Status: Please note you should read all Brexit changes to the FCA Handbook and BTS alongside the main FCA transitional directions. Where these directions apply the 'standstill', firms have the choice between complying with the pre-IP completion day rules, or the post-IP completion day rules. To see a full list of Handbook modules affected, please see Annex B to the main FCA transitional directions.

SUP 10A.1 Application

General

SUP 10A.1.1RRP

21This chapter applies to SMCR firm with respect to their appointed representatives.18

514
SUP 10A.1.1AGRP

5SUP 10C deals with the approved persons regime for SMCR firms themselves13.

SUP 10A.1.2GRP

This chapter is also relevant to18:5

  1. (1)

    FCA-approved person of an appointed representative of an SMCR firm18; and5

    13
  2. (2)

    18an appointed representative of an SMCR firm13.5

SUP 10A.1.3GRP

The rules in this chapter specify descriptions of FCA controlled functions under section 59 of the Act (Approval for particular arrangements).

SUP 10A.1.4GRP

The directions in this chapter relate to the manner in which a firm must apply for the FCA's approval under section 59 of the Act and other procedures.

Overseas appointed representatives: UK services

SUP 10A.1.5RRP
  1. (1)

    This chapter does not apply in relation to an overseas appointed representative in relation to regulated activities which are carried on in the United Kingdom other than from an establishment maintained by it or its principal in the United Kingdom.18

  2. (2)

    An overseas appointed representative means an appointed representative which has its registered office (or, if it has no registered office, its head office) outside the United Kingdom.18

Overseas appointed representatives: UK establishments

SUP 10A.1.6RRP
  1. (-1)

    Only the following FCA governing functions (as modified by this rule) apply in relation to an overseas appointed representative which maintains (or whose principal maintains) an establishment in the United Kingdom from which regulated activities are carried on: 18

    1. (a)

      the director function;18

    2. (b)

      the non-executive director function; and18

    3. (c)

      the chief executive function.18

  2. (1)

    The18 director function only applies to the extent that18 the person performing that function:

    1. (a)

      has responsibility for the regulated activities of the UK establishment18 which are likely to enable them18 to exercise significant influence over that establishment18; or

    2. (b)

      is someone whose decisions or actions are regularly taken into account by the governing body of that establishment.18

  3. (2)

    The18 non-executive director function only applies to the extent that18 the person performing that function18:

    1. (a)

      has responsibility for the regulated activities of the18 UK establishment18 which is likely to enable them18 to exercise significant influence over that establishment18; or

    2. (b)

      is someone whose decisions or actions are regularly taken into account by the governing body of that establishment.18

  4. (3)

    [deleted]18

  5. (4)

    [deleted]18

  6. (5)

    [deleted]18

  7. (6)

    [deleted]18

  8. (7)

    [deleted]18

  9. (8)

    An overseas appointed representative has the same meaning as in SUP 10A.1.5R.18

EEA firms

SUP 10A.1.7RRP

This chapter does not apply in relation to the appointed representative of: an EEA SMCR firm20

if and in so far as the question of whether a person is fit and proper to perform a particular function in relation to that firm is reserved to an authority in a country or territory outside the United Kingdom as contemplated by section 59(8) of the Act. This rule has effect to the extent that, and for as long as, section 59(8) of the Act remains in effect under the standstill direction (as it relates to that section) as defined in the direction made by the FCA under Part 7 of the Financial Services and Markets Act 2000 (Amendment) (EU Exit) Regulations 2019 that came into force on IP completion day and is titled “Main FCA Transitional Directions”.20

1912
SUP 10A.1.8GRP

[deleted]20

513
SUP 10A.1.9GRP

[deleted]18

1313
SUP 10A.1.10GRP

[deleted]18

Incoming EEA firms: passported activities from a branch

SUP 10A.1.11RRP

Only the following FCA controlled functions apply to an incoming EEA firm with respect to its passported activities carried on from a branch in the United Kingdom:

  1. (3)

    the customer function other than where this relates to the function in SUP 10A.10.7R (4) and (7).

SUP 10A.1.12RRP

[deleted]13

Incoming EEA firms etc with top-up permission activities from a UK branch

SUP 10A.1.13RRP

In relation to the activities of a firm for which it has a top-up permission, only the following FCA controlled functions apply:

  1. (1)

    the FCA required functions, other than the apportionment and oversight function and the compliance oversight function;

  2. (2)

    the significant management function, in so far as it relates to:

    1. (a)

      designated investment business other than dealing in investments as principal, disregarding article 15 of the Regulated Activities Order; or

    2. (b)

      processing confirmations, payments, settlements, insurance claims, client money and similar matters, in so far as this relates to designated investment business; and6

    3. (c)

      [deleted]6

  3. (3)

    the customer function.

SUP 10A.1.14RRP

[deleted]18

Appointed representatives

SUP 10A.1.15RRP

The descriptions of the following FCA controlled functions apply to an appointed representative of a firm, except in relation to CBTL business or 4an introducer appointed representative, as they apply to an FCA-authorised person:

  1. (1)

    the FCA governing functions, subject to SUP 10A.1.16 R and except for a tied agent of an EEA MiFID investment firm; and

  2. (2)

    the customer function other than in relation to acting in the capacity of an investment manager (see SUP 10A.10.7R (6)).

SUP 10A.1.16RRP
  1. (1)

    This chapter is18 is modified in relation to an appointed representative meeting the conditions in (2) so that only one of the following FCA governing functions:

    1. (a)

      director function; or

    2. (b)

      chief executive function; or

    3. (c)

      partner function; or

    4. (d)

      director of unincorporated association function;

    applies, as appropriate, to an individual within that appointed representative who will be required to be an FCA-approved person.

  2. (2)

    The conditions are that:

    1. (a)

      the scope of appointment of the appointed representative includes insurance distribution activity11 in relation to non-investment insurance contracts or credit-related regulated activity3, but no other regulated activity; and

    2. (b)

      the principal purpose of the appointed representative is to carry on activities other than regulated activities.

SUP 10A.1.16ARRP

3

  1. (-1)

    The customer function is the only controlled function in this chapter that applies to an appointed representative that is an SMCR firm and has a limited permission to carry on a regulated activity prescribed for the purposes of section 39(1E)(a) of the Act.18

  2. (1)

    [deleted]18

  3. (2)

    The customer function applies to the appointed representative in relation to the carrying on of the regulated activity, for which it does not have permission, comprised in the business for which its principal has accepted responsibility.18

SUP 10A.1.16BRRP

[deleted]18

513
SUP 10A.1.16CGRP

Certain additional controlled functions apply to a firm in SUP 10A.1.16AR under SUP 10C (FCA senior managers regime for approved persons in SMCR firms).18

Senior management functions

SUP 10A.1.16DGRP
  1. (1)

    5Under section 59(6A) of the Act, if the FCA is satisfied that, in relation to the carrying on of a regulated activity by an SMCR firm13, a controlled function is a senior management function, the FCA must designate the function in its rules as a senior management function.

  2. (2)

    Generally, the FCA does not think that a person performing a function in this chapter18 will have sufficient responsibility for managing the affairs of the appointed representative’s principal (as opposed to managing the affairs of the appointed representative itself) to perform a senior management function.

  3. (3)

    Therefore:

    1. (a)

      the FCA has not designated any of the functions in this chapter18 as a senior management function; and

    2. (b)

      none of the functions in this chapter18 are designated senior management functions.

  4. (4)

    SUP 10C.1.8G (Appointed representatives13) explains that it is unlikely that SUP 10C (FCA senior managers13 regime for approved persons in SMCR firms13) will apply to approved persons working in appointed representatives of an SMCR firm13 in addition to this chapter.

SUP 10A.1.17RRP

[deleted]17

SUP 10A.1.18RRP

[deleted]17

SUP 10A.1.19GRP

[deleted]17

Insolvency practitioners

SUP 10A.1.20RRP

This chapter does not apply to a function performed by:

  1. (1)

    a person acting as an insolvency practitioner within the meaning of section 388 of the Insolvency Act 1986; or

  2. (2)

    a person acting as a nominee in relation to a voluntary arrangement under Parts I (Company Voluntary Arrangements) and VIII (Individual Voluntary Arrangements) of the Insolvency Act 1986; or

  3. (3)

    a person acting as an insolvency practitioner within the meaning of Article 3 of the Insolvency (Northern Ireland) Order 1989; or

  4. (4)

    a person acting as a nominee in relation to a voluntary arrangement under Parts II (Company Voluntary Arrangements) and VIII (Individual Voluntary Arrangements) of the Insolvency (Northern Ireland) Order 1989.

SUP 10A.1.21GRP

[deleted]17

1013
SUP 10A.1.21AG

[deleted]18

SUP 10A.1.22RRP

[deleted]12

1
SUP 10A.1.23GRP

[deleted]12

1
SUP 10A.1.24GRP

[deleted]17

29
3
SUP 10A.1.25RRP

[deleted]17

SUP 10A.1.26R

[deleted]13

8
SUP 10A.1.27G

[deleted]13

8
SUP 10A.1.28R

[deleted]17

SUP 10A.1.29R

[deleted]17

15
SUP 10A.1.30R

[deleted]17

15
SUP 10A.1.31G

[deleted]17

15
SUP 10A.1.32G

[deleted]17

15

Obligations on firms

SUP 10A.1.33G
  1. (1)

    17The requirements in this chapter about notifications and applications are addressed to firms. This18 means they are addressed18 to the appointed representative’s principal.

  2. (2)

    If an appointed representative has more than one principal, the requirements in (1) are addressed to the authorised approved person employer of the approved person in question.

Gibraltar firms

SUP 10A.1.34R
  1. (1)

    20A firm that is a Gibraltar-based firm (as defined in GEN 2.3 (General saving of the Handbook for Gibraltar)) is treated as an EEA firm for the purposes of this chapter.

  2. (2)

    (1) is without prejudice to the generality of GEN 2.3.