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COLL 12.2 UK UCITS management companies

Application

COLL 12.2.1 R

This section applies to a UK UCITS management company that operates an EEA UCITS scheme by establishing a branch in another EEA State or under the freedom to provide cross-border services.

References in COLL to authorised fund manager

COLL 12.2.2 R

Where this section refers to rules in any other part of this sourcebook, references in those rules and any relevant guidance to an authorised fund manager, AFM or operator of a UCITS scheme are to be interpreted as if they are referring to a UK UCITS management company of the EEA UCITS scheme.

Home State/Host State split of regulatory and supervisory responsibilities for UK UCITS management companies operating under a passport

COLL 12.2.3 R

A UK UCITS management company that operates an EEA UCITS scheme must in relation to that activity comply with the ruleswhich relate to:

  1. (1)

    the organisation of the management company, including delegation arrangements;

  2. (2)

    risk-management procedures;

  3. (3)

    prudential rules and supervision;

  4. (4)

    operating conditions; and

  5. (5)

    reporting requirements.

[Note: article 19(1) of the UCITS Directive]

Arrangements and organisational decisions

COLL 12.2.4 R

A UK UCITS management company that operates an EEA UCITS scheme must decide and be responsible for adopting and implementing all the arrangements and organisational decisions that are necessary to ensure compliance with rules drawn up by the EEA State in which that scheme is established, in implementation of its obligations under articles 19(3) and 19(4) of the UCITS Directive.

[Note: article 19(6) of the UCITS Directive]

COLL 12.2.5 G

The FCA's equivalent rules under articles 19(3) and 19(4) of the Directive are set out in COLL 12.3.5 R (COLL fund rules under the management company passport: the fund application rules) and COLL 6.6.3 R (Functions of the authorised fund manager).

Rules of conduct: UK UCITS management companies operating in another Member State

COLL 12.2.6 G
  1. (1)

    Each EEA State, including the United Kingdom, is required to implement article 14 of the UCITS Directive by drawing up rules of conduct which management companies authorised in that State must observe at all times, except as explained in (3).

  2. (2)

    UK UCITS management companies operating an EEA UCITS scheme under the freedom to provide cross border services (otherwise than by establishing a branch in that State) are advised that, as provided for elsewhere in the Handbook, they are required to comply with the following rules and guidance in relation to such business, as follows:

    1. (a)

      COLL 6.6A.2 R (Duties of AFMs of UCITS schemes and EEA UCITS schemes to act in the best interests of the scheme and its Unitholders);

    2. (b)

      COLL 6.6A.4 R (Due diligence requirements of AFMs of UCITS schemes and EEA UCITS schemes);

    3. (c)

      COLL 6.6A.5 R (Compliance with the regulatory requirements applicable to the conduct of business activities of a UCITS management company);

    4. (d)

      SYSC, to the extent indicated in column A+ (Application to a management company) of Part 3 of SYSC 1 Annex 1 (Detailed application of SYSC); and

    5. (e)

      COBS, to the extent indicated at paragraph 9.1 of Part 3 of COBS 1 Annex 1 (Application).

  3. (3)

    Rules of conduct drawn up by a Host State under article 14 of the UCITS Directive are for branch operations reserved to that State under article 17(4) of that Directive. A UK UCITS management company operating an EEA UCITS scheme from a branch in an EEA State other than the United Kingdom, should be aware that it will be expected to comply with the relevant requirements of its Host State regulator that correspond to the rules referred to at (2)(a) to (c) and (e). Further guidance on the COBS position may be found at paragraph 9 of Part 3 of COBS 1 Annex 1 (Application). As explained at paragraph 2.16AR of Part 2 of SYSC 1 Annex 1 (Detailed application of SYSC), SYSC, to the extent indicated in column A+ (Application to a management company) of Part 3 of SYSC 1 Annex 1, applies to a UK UCITS management company in relation to passported activities carried on by it from a branch in another EEA State, reflecting that responsibility for such matters is shared between the management company'sHome and Host State regulators.

[Note: articles 14, 17(4) and 18(3) of the UCITS Directive]

Notification to the UCITS Home State regulator

COLL 12.2.7 G
  1. (1)

    A UK UCITS management company which applies to operate an EEA UCITS scheme in another EEA State is advised that it must comply with the requirements of the Host State regulator regarding provision to them of the following documents:

    1. (a)

      the written contract1 it has entered into with the depositary1 of the EEA UCITS scheme, as referred to in article 22(2)1 of the UCITS Directive; and

    2. (b)

      information on delegation arrangements (if any), regarding functions of investment management and administration which are to be delegated to a third party.

  2. (2)

    If the UCITS management company already manages other UCITS of the same type in the EEA State referred to in (1), reference to the documents already provided should be sufficient.

  3. (3)

    Any subsequent material modifications of the documents referred to in (1) must be notified by the UK UCITS management company to the Host State regulator.

[Note: article 20(1) and 20(4) of the UCITS Directive]

Requirement to make information available to the public or the competent authority of the scheme's Home Member State

COLL 12.2.8 G

A UK UCITS management company that operates an EEA UCITS scheme is advised that in accordance with the requirements of the Host State regulator it must establish appropriate procedures and arrangements to make information available at the request of the public or that regulator.