||
(d) |
whether any notice has been given to unitholders of the authorised fund manager intention to propose a change to the scheme and if so, its particulars. |
||||
Remuneration Policy |
|||||
2528 |
For a UCITS scheme and in relation to UCITS Remuneration Code staff: |
||||
(a) |
up-to-date details of the remuneration policy including, but not limited to: |
||||
(i) |
a description of how remuneration and benefits are calculated; and |
||||
(ii) |
the identities of persons responsible for awarding the remuneration and benefits, including the composition of the remuneration committee, where such a committee exists; or |
||||
(b) |
a summary of the remuneration policy and a statement that: |
||||
(i) |
up-to-date details of the matters set out in (a) above are available by means of a website, including a reference to that website; and |
||||
(ii) |
a paper copy of that website information will be made available free of charge upon request. |
Schedule to the Recognition Requirements Regulations, paragraphs 3 – 3H4
Paragraph 3 – Systems and controls4 |
|||
(1) |
The [UK RIE] must ensure that the systems and controls, including procedures and arrangements,4 used in the performance of its functions and the functions of the trading venues it operates are adequate, effective4 and appropriate for the scale and nature of its business. |
||
7[Note: SYSC 15A contains requirements relating to the operational resilience of UK RIEs] |
|||
(2) |
Sub-paragraph (1) applies in particular to systems and controls concerning - |
||
(a) |
the transmission of information; |
||
(b) |
the assessment, mitigation and management of risks to the performance of the [UK RIE'srelevant functions]; |
||
(c) |
the effecting and monitoring of transactions on the [UK RIE]; |
||
(ca) |
the technical operation of the [UK RIE], including contingency arrangements for disruption to its facilities; |
||
(d) |
the operation of the arrangements mentioned in paragraph 4(2)(d); and |
||
(e) |
(where relevant) the safeguarding and administration of assets belonging to users of the [UK RIE's] facilities. |
||
4(f) |
the resilience of its trading systems; |
||
4[Note:MiFID RTS 7 contains requirements on the resilience of trading systems operated by trading venues that enable algorithmic trading] |
|||
4(g) |
the ability to have sufficient capacity to deal with peak order and message volumes; |
||
4[Note:MiFID RTS 7 contains requirements on the adequacy of capacity of trading systems operated by trading venues that enable algorithmic trading] |
|||
4(h) |
the ability to ensure orderly trading under conditions of severe market stress; |
||
4(i) |
the effectiveness of business continuity arrangements to ensure the continuity of the [UK RIE’s] services if there is any failure of its trading systems including the testing of the [UK RIE’s] systems and controls; |
||
4(j) |
the ability to reject orders that exceed predetermined volume or price thresholds or which are clearly erroneous; |
||
4(k) |
the ability to ensure algorithmic trading systems cannot create or contribute to disorderly trading conditions on trading venues operated by the [UK RIE]; |
||
4(l) |
the ability to ensure disorderly trading conditions which arise from the use of algorithmic trading systems, including systems to limit the ratio of unexecuted orders to transactions that may be entered into the [UK RIE’s] trading system by a member or participant are capable of being managed; |
||
[Note:MiFID RTS 9 contains requirements on the ratio of unexecuted orders to transactions to be taken into account by a trading venue that operates electronic continuous auction order book, quote-driven or hybrid trading systems] |
|||
4(m) |
the ability to ensure the flow of orders is able to be slowed down if there is a risk of system capacity being reached; |
||
4(n) |
the ability to limit and enforce the minimum tick size which may be executed on its trading venues; and |
||
4(o) |
the requirement for members and participants to carry out appropriate testing of algorithms. |
||
4[Note:MiFID RTS 7 contains requirements on the appropriate testing of algorithms to ensure that trading systems, when they enable algorithmic trading, cannot create or contribute to disorderly trading conditions] |
|||
4(3) |
For the purposes of sub-paragraph 2(c), the [UK RIE] must - |
||
4(a) |
establish and maintain effective arrangements and procedures including the necessary resource for the regular monitoring of the compliance by members or participants with its rules; and |
||
4(b) |
monitor orders sent including cancellations and the transactions undertaken by its members or participants under its systems in order to identify infringements of those rules, disorderly trading conditions or conduct that may indicate behavior that is prohibited under the market abuse regulation or system disruptions in relation to a financial instrument. |
||
4(4) |
For the purpose of sub-paragraph (2)(o) the [UK RIE] must provide environments to facilitate such testing. |
||
4(5) |
The [UK RIE] must be adequately equipped to manage the risks to which it is exposed, to implement appropriate arrangements and systems to identify all significant risks to its operation, and to put in place effective measures to mitigate those risks. |
||
4Paragraph 3A – Market making arrangements |
|||
4(1) |
The [UK RIE] must - |
||
4(a) |
have written agreements with all investment firms pursuing a market making strategy on trading venues operated by it (“market making agreements”); |
||
4(b) |
have schemes, appropriate to the nature and scale of a trading venue, to ensure that a sufficient number of investment firms enter into such agreements which require them to post firm quotes at competitive prices with the result of providing liquidity to the market on a regular and predictable basis; |
||
4(c) |
monitor and enforce compliance with the market making agreements; |
||
4(d) |
inform the FCA of the content of its market making agreements; and |
||
4(e) |
provide the FCA with any information it requests which is necessary for the FCA to satisfy itself that the market making agreements comply with paragraphs (c) and (d) of this sub-paragraph and sub-paragraph 2. |
||
4(2) |
A market making agreement must specify- |
||
4(a) |
the obligations of the investment firm in relation to the provision of liquidity; |
||
4(b) |
where applicable, any obligations arising from the participation in a scheme mentioned in sub-paragraph (1)(b); |
||
4(c) |
any incentives in terms of rebates or otherwise offered by the [UK RIE] to the investment firm in order for it to provide liquidity to the market on a regular and predictable basis; and |
||
4(d) |
where applicable, any other rights accruing to the investment firm as a result of participation in the scheme referred to in sub-paragraph (1)(b). |
||
4(3) |
For the purposes of this paragraph, an investment firm pursues a market making strategy if - |
||
4(a) |
the firm is a member or participant of one or more trading venues; |
||
4(b) |
the firm’s strategy, when dealing on own account, involves posting firm, simultaneous two-way quotes of comparable size at competitive prices relating to one or more financial instruments on a single trading venue, across different trading venues; and |
||
4(c) |
the result is providing liquidity on a regular and frequent basis to the overall market. |
||
4Paragraph 3B – Halting trading |
|||
4(1) |
The [UK RIE] must be able to - |
||
4(a) |
temporarily halt or constrain trading on any trading venue operated by it if there is a significant price movement in a financial instrument on such a trading venue or a related trading venue during a short period; and |
||
4(b) |
in exceptional cases be able to cancel, vary, or correct any transaction. |
||
4(2) |
For the purposes of sub-paragraph (1), the [UK RIE] must ensure that the parameters for halting trading are appropriately calibrated in a way which takes into account - |
||
4(a) |
the liquidity of different asset classes and subclasses; |
||
4(b) |
the nature of the trading venue market model; and |
||
4(c) |
the types of users, |
||
4to ensure the parameters are sufficient to avoid significant disruptions to the orderliness of trading. |
|||
4(3) |
The [UK RIE] must report the parameters mentioned in sub-paragraph (2) and any material changes to those parameters to the FCA in a format to be specified by the FCA. |
||
4(4) |
If a trading venue operated by the [UK RIE] is material in terms of liquidity of the trading of a financial instrument and it halts trading in the United Kingdom6 in that instrument it must have systems and procedures in place to ensure that it notifies the FCA. |
||
4[Note:MiFID RTS 12 contains requirements for when a regulated market is material in terms of liquidity in a financial instrument for purposes of trading halt notifications] |
|||
4Paragraph 3C – Direct electronic access |
|||
4Where the [UK RIE] permits direct electronic access to a trading venue it operates, it must - |
|||
4(1) |
(a) |
ensure that a member of, or participant in that trading venue is only permitted to provide direct electronic access to the venue if the member or participant - |
|
4(i) |
an investment firm which has permission under Part 4A of the Act to carry on a regulated activity which is any of the investment services or activities;6 |
||
4(ii) |
a qualifying credit institution that has Part 4A permission to carry on the regulated activity of accepting deposits;6 |
||
4(iii) |
is a person who falls within regulation 30(1A) of the Financial Services and Markets Act 2000 (Markets in Financial Instruments) Regulations 2017 and has permission under Part 4A of the Act to carry on a regulated activity which is any of the investment services or activities;6 |
||
4(iv) |
is a third country firm providing the direct electronic access in the course of exercising rights under Article 46.1 (general provisions) 6of the markets in financial instruments regulation; |
||
4(v) |
is a third country firm and the provision of the direct electronic access by that firm is subject to the exclusion in Article 72 of the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001; or |
||
4(vi) |
is a third country firm which does not come within paragraph (iv) or (v) and is otherwise permitted to provide the direct electronic access under the Act; |
||
4(b) |
ensure that appropriate criteria are set and applied for the suitability of persons to whom direct electronic access services may be provided; |
||
4(c) |
ensure that a member of, or participant in, the trading venue retains responsibility for adherence to the requirements of any provisions of the law of the United Kingdom relied on by the United Kingdom before IP completion day to implement6 the markets in financial instruments directive in respect of orders and trades executed using the direct electronic access service, as those provisions have effect on IP completion day, in the case of rules made by the FCA under the Act, and as amended from time to time, in all other cases6; |
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4(d) |
set appropriate standards regarding risk controls and thresholds on trading through direct electronic access; |
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4(e) |
be able to distinguish and if necessary stop orders or trading on that trading venue by a person using direct electronic access separately from - |
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4(i) |
other orders; or |
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4(ii) |
trading by the member or participant providing the direct electronic access; and |
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4(f) |
have arrangements in place to suspend or terminate the provision to a client of direct electronic access to that trading venue by a member of, or participant in, the trading venue in the case of non-compliance with this paragraph. |
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4[Note:MiFID RTS 7 contains requirements on direct electronic access permitted through a trading venue’s systems] |
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4Paragraph 3D – Co-location services |
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4(1) |
The [UK RIE’s] rules on colocation services must be transparent, fair and nondiscriminatory. |
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4[Note:MiFID RTS 10 contains requirements to ensure co-location services are transparent, fair and non-discriminatory] |
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4Paragraph 3E – Fee structures |
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4(1) |
The [UK RIE’s] fee structure, for all fees it charges including execution fees and ancillary fees and rebates it grants, must - |
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4(a) |
be transparent, fair and non-discriminatory; |
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4[Note:MiFID RTS 10 contains requirements to ensure fee structures are transparent, fair and non-discriminatory] |
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4(b) |
not create incentives to place, modify or cancel orders, or execute transactions, in a way which contributes to disorderly trading conditions or market abuse; and |
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4[Note:MiFID RTS 10 contains requirements concerning prohibited fee structures] |
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4(c) |
impose market making obligations in individual shares or suitable baskets of shares for any rebates that are granted. |
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4(2) |
Nothing in sub-paragraph (1) prevents the [UK RIE] from - |
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4(a) |
adjusting its fees for cancelled orders according to the length of time for which the order was maintained; |
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4(b) |
calibrating its fees to each financial instrument to which they apply; |
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4(c) |
imposing a higher fee - |
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4(i) |
for placing an order which is cancelled than an order which is executed; |
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4(ii) |
on participants placing a high ratio of cancelled orders to executed orders; or |
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4(iii) |
on a person operating a high-frequency algorithmic trading technique, |
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4in order to reflect the additional burden on system capacity. |
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4Paragraph 3F – Algorithmic trading |
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4(1) |
The [UK RIE] must require members of and participants in trading venues operated by it to flag orders generated by algorithmic trading in order for it to be able to identify the - |
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4(a) |
the different algorithms used for the creation of orders; and |
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4(b) |
the persons initiating those orders. |
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4Paragraph 3G – Tick size regimes |
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4(1) |
Subject to paragraph 1A, the8 [UK RIE] must adopt tick size regimes in respect of trading venues operated by it in - |
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4(a) |
shares, depositary receipts, exchange-traded funds, certificates and other similar financial instruments traded on each trading venue; and |
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4[Note:MiFID RTS 11 contains requirements on the tick size regime for shares, depositary receipts, exchange traded funds and certificates5] |
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4(b) |
any financial instrument for which technical standards are adopted by FCA under paragraphs 24 and 25 of Part 2 of Schedule 3 to6 the markets in financial instruments regulation8 which is traded on that trading venue. |
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[Note:MiFID RTS 11] |
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8(1A) |
The application of tick sizes shall not prevent the [UK RIE] from matching orders that are large in scale (as determined in accordance with Article 4 of the markets in financial instruments regulation) at the mid-point within the current bid and offer prices. |
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[Note:MiFID RTS 11] |
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4 (2) |
The tick size regime must - |
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4(a) |
be calibrated to reflect the liquidity profile of the financial instrument in different markets and the average bid-ask spread taking into account desirability of enabling reasonably stable prices without unduly constraining further narrowing of spreads; and |
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4(b) |
adapt the tick size for each financial instrument appropriately. |
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4(3) |
The tick size regime must comply with Commission Delegated Regulation (EU) 2017/588 of 14 July 2016 supplementing Directive 2014/65/EU of the European Parliament and of the Council with regard to regulatory technical standards on the tick size regime for shares, depositary receipts and exchange-traded funds6. |
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4[Note:MiFID RTS 11] |
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4Paragraph 3H – Syncronisation of business clocks |
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4(1) |
The [UK RIE] must synchronise the business clocks it uses to record the date and time of any reportable event in accordance with Commission Delegated Regulation (EU) 2017/574 of 7 June 2016 supplementing Directive 2014/65/EU of the European Parliament and of the Council with regard to regulatory technical standards for the level of accuracy of business clocks6. |
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4[Note:MiFID RTS 25] |