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MAR 5.3 Trading process requirements1

MAR 5.3.1R

1A firm operating an MTF must have:

  1. (1)

    transparent and non-discretionary rules and procedures for fair and orderly trading;

    [Note: Article 14(1) of MiFID]

  2. (2)

    objective criteria for the efficient execution of orders;

    [Note: Article 14(1) of MiFID]

  3. (3)

    transparent rules regarding the criteria for determining the financial instruments that can be traded under its systems;

    [Note: Subparagraph 1 of Article 14(2) of MiFID]

  4. (4)

    transparent rules, based on objective criteria, governing access to its facility, which rules must provide that its members or participants are investment firms, CRD credit institutions2 or other persons who:

    2
    1. (a)

      are fit and proper;

    2. (b)

      have a sufficient level of trading ability and competence;

    3. (c)

      where applicable, have adequate organisational arrangements;

    4. (d)

      have sufficient resources for the role they are to perform, taking into account the different financial arrangements that the firm operating the MTF may have established in order to guarantee the adequate settlement of transactions; and

    [Note: Article 14(4) and 42(3) of MiFID]

  5. (5)

    where applicable must provide, or be satisfied that there is access to, sufficient publicly available information to enable its users to form an investment judgment, taking into account both the nature of the users and the types of instrument traded.

    [Note: Subparagraph 2 of Article 14(2) of MiFID]

Publication of pre and post-trade information for shares not admitted to trading on a regulated market

MAR 5.3.2G

1In the case of shares not admitted to trading on a regulated market, the FCA expects that in order to fulfil the requirements in MAR 5.3.1 R as regards fair and orderly trading, the firm operating the MTF will make public on reasonable commercial terms:

1
  1. (1)

    on a continuous basis during normal trading hours, information about the quotes and orders relating to these shares which the MTF displays or advertises to its users; and

  2. (2)

    as close to real time as possible, information about the price, volume and time of transactions in these shares executed under its systems.

MAR 5.3.3G

1The firm may make information about a large quote, order or transaction available under MAR 5.3.2 G on a delayed basis, but only to the extent reasonably necessary to protect the interests of the relevant user who placed the order, provided the quote or executed the transaction.

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Publication of post-trade information for financial instruments other than shares1

MAR 5.3.4G

1Where financial instruments other than shares are traded on an MTF, and the same or substantially similar instruments are also traded on a UK RIE, a regulated market or an EEA commodities market, the FCA3 expects that in order to fulfil the requirements in MAR 5.3.1 R as regards fair and orderly trading, the firm operating the MTF will make public, on reasonable commercial terms and as close to real time as possible, the price, volume and time of the transactions executed under its systems.

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MAR 5.3.5G

1For large transactions in debt securities, an indication that volume exceeded a certain figure (not being less than £7 million or its equivalent) instead of the actual volume is sufficient transparency of the volume of a trade.

MAR 5.3.6G

1The firm may make information about a large quote, order or transaction available under MAR 5.3.4 G on a delayed basis, but only to the extent reasonably necessary to protect the interests of the relevant user who placed the order, provided the quote or executed the transaction.

Operation of a primary market in shares not admitted to trading on a regulated market

MAR 5.3.7G

1The FCA will be minded to impose a variation on the Part 4A Permission of an MTF operator that operates a primary market in shares not admitted to trading on a regulated market in order to ensure its fulfilment of the requirements in MAR 5.3.1 R as regards fair and orderly trading.

Transferable securities traded without issuer consent

MAR 5.3.8R

1Where a transferable security, which has been admitted to trading on a regulated market, is also traded on an MTF without the consent of the issuer, the firm operating the MTF must not make the issuer subject to any obligation relating to initial, ongoing or ad hoc financial disclosure with regard to that MTF.

[Note: Article 14(6) of MiFID]