SYSC 1 Annex 1 Detailed application of SYSC

1 Part 1

Application of SYSC 2 and SYSC 3 to an insurer, a UK ISPV, 32 a managing agent and the Society

Who?

1.124

R

SYSC 2 and SYSC 3 only apply to an insurer, a UK ISPV,32 a managing agent and the Society except that:

(1)

for an incoming EEA firm or an incoming Treaty firm:

(a)

SYSC 2.1.1 R and SYSC 2.1.2 G do not apply;

(b)

SYSC 2.1.3 R to SYSC 2.2.3 G apply, but only in relation to allocation of the function in SYSC 2.1.3 R (2) and only in so far as responsibility for the matter in question is not reserved by an EU3 instrument to the firm'sHome State regulator; and

3

(c)

SYSC 3 applies, but only in so far as responsibility for the matter in question is not reserved by an EU3 instrument to the firm'sHome State regulator;

3

(2)

for an incoming EEA firm which has permission only for cross border services and which does not carry on regulated activities in the United Kingdom, SYSC 2 and SYSC 3 do not apply;

(3)

for an incoming Treaty firm which has permission only for cross border services and which does not carry on regulated activities in the United Kingdom, SYSC 3.2.6A R to SYSC 3.2.6J G do not apply;

(4)

for a sole trader:

(a)

SYSC 2 applies but only if he employs any person who is required to be approved under section 59 of the Act (Approval for particular arrangements);

(b)

SYSC 3.2.6I R does not apply if he has no employees; and

(5)

SYSC 2 and SYSC 3 do not apply to an incoming ECA provider acting as such.

(6)

Except as provided for in (7), SYSC 2 and SYSC 3 do not apply to a firm in relation to benchmark activities.35

(7)

SYSC 2 and SYSC 3 continue to apply to a person with permission to carry on the regulated activity of administering a specified benchmark acting as such.35

351.1A

G

(1)

As a consequence of the benchmarks regulation, the regulated activity referred to in SYSC 1 Annex 1 1.1R(7) will cease to apply in certain circumstances (see SUP TP 10 for an explanation of those circumstances).

(2)

The effect of SYSC 1 Annex 1 1.1R(7) is that SYSC 2 and SYSC 3 continue to apply to firms which still have permission to carry on the regulated activity in SYSC 1 Annex 1 1.1R(7) when carrying on that activity.35

1.224

G

(1)

Question 12 in SYSC 2.1.6 G contains guidance on SYSC 1 Annex 1.1.1R(1)(b) and SYSC 1 Annex 1.1.1R(1)(c).

(2)

SYSC 1 Annex 1 .1.8R further restricts the territorial application of SYSC 2 and SYSC 3 for an incoming EEA firm or an incoming Treaty firm.

(3)

SYSC 1 Annex 1 .1.1R(3) puts an incoming EEA firm on an equal footing with unauthorised overseas persons who utilise the overseas persons exclusions in article 72 of the Regulated Activities Order.

(4)

Further guidance on which matters are reserved to a firm'sHome State regulator can be found at SUP 13A Annex 2.

What?

1.324

R

SYSC 2 and SYSC 3 apply with respect to the carrying on of:

(1)

regulated activities;

(2)

activities that constitute dealing in investments as principal, disregarding the exclusion in article 15 of the Regulated Activities Order (Absence of holding out etc); 32

(3)

ancillary activities in relation to designated investment business, home finance activity and insurance mediation activity; and32

32(4)

activities directly arising from insurance risk transformation;

except that SYSC 3.2.6A R to SYSC 3.2.6J G do not apply as described in SYSC 1 Annex 1.1.4R.

1.4

21

R

SYSC 3.2.6A R to SYSC 3.2.6J G do not apply:

(1)

with respect to the activities described in SYSC 1 Annex 1.1.3R(2) and SYSC 1 Annex 1.1.3R(3); or

(2)

in relation to the following regulated activities:

(a)

general insurance business;

32(aa)

insurance risk transformation;

(b)

insurance mediation activity in relation to a general insurance contract or pure protection contract;

(c)

long-term insurance business which is outside theSolvency II Directive18 (unless it is otherwise one of the regulated activities specified in this rule);

(d)

business relating to contracts which are within the Regulated Activities Order only because they fall within paragraph (e) of the definition of "contract of insurance" in article 3 of that Order;

(e)

(i)

arranging, by the Society, of deals in general insurance contracts written at Lloyd's; and

(ii)

managing the underwriting capacity of a Lloyd's syndicate as a managing agent at Lloyd's;

(f)

home finance mediation activity and administering a home finance transaction; and

(g)

reversion activity; or21

21(3)

to a pure reinsurer; or32

32(4)

in relation to activities directly arising from insurance risk transformation.

1.524

R

SYSC 2 and SYSC 3, except SYSC 3.2.6A R to SYSC 3.2.6J G, also apply with respect to the communication and approval of financial promotions which:

(1)

if communicated by an unauthorised person without approval would contravene section 21(1) of the Act (Restrictions on financial promotion); and

(2)

may be communicated by a firm without contravening section 238(1) of the Act (Restrictions on promotion of collective investment schemes).

1.624

R

SYSC 2 and SYSC 3, except SYSC 3.2.6A R to SYSC 3.2.6J G, also:

(1)

apply with respect to the carrying on of unregulated activities in a prudential context; and

(2)

take into account any activity of other members of a group of which the firm is a member.

1.724

G

SYSC 1 Annex 1 .1.6R(2) does not mean that inadequacy of a group member's systems and controls will automatically lead to a firm contravening, for example, SYSC 3.1.1 R. Rather, the potential impact of a group member's activities, including its systems and controls, and any systems and controls that operate on a group basis, will be relevant in determining the appropriateness of the firm's own systems and controls.

Where?

1.824

R

SYSC 2 and SYSC 3 apply with respect to activities carried on from an establishment maintained by the firm (or its appointed representative or, where applicable, its tied agent) in the United Kingdom unless another applicable rule which is relevant to the activity has a wider territorial scope, in which case SYSC 2 and SYSC 3 apply with that wider scope in relation to the activity described in that rule.

211.8A

R

(1) SYSC 3, except SYSC 3.2.6AR to SYSC 3.2.6JG, and

(2) for a UK domestic firm, SYSC 2;

also apply in a prudential context with respect to activities wherever they are carried on.

1.924

R

SYSC 2 and SYSC 3, except SYSC 3.2.6A R to SYSC 3.2.6J G, also apply in a prudential context to a UK domestic firm with respect to activities wherever they are carried on.

1.1024

R

SYSC 3 , except SYSC 3.2.6A R to SYSC 3.2.6J G, also applies in a prudential context to an overseas firm (other than an incoming EEA firm or an incoming Treaty firm) with respect to activities wherever they are carried on.

1.1124

G

(1)

In considering whether to take regulatory action under SYSC 2 or SYSC 3 in relation to activities carried on outside the United Kingdom, the appropriate regulator will take into account the standards expected in the market in which the firm is operating.

(2)

Most of the rules in SYSC 3 are linked to other requirements and standards under the regulatory system which have their own territorial limitations so that those SYSCrules are similarly limited in scope.

Actions for damages

1.1224

R

A contravention of the rules in SYSC 2 and SYSC 3 does not give rise to a right of action by a private person under section 138D of the Act (and each of those rules is specified under section 138D(3) of the Act as a provision giving rise to no such right of action).

Part 2

Application of the common platform requirements 27

Who?

2.124

R

The common platform requirements apply to every firm apart from an insurer, a UK ISPV,32 a managing agent and the Society unless provided otherwise in a specific rule.

2.224

R

For an incoming EEA firm or an incoming Treaty firm:

(1)

the rule on responsibility of senior personnel (SYSC 4.3) does not apply;

(2)

the common platform requirements apply only in so far as responsibility for the matter in question is not reserved by an EU3 instrument to the firm'sHome State regulator;

3

(3)

for an incoming EEA firm which has permission only for cross-border services and which does not carry on regulated activities in the United Kingdom, the common platform requirements do not apply;

(4)

for an incoming Treaty firm which has permission only for cross-border services and which does not carry on regulated activities in the United Kingdom, the common platform requirements on financial crime do not apply.

2.324

R

For a sole trader:

(1)

SYSC 4.3 and 4.4 do not apply as long as he does not employ any person who is required to be approved under section 59 of the Act (Approval for particular arrangements);

(2)

SYSC 4.1.4 R and SYSC 6.3.9 R do not apply if he has no employees.

2.424

R

For a UCITS qualifier:

(1)

the rule on responsibility of senior personnel (SYSC 4.3) does not apply; and

(2)

the common platform requirements apply in relation to the communication and approval of financial promotions only as set out in SYSC 1 Annex 1.2.12R.

[Note: section 266 of the Act.]

162.4A24

R

For an AIFM qualifier:

(1)

the rule on responsibility of senior personnel (SYSC 4.3) does not apply; and

(2)

the common platform requirements apply in relation to the communication and approval of financial promotions only as set out in SYSC 1 Annex 1, 2.12R.

2.524

R

For an authorised professional firm when carrying on non-mainstream regulated activities, the common platform requirements on financial crime, conflicts of interest and Chinese walls do not apply.

152.5A24

R

The common platform requirements on financial crime do not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations.

2.624

R

The common platform requirements do not apply to an incoming ECA provider acting as such.7

72.6A24

R

The common platform requirements do not apply to a firm (including an incoming EEA firm) in relation to its carrying on of auction regulation bidding, except for:

(1)

SYSC 6.1.1 R which only applies to the extent that it relates to the obligation to establish, implement and maintain adequate policies and procedures for countering the risk that the firm (including its managers, employees and appointed representatives) might be used to further financial crime; and

(2)

SYSC 6.3 (Financial crime).

112.6B24

R

Subject to SYSC 1 Annex 1 2.6CR, the common platform requirements do not apply to a full-scope UK AIFM of an unauthorised AIF except for:

(1)

SYSC 4.1.1 R to SYSC 4.1.2 R and SYSC 4.1.2B R to SYSC 4.1.2D R;

(2)

SYSC 4.2.1 R , SYSC 4.2.1B R, SYSC 4.2.2 R to SYSC 4.2.5 G, SYSC 4.2.7 R and SYSC 4.2.8 G;

(3)

SYSC 6.1.1 R , which only applies to the extent that it relates to the obligation to establish, implement and maintain adequate policies and procedures for countering the risk that the firm (including its managers and employees) might be used to further financial crime;

(4)

SYSC 6.1.4B G 13

13

(5)

SYSC 6.3 ;

(6)

SYSC 7.1.7BA G 13

13

(7)

SYSC 10.1.1 R and SYSC 10.1.22 R to SYSC 10.1.26 R; and

(8)

SYSC 10.2 .

2.6C24

R

The common platform requirements apply to an AIFM investment firm which is a full-scope UK AIFM in respect of its MiFID business in line with Column A in Table A 27of Part 3. 11

2.6D24

R

The common platform requirements apply to a full-scope UK AIFM of an authorised AIF in line with Column27 A++ in Table A 27of Part 3. 11

2.6E24

G

The common platform requirements apply to a small authorised UK AIFM in line with Column B in Table A 27 of Part 3 (unless such a firm is also a common platform firm, in which case they must comply with Column A).11

112.6F24

R

The common platform requirements do not apply to an incoming EEA AIFM branch in respect of its management of a UK AIF, except for:

(1)

those common platform requirements which are AIFMD host state requirements;

(2)

SYSC 6.1.1 R which only applies to the extent that it relates to the obligation to establish, implement and maintain adequate policies and procedures for countering the risk that the firm (including its managers and employees) might be used to further financial crime; and

(3)

SYSC 6.3 .

352.6G

R

(1)

Except as provided for in (2), the common platform requirements (other than SYSC 4.5 to SYSC 4.9 and SYSC 4 Annex 1) do not apply to a firm in relation to benchmark activities.

(2)

The common platform requirements continue to apply to a person with permission to carry on the regulated activity of administering a specified benchmark acting as such. 35

35 2.6H

G

(1)

As a consequence of the benchmarks regulation, the regulated activity referred to in SYSC 1 Annex 1 2.6GR(2) will cease to apply in certain circumstances (see SUP TP 10 for an explanation of those circumstances).

(2)

The effect of SYSC 1 Annex 1 2.6GR(2) is that the common platform requirements continue to apply to firms which still have permission to carry on the regulated activity in SYSC 1 Annex 1 2.6GR(2) when carrying on that activity.

2.724

G

EEA MiFID investment firms are reminded in particular that they must comply with the common platform record-keeping requirements in relation to a branch in the United Kingdom.6

62.7A24

G

EEA UCITS management companies are also reminded that they must comply with:

(1)

the common platform requirements indicated in Column A+ (Application to a management company) in Table A 27in Part 3 of this Annex;

(2)

the common platform record-keeping requirements; and

(3)

the common platform requirements on financial crime;

in relation to activities carried on from a branch in the United Kingdom. Where the common platform requirement addresses matters within the scope of article 12 of the UCITS Directive, an EEA UCITS management company should note that those matters may also be subject to the rules of its Home State regulator.

[Note: articles 12(1)(b), 14(1)(c),14(1)(d), 17(4), 18(3) and 19(1) of the UCITS Directive and articles 4(1)(e), 10(1), 10(2) and 10(3) of the UCITS implementing Directive]

What?

2.824

R

The common platform organisational requirements apply with respect to the carrying on of the following (unless provided otherwise within a specific rule):

(1)

regulated activities;

(2)

activities that constitute dealing in investments as principal, disregarding the exclusion in article 15 of the Regulated Activities Order (Absence of holding out etc);

(3)

ancillary activities;

6

(4)

in relation to MiFID business, ancillary services; and6

6(5)

collective portfolio management.

272.8A

R

(1)

Subject to (2) and (3), 30 articles 1(2), 21 to 25, 30 to 32 and 72 of the MiFID Org Regulation (including any relevant definitions in MiFID, MiFIR and the MiFID Org Regulation) apply as if they were rules or guidance in accordance with Part 3 (Tables summarising the application of the common platform requirements to different types of firm)30 to a firm’s carrying on of the business set out in SYSC 1 Annex 1 2.8R which is not30MiFID business or a structured deposits regulated activity30.

(1A)30

Subject to (2) and (3), articles 33 to 35 of the MiFID Org Regulation of the MiFID Org Regulation (including any relevant definitions in MiFID, MiFIR and the MiFID Org Regulation) apply as if they were rules or guidance in accordance with Part 3 (Tables summarising the application of the common platform requirements to different types of firm) to a firm’s carrying on of the business set out in SYSC 10.1.1R which is not MiFID business or a structured deposits regulated activity.30

(2)

References in Column (1) to a word or phrase used in the MiFID Org Regulation for the purpose of (1) have the meaning indicated in Column (2) of the table below:

(1)

(2)

“ancillary services”

ancillary services or ancillary activities associated with the firm’s regulated activities

“client” and “potential client”

client

“competent authority”

FCA

“investment firm” and “firm”

firm

“investment service” and “investment services and activities”

designated investment business

“portfolio management” and “portfolio management service”

managing investments

“Directive 2014/65/EU”; “Regulation (EU) No 600/2014”; “Directive 2014/57/EU” and “Regulation (EU) No 596/2014” and their implementing measures

regulatory system, except where the reference is to a specific provision of a Directive or Regulation in Column (1) in which case the reference must be read as referring to such specific provision

“shall”

must

(3)

Any references within the MiFID Org Regulation for the purpose of (1) to other provisions of EU law must be interpreted in light of this rule.

(4)

This rule does not apply to a collective portfolio management investment firm in relation to the firm’s business other than its MiFID business.

[Note: The MiFID Org Regulation can be found at: http://eur-lex.europa.eu/legal-content/EN/TXT/PDF/?uri=CELEX:32017R0565&from=EN.]

2.8B

G

The purpose of SYSC 1 Annex 1 2.8R and SYSC 1 Annex 1 2.8AR is that the common platform organisational requirements and the common platform requirements on conflicts of interest30 also apply when carrying on any of the activities listed in SYSC 1 Annex 1 2.8R or SYSC 10.1.1R respectively30 even where they do not involve investment services and/or activities and, where relevant, ancillary services (unless provided otherwise within a specific rule).

2.8C

G

SYSC 1 Annex 1 2.8AR(3) has the effect that, where the requirement in the MiFID Org Regulation that is a common platform organisational requirement or a common platform requirement on conflicts of interest30 includes a reference or cross reference to another part of the MiFID Org Regulation, that reference or cross reference is given the same meaning as for the purposes of SYSC 1 Annex 1 2.8AR.

2.8D

G

For the purpose of SYSC 1 Annex 1 2.8AR, a firm should apply any guidance published by the FCA that assists with interpreting the definitions in MiFID, MiFIR and the MiFID Org Regulation.

2.924

G27

The application of the provisions on the conflicts of interest in SYSC 10 is set out in SYSC 10.1.-2G to SYSC 10.1.1AR27 and SYSC 10.2.1 R

2.1024

R

The provisions on record-keeping in SYSC 9 and articles 21 and 72 of the MiFID Org Regulation27 apply as set out in SYSC 1 Annex 1.2.8R and SYSC 1 Annex 1.2.8AR, except that they only apply to the carrying on of ancillary activities that are performed in relation to:

(1)

designated investment business;

(2)

home finance activity;

12

(3)

insurance mediation activity;12

(4)

credit-related regulated activity.12

2.1124

R

The common platform requirements on financial crime apply as set out in SYSC 1 Annex 1.2.8R, except that they do not apply:

(1)

with respect to:

(a)

activities that constitute dealing in investments as principal, disregarding the exclusion in article 15 of the Regulated Activities Order (Absence of holding out etc); and

(b)

ancillary activities; or

(2)

in relation to the following regulated activities:

(a)

general insurance business;

(b)

insurance mediation activity in relation to a general insurance contract or pure protection contract;

(c)

long-term insurance business which is outside theSolvency II Directive18 (unless it is otherwise one of the regulated activities specified in this rule);

18

(d)

business relating to contracts which are within the Regulated Activities Order only because they fall within paragraph (e) of the definition of "contract of insurance" in article 3 of that Order;

(e)

(i)

arranging by the Society of deals in general insurance contracts written at Lloyd's; and

(ii)

managing the underwriting capacity of a Lloyd's syndicate as a managing agent at Lloyd's;

(f)

home finance mediation activity and administering a home finance transaction;

2

(g)

reversion activity; and2

(h)

meeting of repayment claims and managing dormant account funds (including the investment of such funds).2

2.1224

R

The common platform organisational requirements, except the common platform requirements on financial crime, also apply with respect to the communication and approval of financial promotions which:

(1)

if communicated by an unauthorised person without approval would contravene section 21(1) of the Act (Restrictions on financial promotion); and

(2)

may be communicated by a firm without contravening section 238(1) of the Act (Restrictions on promotion of collective investment schemes).

2.1324

R

The common platform organisational requirements, except the common platform requirements on financial crime, also:

(1)

apply with respect to the carrying on of unregulated activities in a prudential context; and

(2)

take into account any activity of other members of a group of which the firm is a member.

2.13A24

R

SYSC 6.3 only applies to a firm in relation to carrying on a credit-related regulated activity, or operating an electronic system in relation to lending,17 to which the Money Laundering Regulations also apply.12

2.13B24

R

SYSC 6.3.8 R and SYSC 6.3.9 R do not apply to a firm with a limited permission for entering into a regulated credit agreement as lender. 12

2.13C24

G

The persons to whom the Money Laundering Regulations apply are set out in regulation 1029 of the Money Laundering Regulations. The persons include credit institutions (for example, banks) and financial institutions (for example, persons who carry on regulated activities which consist of or include entering into regulated credit agreements as lender). These expressions are defined in regulation 1029 of those Regulations.12

192.13D

R

SYSC 4.5 (Management responsibilities maps for UK20 relevant authorised persons), SYSC 4.6 (Management responsibilities maps for non-UK relevant authorised persons),20SYSC 4.7 (Senior management responsibilities for UK20 relevant authorised persons: allocation of responsibilities), SYSC 4.8 (Senior management responsibilities for third country relevant authorised persons: allocation of responsibilities),20SYSC 4.9 (Handover procedures and material) and25SYSC 5.2 (Certification regime)25 also:

19(1)

Apply to the carrying on of unregulated activities; and

19(2)

Take into account any activity of other members of a group of which the firm is a member.

2.1424

G

SYSC 1 Annex 1 .2.13R(2) does not mean that inadequacy of a group member's systems and controls will automatically lead to a firm contravening any of the common platform organisational requirements. Rather, the potential impact of a group member's activities, including its systems and controls, and any systems and controls that operate on a group basis, will be relevant in determining the appropriateness of the firm's own systems and controls.

272.14A

G

The systems and control requirements in article 17 of MiFID for the following are in chapter 7A of the Market Conduct sourcebook (MAR):

(1)

algorithmic trading;

(2)

direct electronic access to a trading venue; and

(3)

acting as a general clearing member of a trading venue.

272.14B

G

Firms should refer to articles 38 to 42 of the MiFID Org Regulation for additional organisational requirements for underwriting and placing.

Where?

2.1524

R

The common platform requirements, except the common platform record-keeping requirements, apply to a firm in relation to activities carried on by it from an establishment in the United Kingdom. However, SYSC 4.5 (Management responsibilities maps for UK20 relevant authorised persons), SYSC 4.6 (Management responsibilities maps for non-UK relevant authorised persons),20SYSC 4.7 (Senior management responsibilities for UK20 relevant authorised persons: allocation of responsibilities), SYSC 4.8 (Senior management responsibilities for third country relevant authorised persons: allocation of responsibilities),20SYSC 4.9 (Handover procedures and material) and25SYSC 5.2 (Certification regime)25 apply in accordance with the rules in those sections.19

2.1624

R

The common platform requirements, except the common platform requirements on financial crime and the common platform record-keeping requirements, apply to a firm that is not a UK UCITS management company6 in relation to passported activities carried on by it from a branch in another EEA State.6

62.16A24

R

(1)

The common platform requirements referred to in Column A+ in Table A 27of Part 3 (below) apply to a UK UCITS management company in relation to passported activities carried on by it from a branch in another EEA State.

(2)

Any other common platform requirement applies to a UK UCITS management company in relation to passported activities carried on by it from a branch in another EEA State to the extent that the requirement addresses matters within the scope of article 12 of the UCITS Directive.

62.16B24

G

The matters referred to in paragraph 2.16AR of this Annex may also be subject to the rules of the UK UCITS management company'sHost State regulator.

2.16C24

R

The common platform requirements apply to a full-scope UK AIFM in respect of its management of an AIF where carried on from an establishment in the UK. 11

2.16D24

R

The common platform requirements, except those which are AIFMD host state requirements, apply to a full-scope UK AIFM in respect of its management of an EEA AIF from a branch in another EEA State.11

2.16E24

R

The common platform requirements apply to an AIFM investment firm which is a full-scope UK AIFM in respect of its MiFID business where carried on from an establishment in the UK.11

2.16F24

R

The common platform requirements, except the common platform requirements on financial crime and the common platform record-keeping requirements, apply to an AIFM investment firm in respect of its MiFID business where carried on from a branch in another EEA State.11

2.1724

R

The common platform record-keeping requirements apply to activities carried on by a firm from an establishment maintained in the United Kingdom, unless another applicable rule which is relevant to the activity has a wider territorial scope, in which case the common platform record-keeping requirements apply with that wider scope in relation to the activity described in that rule.

[Note: article16(11) first paragraph 27of MiFID]

2.1824

R

The common platform organisational requirements, except the common platform requirements on financial crime, also apply in a prudential context to a UK domestic firm and to an overseas firm (other than an incoming EEA firm or an Incoming Treaty firm) with respect to activities wherever they are carried on. However, SYSC 4.5 (Management responsibilities maps for UK20 relevant authorised persons), SYSC 4.6 (Management responsibilities maps for non-UK relevant authorised persons),20SYSC 4.8 (Senior management responsibilities for third country relevant authorised persons: allocation of responsibilities),20SYSC 4.7 (Senior management responsibilities for UK20 relevant authorised persons: allocation of responsibilities), SYSC 4.9 (Handover procedures and material) and25SYSC 5.2 (Certification regime)25 apply in accordance with the rules in those sections.19

272.18A

G

SYSC 6.1.1R on systems and controls for countering the risk that a firm might be used to further financial crime is:

(1)

a common platform organisational requirement, not a common platform requirement on financial crime; and

(2)

subject to the application, amongst other provisions, of SYSC 1 Annex 1 2.13R, SYSC 1 Annex 1 2.16R and SYSC 1 Annex 1 2.18R.

Actions for damages

2.1924

R

A contravention of a rule in the common platform requirements does not give rise to a right of action by a private person under section 138D of the Act (and each of those rules is specified under section 138D(3) of the Act as a provision giving rise to no such right of action).

Part 3

Tables summarising the application of the common platform requirements to different types of firm

3.124

G

The common platform requirements apply as described in the following table 27 (subject to the provisions in Part 2 of this Annex (Application of the common platform requirements)27).

6 9 9

Type of firm

Common platform requirements

Common platform firm

SYSC 1 Annex 1 3.2G, SYSC 1 Annex 1 3.2-AR and SYSC 1 Annex 1 3.2-BR

Management company

SYSC 1 Annex 1 3.2AG

Full-scope UK AIFM of an authorised AIF

SYSC 1 Annex 1 3.2BR

MiFID optional exemption firm

SYSC 1 Annex 1 3.2CR

Third country firm

SYSC 1 Annex 1 3.2CR

All other firms (apart from insurers, managing agents, the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms)

SYSC 1 Annex 1 .3.3R

Common platform firm27

3.224

G

For a common platform firm (other than a dormant account fund operator not subject to MiFID):27

6

(1)27

SYSC 4 to SYSC 1027 apply in accordance with Column A in Table A below;27 and

(2)27

articles 1(2), 21 to 25, 30 to 3530 and 72 of the MiFID Org Regulation are directly applicable to the firm27.

273.2-A

R

For a common platform firm (other than a dormant account fund operator not subject to MiFID), articles 1(2), 21 to 25, 30 to 3530 and 72 of the MiFID Org Regulation apply to the firm’s business other than MiFID business or structured deposits regulated activities as if the MiFID Org Regulation applied to the firm as rules in accordance with SYSC 1 Annex 1 2.8R and SYSC 1 Annex 1 2.8AR.

273.2-B

R

For a common platform firm that is a dormant account fund operator and is not subject to MiFID:

(1)

SYSC 4 to SYSC 10 apply in accordance with Column A in Table A below; and

(2)

articles 1(2), 21 to 25, 30 to 3530 and 72 of the MiFID Org Regulation apply as if the MiFID Org Regulation applied to the firm as rules in accordance with SYSC 1 Annex 1 2.8R and SYSC 1 Annex 1 2.8AR.

27Management company

63.2A24

G

For a management company, the common platform requirements in SYSC 4 to SYSC 1027 apply in accordance with Column A+ in Table A27 below.

27Full-scope UK AIFM of an authorised AIF

3.2B24

R

For a full-scope UK AIFM of an authorised AIF, the common platform requirements in SYSC 4 to SYSC 1027 apply in accordance27 with Column A++ in 27Table A below.

9

27MiFID optional exemption firm and a third country firm

273.2C

R

For a MiFID optional exemption firm and a third country firm:

(1)

SYSC 4 to SYSC 10 apply as rules or as guidance in accordance with Table B below in the following way:

(a)

where a rule is shown modified as 'Guidance', it should be read as guidance (as if "should" appeared in that rule instead of "must"); and

(b)

the provision should be applied in a proportionate manner, taking into account the nature, scale and complexity of the firm’s business; and

(2)

articles 1(2), 21 to 25, 30 to 32 and 72 of the MiFID Org Regulation apply as if the MiFID Org Regulation applied to the firm as rules (in accordance with SYSC 1 Annex 1 2.8R and SYSC 1 Annex 1 2.8AR) or as guidance in accordance with Part 1 of Table C below. Part 2 of Table C sets out those articles of the MiFID Org Regulation.

273.2D

R

(1)

Subject to (2), SYSC 4.3A.6R, SYSC 4.3A.8R and SYSC 7.1.18R apply to a MiFID optional exemption firm that is ‘significant’ as a rule or as guidance in accordance with SYSC 1 Annex 1 3.2CR.

(2)

In (1), ‘significant’ means a MiFID optional exemption firm that meets one of more of the conditions in paragraphs (1) to (5) of IFPRU 1.2.3R and related rules and guidance.

27Other firms

3.2E30

27

R

SYSC 1 Annex 1 3.3R does not apply to the following:

(1)

insurers and UK ISPVs32;

(2)

managing agents;

(3)

the Society;

(4)

full-scope UK AIFMs of unauthorised AIFs;

(5)

MiFID optional exemption firms; and

(6)

third country firms.

3.324

R

For all other firms:27

32 9 32

(1)27

SYSC 4 to SYSC 1027 apply as rules or as guidance27 in accordance with Column B in Table A27 below in the following way:27

(a)27

27where a rule is shown modified in Column B as 'Guidance', it should be read as guidance (as if "should" appeared in that rule27 instead of "must"); 27and

(b)27

the provision27 should be applied in a proportionate manner, taking into account the nature, scale and complexity of the firm’s27 business; and27

(2)27

articles 1(2), 21 to 25, 30 to 3530 and 72 of the MiFID Org Regulation do not apply27.

273.3A

R

SYSC 1 Annex 1 3.3R(1)(b) does not apply to a firm in relation to the requirements in SYSC 4.5 (Management responsibilities maps for UK relevant authorised persons), SYSC 4.6 (Management responsibilities maps for non-UK relevant authorised persons), SYSC 4.7 (Senior management responsibilities for UK relevant authorised persons: allocation of responsibilities), SYSC 4.8 (Senior management responsibilities for third country relevant authorised persons: allocation of responsibilities), SYSC 4.9 (Handover procedures and material) and SYSC 5.2 (Certification regime).

Table A: Application of the common platform requirements in SYSC 4 to SYSC 10 27

9Provision

SYSC 4

COLUMN A

Application to a common platform firm other than to a UCITS investment firm

COLUMN A+

Application to a UCITS management company

COLUMN A++

Application to a full-scope UK AIFM of an authorised AIF

COLUMN B

Application to all other firms apart from insurers, UK ISPVs,32 managing agents,32 the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms27

27 SYSC 4.1.-2G

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Not applicable

27 SYSC 4.1.-1G

Not applicable

Not applicable

Not applicable

Not applicable

SYSC 4.1.1 R 24

Rule10

10

Rule10

10

Rule10

10

Rule10

10

SYSC 4.1.1A R 24

Not applicable

Not applicable

Rule

Not applicable

SYSC 4.1.1B R 24

Not applicable

Not applicable

Rule

Not applicable

14 SYSC 4.1.1C R 24

Rule for a BIPRU firm

Rule for a BIPRU firm that is a UCITS investment firm

Not applicable

Third country BIPRU firms: Rule27

Other firms:27 Not applicable

23 SYSC 4.1.1DR

Not applicable

Rule

Not applicable

Not applicable

23 SYSC 4.1.1ER

Not applicable

Rule

Not applicable

Not applicable

23 SYSC 4.1.1FG 26

Not applicable

Guidance

Not applicable

Not applicable

SYSC 4.1.2 R 24

Rule

Rule for a UCITS investment firm; otherwise guidance

Rule

Guidance

SYSC 4.1.2A G 24

Not applicable

Guidance for a UCITS firm; not applicable to a UCITS investment firm

Not applicable

Guidance

14 SYSC 4.1.2AA R 24

Rule for a BIPRU firm

Rule for a BIPRU firm that is a UCITS investment firm

Not applicable

Not applicable

SYSC 4.1.2B R 24

Not applicable

Rule

Rule

Not applicable

SYSC 4.1.2C R 24

Not applicable

Rule

Not applicable

SYSC 4.1.2D R 24

Not applicable

Not applicable

Rule

Not applicable

SYSC 4.1.3 R 24

[deleted]10

10

[deleted]10

10

[deleted]10

10

[deleted]10

10

SYSC 4.1.4 R 24

Not applicable27

Rule

Not applicable

(1) and (3):27 Guidance; (2):27 Rule

SYSC 4.1.4A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 4.1.5 R 24

Not applicable27

Rule

Not applicable

Not applicable

SYSC 4.1.6 R 24

Rule

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 4.1.7 R 24

Rule CRR firmfor a only27

Rule

Not applicable

Guidance

SYSC 4.1.7A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 4.1.8 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 4.1.9 R 24

Not applicable27

Rule

Not applicable

Not applicable

SYSC 4.1.10 R 24

Not applicable27

Rule

Not applicable

Guidance - except reference to SYSC 4.1.9 R which does not apply to these firms

SYSC 4.1.10A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 4.1.11 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 4.1.13 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 4.1.14 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 4.2.1 R 24

Rule

Rule

Rule

27Guidance

SYSC 4.2.1A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 4.2.2 R 24

Rule

Rule

Rule

Not applicable27

SYSC 4.2.3 G - 4.2.5 G24

Guidance

Guidance

Guidance

Not applicable27

SYSC 4.2.6 R 24

Rule

Rule for a UCITS investment firm; otherwise not applicable

Not applicable

Not applicable27

SYSC 4.2.7 R 24

Not applicable

Not applicable

Rule

Not applicable

SYSC 4.2.8 G 24

Not applicable

Not applicable

Rule

Not applicable

SYSC 4.2.9G24

[deleted]24

[deleted]24

[deleted]24

[deleted]24

SYSC 4.3.1 R 24

Not applicable27

Rule

Not applicable

Rule (but not applicable to incoming EEA firms, incoming Treaty firms or UCITS qualifiers)

SYSC 4.3.2 R 24

Not applicable27

Rule

Not applicable

Guidance (but not applicable to incoming EEA firms, incoming Treaty firms or UCITS qualifiers)

SYSC 4.3.2A G 24

Not applicable

Not applicable

Not applicable

Guidance (but not applicable to incoming EEA firms, incoming Treaty firms or UCITS qualifiers)

SYSC 4.3.3 G 24

Guidance

Guidance

Not applicable

Guidance (but not applicable to incoming EEA firms, incoming Treaty firms or UCITS qualifiers)

14 SYSC 4.3A.-1 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.1 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

27 SYSC 4.3A.1AR

Rule 34(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.2 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

27 SYSC 4.3A.2AG

Guidance 34(except for an AIFM investment firm that is not a CRR firm)

Guidance for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.3 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.4 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.5 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.6 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.7 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.8 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.9 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.10 R 24

Rule 2734(except for an AIFM investment firm that is not a CRR firm)

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

10 SYSC 4.3A.11 R 24

Rule applicable to CRR firms

Rule for a CRR firm that is a UCITS investment firm

Not applicable

Not applicable

SYSC 4.4.1 R 24

12

[deleted]24

[deleted]24

[deleted]24

[deleted]24

22 12

SYSC 4.4.1A R 24

Not applicable

Not applicable

Not applicable

Rule applies this section only to:

(1) an authorised professional firm in respect of its non-mainstream regulated activities unless the firm is also conducting other regulated activities and has appointed approved persons to perform the governing functions with equivalent responsibilities for the firm'snon-mainstream regulated activities and other regulated activities;

(2) activities carried on by a firm whose principal purpose is to carry on activities other than regulated activities and which is:

(a) an oil market participant;

(b) a service company;

(c) an energy market participant;

(d) a wholly-owned subsidiary of:

(i) a local authority;

(ii) a registered social landlord;

(e) a firm with permission to carry on insurance mediation activity in relation to non-investment insurance contracts but no other regulated activity

22except advising on P2P agreements

;

(2A) a credit firm which holds a limited permission (other than a not-for-profit debt advice body) with respect to the relevant credit activity (as defined in paragraph 2G of Schedule 6 to the Act) for which it has limited permission;

(3) an incoming Treaty firm, an incoming EEA firm and a UCITS qualifier, (but only SYSC 4.4.5R (2) applies for these firms); and

(4) a sole trader, but only if he employs any person who is required to be approved under section 59 of the Act (Approval for particular arrangements). 12

SYSC 4.4.2 G 24

Not applicable

Not applicable

Not applicable

Guidance only applying to the firms specified in 24SYSC 4.4.1A R8

SYSC 4.4.3 R 24

Not applicable

Not applicable

Not applicable

Rule only applying to the firms specified in24SYSC 4.4.1A R8

SYSC 4.4.4 G 24

Not applicable

Not applicable

Not applicable

Guidance only applying to the firms specified in24SYSC 4.4.1A R8

SYSC 4.4.5 R 24

Not applicable

Not applicable

Not applicable

Rule only applying to the firms specified in24SYSC 4.4.1A R8

SYSC 4.4.6 G 24

Not applicable

Not applicable

Not applicable

Guidance only applying to the firms specified in24SYSC 4.4.1A R8

19 SYSC 4.5

Whole section applies to UK relevant authorised persons20 only

Not applicable

Not applicable

Whole section applies to relevant authorised persons only. All rules apply as rules and not as guidance. 27

20

20 SYSC 4.6

Applies to EEA relevant authorised persons and third country relevant authorised persons in accordance with the rules in SYSC 4.6

Not applicable

Not applicable

Whole section applies to relevant authorised persons only. All rules apply as rules and not as guidance. 27

19 SYSC 4.7

Whole section applies to UK relevant authorised persons20 only

Not applicable

Not applicable

Whole section applies to relevant authorised persons only. All rules apply as rules and not as guidance. 27

20

20 SYSC 4.8

Applies to third country relevant authorised persons only

Not applicable

Not applicable

Whole section applies to relevant authorised persons only. All rules apply as rules and not as guidance. 27

19 SYSC 4.9

Whole section applies to third country relevant authorised persons and UK relevant authorised persons20 only

Not applicable

Not applicable

Whole section applies to relevant authorised persons only. All rules apply as rules and not as guidance. 27

20

9Provision

SYSC 5

COLUMN A

Application to a common platform firm other than to a UCITS investment firm

COLUMN A+

Application to a UCITS management company

COLUMN A++

Application to a full-scope UK AIFM of an authorised AIF

COLUMN B

Application to all other firms apart from insurers, UK ISPVs,32 managing agents,32 the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms27

27 SYSC 5.1.-2G

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Not applicable

27 SYSC 5.1.-1G

Not applicable

Not applicable

Not applicable

Not applicable

SYSC 5.1.1 R 24

Not applicable27

Rule

Not applicable

Rule

SYSC 5.1.2 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 5.1.3 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 5.1.4 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 5.1.4A G 24

Guidance

Guidance

Guidance

Guidance

SYSC 5.1.5 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 5.1.5A G 24

Guidance

Guidance

Guidance

Guidance

28 SYSC 5.1.5AAR

Rule

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Rule applicable to the branch of an incoming EEA firm in relation to its MiFID business

Other firms:

Not applicable

28 SYSC 5.1.5ABR

Rule

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Rule applicable to the branch of an incoming EEA firm in relation to its MiFID business

Other firms:

Not applicable

28 SYSC 5.1.5ACG

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Guidance applicable to the branch of an incoming EEA firm in relation to its MiFID business

Other firms:

Not applicable

28 SYSC 5.1.5ADG

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Guidance applicable to the branch of an incoming EEA firm in relation to its MiFID business

Other firms:

Not applicable

28 SYSC 5.1.5AEG

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Guidance applicable to the branch of an incoming EEA firm in relation to its MiFID business

Other firms:

Not applicable

SYSC 5.1.6 R 24

Not applicable27

Rule

Guidance

Guidance

SYSC 5.1.7 R 24

Rule

Rule for a UCITS investment firm; otherwise guidance

Guidance

Guidance

SYSC 5.1.7A G 24

Not applicable

Not applicable to a UCITS investment firm; otherwise guidance

Guidance

Guidance

SYSC 5.1.8 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 5.1.9 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 5.1.10 G 24

Guidance

Guidance

Guidance, but not applicable for the segregation of risk management functions

Guidance

SYSC 5.1.11 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 5.1.12 R 24

Not applicable27

Rule

Not applicable

Guidance

SYSC 5.1.12A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 5.1.13 R 24

Not applicable27

Rule

Not applicable

Rule

SYSC 5.1.14 R 24

Not applicable27

Rule

Not applicable

Guidance

SYSC 5.1.15 G 24

Not applicable

Not applicable

Not applicable

Guidance

19 SYSC 5.2

Whole section applies to relevant authorised persons only. All rules apply as rules and not as guidance.

Not applicable

Not applicable

Whole section applies to relevant authorised persons only. All rules apply as rules and not as guidance.

25

19

25

25

.25

25

9Provision

SYSC 6

COLUMN A

Application to a common platform firm other than to a UCITS investment firm

COLUMN A+

Application to a UCITS management company

COLUMN A++

Application to a full-scope UK AIFM of an authorised AIF

COLUMN B

Application to all other firms apart from insurers, UK ISPVs,32 managing agents,32 the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms27

27 SYSC 6.1.-2G

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Not applicable

27 SYSC 6.1.-1G

Not applicable

Not applicable

Not applicable

Not applicable

SYSC 6.1.1 R 24

Rule

Rule

Rule but only regarding the obligation to establish, implement and maintain adequate policies and procedures for countering the risk that the firm (including its managers and employees) might be used to further financial crime

Rule

SYSC 6.1.1A G 24

Guidance

Guidance

Guidance

Guidance

SYSC 6.1.2 R 24

Not applicable27

Rule

Not applicable

Guidance

SYSC 6.1.2A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 6.1.3 R 24

Not applicable27

Rule

Not applicable

- Guidance

This provision shall be read with the following additional sentence at the start. "Depending on the nature, scale and complexity of its business, it may be appropriate for a firm to have a separate compliance function. Where a firm has a separate compliance function, the firm should also take into account SYSC 6.1.3R27 and SYSC 6.1.4R27 as guidance."

SYSC 6.1.3A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 6.1.4 R 24

Not applicable27

Rule

Not applicable

(1), (3) and (4): Guidance;27

(2):27

- Rule for firms which carry on designated investment business with or for retail clients or professional clients.27

- Guidance for all other firms.27

SYSC 6.1.4-A G 24

Guidance27

Not applicable

Rule

Guidance

SYSC 6.1.4A R 24

Not applicable

Not applicable

Not applicable

Rule for firms which carry on designated investment business with or for retail clients or professional clients.12

SYSC 6.1.4B G 24

Not applicable

Not applicable

Guidance

Not applicable

27 SYSC 6.1.4-CG

Guidance applies to relevant authorised persons only

Not applicable

Not applicable

Not applicable

SYSC 6.1.4C R 24

Not applicable

Not applicable

Not applicable

Rule for debt management firms and credit repair firms.12

SYSC 6.1.5 R 24

Not applicable27

Rule

Not applicable

- Guidance

- "investment services and activities" shall be read as "financial services and activities"

SYSC 6.1.6 G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 6.1.7 R 24

Rule

Rule for a UCITS investment firm; otherwise not applicable

Not applicable

Guidance

SYSC 6.2.1 R 24

Not applicable27

Rule

Not applicable

Guidance

SYSC 6.2.1A G 24

Not applicable

Not applicable

Not applicable

Guidance

27 SYSC 6.2.1BG

Guidance applies to relevant authorised persons only

Not applicable

Not applicable

Not applicable

SYSC 6.2.2 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 6.3.1 R 24

Rule

Rule

Rule

Rule

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Rule does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations.15(FCA Handbook only)12

SYSC 6.3.2 G 24

Guidance

Guidance

Guidance

Guidance

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Guidance does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations.15(FCA Handbook only)12

SYSC 6.3.3 R 24

Rule

Rule

Rule

Rule

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Rule does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations.15(FCA Handbook only)12

SYSC 6.3.4 G 24

Guidance

Guidance

Guidance

Guidance

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Guidance does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations. 15 (FCA Handbook only)12

SYSC 6.3.5 G 24

Guidance

Guidance

Guidance

Guidance

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Guidance does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations. 15(FCA Handbook only)12

SYSC 6.3.6 G 24

Guidance

Guidance

Guidance

Guidance

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Guidance does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations. 15 (FCA Handbook only)12

SYSC 6.3.7 G 24

Guidance

Guidance

Guidance

Guidance

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Guidance does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations. 15 (FCA Handbook only)12

SYSC 6.3.8 R 24

Rule

Rule

Rule

Rule

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Rule does not apply to a13firm with a limited permission for entering into a regulated credit agreement as lender. Rule does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations. 15(FCA Handbook only)12

SYSC 6.3.9 R 24

Rule

Rule

Rule

Rule

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Rule does not apply to a13firm with a limited permission for entering into a regulated credit agreement as lender. Rule does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations. 15(FCA Handbook only)12

SYSC 6.3.10 G 24

Guidance

Guidance

Guidance

Guidance

For firms carrying on a credit-related regulated activity,or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm. Guidance does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations.15 (FCA Handbook only)12

SYSC 6.3.11 G 24

Guidance

Guidance

Guidance

Guidance

For firms carrying on a credit-related regulated activity, or operating an electronic system in relation to lending,17 applies only where the13Money Laundering Regulations apply to the firm.Guidance does not apply to a firm for which a professional body listed in Schedule 129 to the Money Laundering Regulations, and not the FCA, acts as the supervisory authority for the purposes of those regulations. 15 (FCA Handbook only)12

9Provision

SYSC 7

COLUMN A

Application to a common platform firm other than to a UCITS investment firm

COLUMN A+

Application to a UCITS management company

COLUMN A++

Application to a full-scope UK AIFM of an authorised AIF

COLUMN B

Application to all other firms apart from insurers, UK ISPVs,32 managing agents,32 the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms27

27 SYSC 7.1.-2G

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Not applicable

27 SYSC 7.1.-1G

Not applicable

Not applicable

Not applicable

Not applicable

SYSC 7.1.1 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 7.1.2 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 7.1.2A G 24

Not applicable

Not applicable to a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 7.1.2B G 24

Not applicable

Guidance

Not applicable

Not applicable

SYSC 7.1.3 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 7.1.4 R 24

Rule

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 7.1.4A G 24

Guidance27

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 7.1.4B G 24

Not applicable

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 7.1.5 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 7.1.6 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 7.1.7 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 7.1.7A G 24

Not applicable

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 7.1.7B G 24

Guidance applies only to a BIPRU firm

Rule for a UCITS investment firm; otherwise guidance

Guidance

Guidance

SYSC 7.1.7BA G 24

Not applicable

Not applicable

Guidance

Not applicable

14 SYSC 7.1.7BB G 24

Guidance applies only to a BIPRU firm

Guidance applies only to a BIPRU firm that is a UCITSinvestment firm

Not applicable

Not applicable

SYSC 7.1.7C G 24

Guidance

Guidance

Guidance

Guidance

SYSC 7.1.8 G 10 24

10

Guidance27

10 10

Guidance27

10 10

Guidance27

10 10

Guidance27

10 10

SYSC 7.1.9 R

Rule applies to a BIPRU firm

Rule for a UCITS investment firm; otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.10 R 24

Rule applies to a BIPRU firm

Rule for a UCITS investment firm; otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.11 R 24

Rule applies to a BIPRU firm

Rule for a UCITS investment firm; otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.12 G 24

Guidance applies to a BIPRU firm

Rule for a UCITS investment firm; otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.13 R -

7.1.16 R 24

Rule applies to a BIPRU firm

Rule for a UCITS investment firm; otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.16A G 24

[deleted]27

[deleted]27

[deleted]27

[deleted]27

SYSC 7.1.16B G 24

[deleted]27

[deleted]27

[deleted]27

[deleted]27

14 SYSC 7.1.16C R 24

Rule applies to a CRRfirm

Not applicable

Not applicable

Not applicable

SYSC 7.1.17 R 24

Rule applies to a CRRfirm

Rule for a UCITSinvestment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.18 R 24

Rule applies to a CRRfirm

Rule for a UCITSinvestment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

14 SYSC 7.1.18AAG 27 24

Guidance27 applies to a CRR firm

Guidance for a UCITS investment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

14 SYSC 7.1.18B R 24

Rule applies to a CRRfirm

Rule for a UCITSinvestment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.19 R 24

Rule applies to a CRRfirm

Rule for a UCITSinvestment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.20 R 24

Rule applies to a CRRfirm

Rule for a UCITSinvestment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.21 R 24

Rule applies to a CRRfirm

Rule for a UCITSinvestment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

SYSC 7.1.22 R 24

Rule applies to a CRRfirm

Rule for a UCITSinvestment firm that is a CRRfirm, otherwise not applicable

Not applicable

Not applicable

27 SYSC 7.1.23G

Guidance applies to UK relevant authorised persons and third country relevant authorised persons only

Not applicable

Not applicable

Not applicable

9Provision

SYSC 8

COLUMN A

Application to a common platform firm other than to a UCITS investment firm

COLUMN A+

Application to a UCITS management company

COLUMN A++

Application to a full-scope UK AIFM of an authorised AIF

COLUMN B

Application to all other firms apart from insurers, UK ISPVs,32 managing agents,32 the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms27

27 SYSC 8.1.-2G

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Not applicable

27 SYSC 8.1.-1G

Not applicable

Not applicable

Not applicable

Not applicable

SYSC 8.1.1 R 24

Rule

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 8.1.1A G 24

Not applicable

Not applicable to a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 8.1.2 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 8.1.3 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 8.1.4 R 24

Not applicable27

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 8.1.5 R 24

Not applicable27

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 8.1.5A G 24

Not applicable

Rule for a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 8.1.6 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business; otherwise guidance27

Not applicable

Rule

27 SYSC 8.1.6AG

Guidance for a UCITS investment firm in relation to its MiFID business

Not applicable

Not applicable

Not applicable

SYSC 8.1.7 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 8.1.8 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 8.1.9 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 8.1.10 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 8.1.11 R 24

Not applicable27

Rule for a UCITS investment firm in relation to its non-MiFID business27; otherwise guidance

Not applicable

Guidance

SYSC 8.1.11A G 24

Not applicable

Not applicable to a UCITS investment firm; otherwise guidance

Not applicable

Guidance

SYSC 8.1.12 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 8.1.13 R 24

Not applicable

Rule

Not applicable

Not applicable

SYSC 8.1.14 G 24

Not applicable

Guidance

Not applicable

Not applicable

SYSC 8.2 24

[deleted]27

[deleted]27

[deleted]27

[deleted]27

SYSC 8.3 24

[deleted]27

[deleted]27

[deleted]27

[deleted]27

9Provision

SYSC 9

COLUMN A

Application to a common platform firm other than to a UCITS investment firm

COLUMN A+

Application to a UCITS management company

COLUMN A++

Application to a full-scope UK AIFM of an authorised AIF

COLUMN B

Application to all other firms apart from insurers, UK ISPVs,32 managing agents,32 the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms27

27 SYSC 9.1.-2G

Guidance

Not applicable save in relation to a UCITS investment firm and its MiFID business

Not applicable

Not applicable

27 SYSC 9.1.-1G

Not applicable

Not applicable

Not applicable

Not applicable

SYSC 9.1.1 R 24

Not applicable27

Rule

Rule but only for the requirement to arrange for orderly records to be kept of its business and internal organisation which do not relate to portfolio transactions and subscription and redemptions orders

Rule

27 SYSC 9.1.1AR

Rule

Not applicable

Not applicable

Not applicable

SYSC 9.1.2 R 24

Rule applies only in relation to MiFID business

Rule applies only in relation to MiFID business of a UCITS investment firm

Rule but only for records specified by the modified application of SYSC 9.1.1 R

Not applicable

SYSC 9.1.3 R 24

[deleted]27

[deleted]27

[deleted]27

[deleted]27

SYSC 9.1.4 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 9.1.5 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 9.1.6 G 24

Guidance

Guidance

Not applicable

Guidance

27 24

[deleted]27

[deleted]27

[deleted]27

[deleted]27

31 SYSC 9.2 G

Not applicable

Not applicable

Not applicable

Applicable to credit institutions only, not including incoming EEA firms which have permission for cross border services only and which do not carry on regulated activities in the United Kingdom.

9Provision

SYSC 10

Column A

Application to a common platform firm other than to a UCITS investment firm

COLUMN A+

Application to a UCITS management company

COLUMN A++

Application to a full-scope UK AIFM of an authorised AIF

Column B

Application to all other firms apart from insurers, UK ISPVs,32 managing agents,32 the Society, full-scope UK AIFMs of unauthorised AIFs, MiFID optional exemption firms and third country firms27

27 SYSC 10.1.-2G

Guidance

Guidance in relation to relation to a UCITS investment firm in relation to its MiFID business; otherwise not applicable

Not applicable

Not applicable

27 SYSC 10.1.-1G

Not applicable

Not applicable

Not applicable

Not applicable

SYSC 10.1.1 R 24

Rule

Rule

Not applicable

Rule

SYSC 10.1.1A R 24

Not applicable

Not applicable

Rule

Not applicable

SYSC 10.1.2 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 10.1.3 R 24

Rule

Rule

Not applicable

Rule

SYSC 10.1.4 R 24

Not applicable27

Rule

Not applicable

Guidance - but applies as a rule in relation to the production or arrangement of investment research28, or the production or dissemination of non-independent research,28 in accordance with COBS 12.228

SYSC 10.1.4A G 24

Not applicable

Not applicable

Not applicable

Guidance

SYSC 10.1.5 G 24

Guidance

Guidance

Not applicable

Guidance

SYSC 10.1.6 R 24

Not applicable27

Rule

Not applicable

Guidance - but applies as a rule in relation to the production or arrangement of investment research28, or the production or dissemination of non-independent research,28 in accordance with COBS 12.228

SYSC 10.1.6A G 24

Not applicable

Not applicable

Guidance27

Guidance

27 SYSC 10.1.6BG

Not applicable

Guidance

Guidance

Guidance

SYSC 10.1.7 R 24

Rule

Rule

Not applicable

Rule

SYSC 10.1.8 R 24

Not applicable27

Rule

Not applicable

Rule

SYSC 10.1.8A R 24

Not applicable27

Rule

Not applicable

Rule

SYSC 10.1.9 G 24

Not applicable27

Guidance

Not applicable

Guidance

27 SYSC 10.1.9AR

Not applicable

Not applicable

Not applicable

Guidance

SYSC 10.1.10 R 24

Not applicable27

Rule

Not applicable

Guidance - but applies as a rule in relation to the production or arrangement of investment research28, or the production or dissemination of non-independent research,28 in accordance with COBS 12.228

SYSC 10.1.11 R 24

Not applicable27

Rule

Not applicable

Guidance - but applies as a rule in relation to the production or arrangement of investment research28, or the production or dissemination of non-independent research,28 in accordance with COBS 12.228

SYSC 10.1.11A G 24

Not applicable

Not applicable

Guidance27

Guidance

27 SYSC 10.1.11BG

Not applicable

Guidance

Guidance

Guidance

SYSC 10.1.12 G 27 24

Guidance30

27

Guidance27

Guidance27

Guidance

27 SYSC 10.1.13 - 10.1.15G

[deleted]27

[deleted]27

[deleted]27

[deleted]27

SYSC 10.1.16 R 24

Not applicable

Not applicable

Not applicable

Rule

SYSC 10.1.17 R 24

Not applicable

Rule

Not applicable

Not applicable

SYSC 10.1.18 G

[FCA]

Not applicable

Guidance

Not applicable

Not applicable

SYSC 10.1.19 R 24

Not applicable

Rule

Not applicable

Not applicable

SYSC 10.1.20 R 24

Not applicable

Rule

Not applicable

Not applicable

SYSC 10.1.21 R 24

Not applicable

Rule

Not applicable

Not applicable

SYSC 10.1.22 R 24

Not applicable

Rule

Rule

Not applicable

SYSC 10.1.23 R to SYSC 10.1.26 R24

Not applicable

Not applicable

Rule

Not applicable

SYSC 10.2.1 R 24

Rule

Rule

Rule

Rule

SYSC 10.2.2 R 24

Rule

Rule

Rule

Rule

SYSC 10.2.3 G 24

Guidance

Guidance

Guidance

Guidance

SYSC 10.2.4 R 24

Rule

Rule

Rule

Rule

SYSC 10.2.5 G 24

Guidance

Guidance

Guidance

Guidance

27 Table B: Application of the common platform requirements in SYSC 4 to 10 to MiFID optional exemption firms and third country firms

Provision

COLUMN A

MiFID optional exemption firms

COLUMN B

Third country firms

SYSC 4

SYSC 4.1.-2G

Not applicable

Not applicable

SYSC 4.1.-1G

Guidance

Guidance

SYSC 4.1.1R

Rule

Rule

SYSC 4.1.1AR

Not applicable

Not applicable

SYSC 4.1.1BR

Not applicable

Not applicable

SYSC 4.1.1CR

Not applicable

Rule

SYSC 4.1.1DR

Not applicable

Not applicable

SYSC 4.1.1ER

Not applicable

Not applicable

SYSC 4.1.1FG

Not applicable

Not applicable

SYSC 4.1.2R

Rule

Guidance

SYSC 4.1.2AG

Not applicable

Not applicable

SYSC 4.1.2AAR

Not applicable

Not applicable

SYSC 4.1.2BR

Not applicable

Not applicable

SYSC 4.1.2CR

Not applicable

Not applicable

SYSC 4.1.2DR

Not applicable

Not applicable

SYSC 4.1.4R

Not applicable

Not applicable

SYSC 4.1.4AG

Not applicable

Not applicable

SYSC 4.1.5R

Not applicable

Not applicable

SYSC 4.1.6R

Rule

Guidance

SYSC 4.1.7R

Rule

Guidance

SYSC 4.1.7AG

Not applicable

Not applicable

SYSC 4.1.8G

Guidance

Guidance

SYSC 4.1.9R

Not applicable

Not applicable

SYSC 4.1.10R

Not applicable

Not applicable

SYSC 4.1.10AG

Not applicable

Not applicable

SYSC 4.1.11G

Guidance

Guidance

SYSC 4.1.13G

Guidance

Guidance

SYSC 4.1.14G

Guidance

Guidance

SYSC 4.2.1R

Rule

Rule

SYSC 4.2.1AG

Not applicable

Not applicable

SYSC 4.2.2R

Rule

Rule

SYSC 4.2.3G - 4.2.5G

Guidance

Guidance

SYSC 4.2.6R

Rule

Rule

SYSC 4.2.7R

Not applicable

Not applicable

SYSC 4.2.8G

Not applicable

Not applicable

SYSC 4.3.1R

Not applicable

Not applicable

SYSC 4.3.2R

Not applicable

Not applicable

SYSC 4.3.2AG

Not applicable

Not applicable

SYSC 4.3.3G

Guidance

Guidance

SYSC 4.3A.-1R

Rule

Not applicable

SYSC 4.3A.1R

Rule

Not applicable

SYSC 4.3A.1AR

Rule

Not applicable

SYSC 4.3A.2R

Rule

Not applicable

SYSC 4.3A.2AG

Guidance

Not applicable

SYSC 4.3A.3R

Rule

Not applicable

SYSC 4.3A.4R

Rule

Not applicable

SYSC 4.3A.5R

Rule

Not applicable

SYSC 4.3A.6R

Rule

Not applicable

SYSC 4.3A.7R

Rule

Not applicable

SYSC 4.3A.8R

Rule

Not applicable

SYSC 4.3A.9R

Rule

Not applicable

SYSC 4.3A.10R

Rule

Not applicable

SYSC 4.3A.11R

Not applicable

Not applicable

SYSC 4.4.1AR

Not applicable

Not applicable

SYSC 4.4.2G

Not applicable

Not applicable

SYSC 4.4.3R

Not applicable

Not applicable

SYSC 4.4.5R

Not applicable

Not applicable

SYSC 4.4.6G

Not applicable

Not applicable

SYSC 4.5

Not applicable

Not applicable

SYSC 4.6

Not applicable

Third country relevant authorised person: each provision applies as rule or guidance as shown in SYSC 4.6

SYSC 4.7

Not applicable

Not applicable

SYSC 4.8

Not applicable

Third country relevant authorised person: each provision applies as rule or guidance as shown in SYSC 4.8

SYSC 4.9

Not applicable

Third country relevant authorised person: each provision applies as rule or guidance as shown in SYSC 4.9

SYSC 5

SYSC 5.1.-2G

Not applicable

Not applicable

SYSC 5.1.-1G

Guidance

Guidance

SYSC 5.1.1R

Not applicable

Not applicable

SYSC 5.1.2G

Guidance

Guidance

SYSC 5.1.3G

Guidance

Guidance

SYSC 5.1.4G

Guidance

Guidance

SYSC 5.1.4AG

Guidance

Guidance

SYSC 5.1.5G

Guidance

Guidance

28 SYSC 5.1.5AAR

Not applicable

Rule

28 SYSC 5.1.5ABR

Not applicable

Rule

28 SYSC 5.1.5ACG

Not applicable

Guidance

28 SYSC 5.1.5ADG

Not applicable

Guidance

28 SYSC 5.1.5AEG

Not applicable

Guidance

SYSC 5.1.5AG

Guidance

Guidance

SYSC 5.1.6R

Not applicable

Not applicable

SYSC 5.1.7R

Rule

Rule

SYSC 5.1.7AG

Not applicable

Not applicable

SYSC 5.1.8G

Guidance

Guidance

SYSC 5.1.9G

Guidance

Guidance

SYSC 5.1.10G

Guidance

Guidance

SYSC 5.1.11G

Guidance

Guidance

SYSC 5.1.12R

Not applicable

Not applicable

SYSC 5.1.12AG

Not applicable

Not applicable

SYSC 5.1.13R

Not applicable

Not applicable

SYSC 5.1.14R

Not applicable

Not applicable

SYSC 5.1.15G

Not applicable

Not applicable

SYSC 5.2

Not applicable

Third country relevant authorised person: each provision applies as rule or guidance as shown in SYSC 5.2

SYSC 6

SYSC 6.1.-2G

Not applicable

Not applicable

SYSC 6.1.-1G

Guidance

Guidance

SYSC 6.1.1R

Rule

Rule

SYSC 6.1.1AG

Guidance

Guidance

SYSC 6.1.2R

Not applicable

Not applicable

SYSC 6.1.2AG

Not applicable

Not applicable

SYSC 6.1.3R

Not applicable

Not applicable

SYSC 6.1.3AG

Not applicable

Not applicable

SYSC 6.1.4R

Not applicable

Not applicable

SYSC 6.1.4-AG

Guidance

Guidance

SYSC 6.1.4AR

Not applicable

Not applicable

SYSC 6.1.4-BG

Not applicable

Not applicable

SYSC 6.1.4CR

Not applicable

Not applicable

SYSC 6.1.4-CG

Not applicable

Guidance for a third country relevant authorised person

SYSC 6.1.5R

Not applicable

Not applicable

SYSC 6.1.6G

Not applicable

Not applicable

SYSC 6.1.7R

Not applicable

Not applicable

SYSC 6.2.1R

Not applicable

Not applicable

SYSC 6.2.1AG

Not applicable

Not applicable

SYSC 6.2.1BG

Not applicable

Guidance for a third country relevant authorised person

SYSC 6.2.2G

Guidance

Guidance

SYSC 6.3.1R

Rule

Rule

SYSC 6.3.2G

Guidance

Guidance

SYSC 6.3.3R

Rule

Rule

SYSC 6.3.4G

Guidance

Guidance

SYSC 6.3.5G

Guidance

Guidance

SYSC 6.3.6G

Guidance

Guidance

SYSC 6.3.7G

Guidance

Guidance

SYSC 6.3.8R

Rule

Rule

SYSC 6.3.9R

Rule

Rule

SYSC 6.3.10G

Guidance

Guidance

SYSC 6.3.11G

Guidance

Guidance

SYSC 7

SYSC 7.1.-2G

Not applicable

Not applicable

SYSC 7.1.-1G

Guidance

Guidance

SYSC 7.1.1G

Guidance

Guidance

SYSC 7.1.2R

Not applicable

Not applicable

SYSC 7.1.2AG

Not applicable

Not applicable

SYSC 7.1.2BG

Not applicable

Not applicable

SYSC 7.1.3R

Not applicable

Not applicable

SYSC 7.1.4R

Rule

Guidance

SYSC 7.1.4AG

Guidance

Guidance

SYSC 7.1.4BG

Not applicable

Not applicable

SYSC 7.1.5R

Not applicable

Not applicable

SYSC 7.1.6R

Not applicable

Not applicable

SYSC 7.1.7R

Not applicable

Not applicable

SYSC 7.1.7AG

Not applicable

Not applicable

SYSC 7.1.7BG

Not applicable

Not applicable

SYSC 7.1.7BAG

Not applicable

Not applicable

SYSC 7.1.7BBG

Not applicable

Not applicable

SYSC 7.1.7CG

Guidance

Guidance

SYSC 7.1.8G

Guidance

Guidance

SYSC 7.1.9R

Not applicable

Not applicable

SYSC 7.1.10R

Not applicable

Not applicable

SYSC 7.1.11R

Not applicable

Not applicable

SYSC 7.1.12G

Not applicable

Not applicable

SYSC 7.1.13R - 7.1.16R

Not applicable

Not applicable

SYSC 7.1.16AG

Not applicable

Not applicable

SYSC 7.1.16BG

Not applicable

Not applicable

SYSC 7.1.16CR

Not applicable

Not applicable

SYSC 7.1.17R

Guidance

Not applicable

SYSC 7.1.18R

Guidance

Not applicable

SYSC 7.1.18AAG

Guidance

Not applicable

SYSC 7.1.18BR

Guidance

Not applicable

SYSC 7.1.19R

Guidance

Not applicable

SYSC 7.1.20R

Guidance

Not applicable

SYSC 7.1.21R

Guidance

Not applicable

SYSC 7.1.22R

Guidance

Not applicable

SYSC 7.1.23G

Not applicable

Guidance for a third country relevant authorised person

SYSC 8

SYSC 8.1.-2G

Not applicable

Not applicable

SYSC 8.1.-1G

Guidance

Guidance

SYSC 8.1.1R

Rule

Guidance

SYSC 8.1.1AG

Not applicable

Not applicable

SYSC 8.1.2G

Guidance

Guidance

SYSC 8.1.3G

Guidance

Guidance

SYSC 8.1.4R

Not applicable

Not applicable

SYSC 8.1.5R

Not applicable

Not applicable

SYSC 8.1.5AG

Not applicable

Not applicable

SYSC 8.1.6R

Not applicable

Not applicable

SYSC 8.1.6AG

Not applicable

Not applicable

SYSC 8.1.7R

Not applicable

Not applicable

SYSC 8.1.8R

Not applicable

Not applicable

SYSC 8.1.9R

Not applicable

Not applicable

SYSC 8.1.10R

Not applicable

Not applicable

SYSC 8.1.11R

Not applicable

Not applicable

SYSC 8.1.11AG

Not applicable

Not applicable

SYSC 8.1.12G

Not applicable

Not applicable

SYSC 8.1.13R

Not applicable

Not applicable

SYSC 8.1.14G

Not applicable

Not applicable

SYSC 9

SYSC 9.1.-2G

Not applicable

Not applicable

SYSC 9.1.-1G

Guidance

Guidance

SYSC 9.1.1R

Not applicable

Not applicable

SYSC 9.1.1AR

Rule

Rule

SYSC 9.1.2R

Rule

Not applicable

SYSC 9.1.4G

Guidance

Guidance

SYSC 9.1.5G

Guidance

Guidance

SYSC 9.1.6G

Guidance

Guidance

SYSC 10

SYSC 10.1.-2G

Not applicable

Not applicable

SYSC 10.1.-1G

Guidance

Guidance

SYSC 10.1.1R

Rule

Rule

SYSC 10.1.1AR

Not applicable

Not applicable

SYSC 10.1.2G

Guidance

Guidance

SYSC 10.1.3R

Rule

Rule

SYSC 10.1.4R

Rule

Guidance – but applies as a rule in relation to the production or arrangement of investment research, or the production or dissemination of non-independent research, in accordance with COBS 12.228

SYSC 10.1.4AG

Not applicable

Guidance

SYSC 10.1.5G

Guidance

Guidance

SYSC 10.1.6R

Rule

Guidance – but applies as a rule in relation to the production or arrangement of investment research, or the production or dissemination of non-independent research, in accordance with COBS 12.228

SYSC 10.1.6AG

Not applicable

Guidance

SYSC 10.1.6BG

Not applicable

Guidance

SYSC 10.1.7R

Rule

Rule

SYSC 10.1.8R

Rule

Rule

SYSC 10.1.8AR

Rule

Rule

SYSC 10.1.9G

Guidance

Guidance

SYSC 10.1.9AR

Not applicable

Not applicable

SYSC 10.1.10R

Rule

Guidance – but applies as a rule in relation to the production or arrangement of investment research, or the production or dissemination of non-independent research, in accordance with COBS 12.228

SYSC 10.1.11R

Rule

Guidance – but applies as a rule in relation to the production or arrangement of investment research, or the production or dissemination of non-independent research, in accordance with COBS 12.228

SYSC 10.1.11AG

Not applicable

Guidance

SYSC 10.1.11BG

Not applicable

Guidance

SYSC 10.1.12G

Guidance

Guidance

SYSC 10.1.16R

Not applicable

Not applicable

SYSC 10.1.17R

Not applicable

Not applicable

SYSC 10.1.18G

Not applicable

Not applicable

SYSC 10.1.19R

Not applicable

Not applicable

SYSC 10.1.20R

Not applicable

Not applicable

SYSC 10.1.21R

Not applicable

Not applicable

SYSC 10.1.22R

Not applicable

Not applicable

SYSC 10.1.23R

Not applicable

Not applicable

SYSC 10.1.24R

Not applicable

Not applicable

SYSC 10.1.25R

Not applicable

Not applicable

SYSC 10.1.26R

Not applicable

Not applicable

SYSC 10.1.27G

Not applicable

Not applicable

SYSC 10.2.1R

Rule

Rule

SYSC 10.2.2R

Rule

Rule

SYSC 10.2.3G

Guidance

Guidance

SYSC 10.2.4R

Rule

Rule

SYSC 10.2.5G

Guidance

Guidance

27 Table C:

Part 1: Application of the requirements in articles 1(2), 21 to 25, 30 to 32 and 72 of the MiFID Org Regulation to MiFID optional exemption firms and third country firms

Provision MiFID Org Regulation

Text of the MiFID Org Regulation as of:

MiFID optional exemption firm

Third country firm

Article 1 – Subject-matter and scope

(2)

31/3/2017

Not applicable

Not applicable

Article 21 – General organisational requirements

(1)

31/3/2017

Rule

(a), (b) and (g): Guidance;

(c), (d), (e), (f) and final paragraph: Rule

(2)

Rule

Rule

(3)

Rule

Guidance

(4)

Rule

Guidance

(5)

Rule

Guidance

Article 22 – Compliance

(1)

31/3/2017

Guidance

Guidance

(2)

Guidance

Guidance

(3)

Guidance

(a), (c), (d) and (e): Guidance;

(b): Rule

(4)

Guidance

Guidance

Article 23 – Risk management

31/3/2017

Guidance

Guidance

Article 24 – Internal audit

31/3/2017

Guidance

Guidance

Article 25 – Responsibility of senior management

31/3/2017

Guidance

(1): Rule;

(2), (3) and (4): Guidance

Article 30 – Scope of critical and important operational functions

31/3/2017

Guidance

Guidance

Article 31 – Outsourcing critical or important operational functions

31/3/2017

(1): Rule;

(2), (3), (4) and (5): Guidance

(1): Rule;

(2), (3), (4) and (5): Guidance

Article 32(1) and (2) – Service providers located in third countries

31/3/2017

Rule

Guidance

Article 72 – Retention of records

31/3/2017

Rule

Guidance

Part 2: Articles 1(2), 21 to 25, 30 to 32 and 72 of the MiFID Org Regulation

EU

Article 1 - Subject-matter and scope

2

References to investment firms shall encompass credit institutions and references to financial instruments shall encompass structured deposits in relation to all the requirements referred to in Article 1(3) and 1(4) of Directive 2014/65/EU and their implementing provisions as set out under this Regulation.

EU

Article 21 - General organisational requirements

1

Investment firms shall comply with the following organisational requirements:

(a)

establish, implement and maintain decision-making procedures and an organisational structure which clearly and in documented manner specifies reporting lines and allocates functions and responsibilities;

(b)

ensure that their relevant persons are aware of the procedures which must be followed for the proper discharge of their responsibilities;

(c)

establish, implement and maintain adequate internal control mechanisms designed to secure compliance with decisions and procedures at all levels of the investment firm;

(d)

employ personnel with the skills, knowledge and expertise necessary for the discharge of the responsibilities allocated to them;

(e)

establish, implement and maintain effective internal reporting and communication of information at all relevant levels of the investment firm;

(f)

maintain adequate and orderly records of their business and internal organisation;

(g)

ensure that the performance of multiple functions by their relevant persons does not and is not likely to prevent those persons from discharging any particular function soundly, honestly, and professionally.

When complying with the requirements set out in the this paragraph, investment firms shall take into account the nature, scale and complexity of the business of the firm, and the nature and range of investment services and activities undertaken in the course of that business.

2

Investment firms shall establish, implement and maintain systems and procedures that are adequate to safeguard the security, integrity and confidentiality of information, taking into account the nature of the information in question.

3

Investment firms shall establish, implement and maintain an adequate business continuity policy aimed at ensuring, in the case of an interruption to their systems and procedures, the preservation of essential data and functions, and the maintenance of investment services and activities, or, where that is not possible, the timely recovery of such data and functions and the timely resumption of their investment services and activities.

4

Investment firms shall establish, implement and maintain accounting policies and procedures that enable them, at the request of the competent authority, to deliver in a timely manner to the competent authority financial reports which reflect a true and fair view of their financial position and which comply with all applicable accounting standards and rules.

5

Investment firms shall monitor and, on a regular basis, evaluate the adequacy and effectiveness of their systems, internal control mechanisms and arrangements established in accordance with paragraphs 1 to 4, and take appropriate measures to address any deficiencies.

EU

Article 22 - Compliance

1

Investment firms shall establish, implement and maintain adequate policies and procedures designed to detect any risk of failure by the firm to comply with its obligations under Directive 2014/65/EU, as well as the associated risks, and put in place adequate measures and procedures designed to minimise such risk and to enable the competent authorities to exercise their powers effectively under that Directive.

Investment firms shall take into account the nature, scale and complexity of the business of the firm, and the nature and range of investment services and activities undertaken in the course of that business.

2

Investment firms shall establish and maintain a permanent and effective compliance function which operates independently and which has the following responsibilities:

(a)

to monitor on a permanent basis and to assess, on a regular basis, the adequacy and effectiveness of the measures, policies and procedures put in place in accordance with the first subparagraph of paragraph 1, and the actions taken to address any deficiencies in the firm's compliance with its obligations;

(b)

to advise and assist the relevant persons responsible for carrying out investment services and activities to comply with the firm's obligations under Directive 2014/65/EU;

(c)

to report to the management body, on at least an annual basis, on the implementation and effectiveness of the overall control environment for investment services and activities, on the risks that have been identified and on the complaints-handling reporting as well as remedies undertaken or to be undertaken;

(d)

to monitor the operations of the complaints-handling process and consider complaints as a source of relevant information in the context of its general monitoring responsibilities.

In order to comply with points (a) and (b) of this paragraph, the compliance function shall conduct an assessment on the basis of which it shall establish a risk-based monitoring programme that takes into consideration all areas of the investment firm’s investment services, activities and any relevant ancillary services, including relevant information gathered in relation to the monitoring of complaints handling. The monitoring programme shall establish priorities determined by the compliance risk assessment ensuring that compliance risk is comprehensively monitored.

3

In order to enable the compliance function referred to in paragraph 2 to discharge its responsibilities properly and independently, investment firms shall ensure that the following conditions are satisfied:

(a)

the compliance function has the necessary authority, resources, expertise and access to all relevant information;

(b)

a compliance officer is appointed and replaced by the management body and is responsible for the compliance function and for any reporting as to compliance required by Directive 2014/65/EU and Article 25(2) of this Regulation;

(c)

the compliance function reports on an ad-hoc basis directly to the management body where it detects a significant risk of failure by the firm to comply with its obligations under Directive 2014/65/EU;

(d)

the relevant persons involved in the compliance function are not involved in the performance of services or activities they monitor;

(e)

the method of determining the remuneration of the relevant persons involved in the compliance function does not compromise their objectivity and is not likely to do so.

4

An investment firm shall not be required to comply with point (d) or point (e) of paragraph 3 where it is able to demonstrate that in view of the nature, scale and complexity of its business, and the nature and range of investment services and activities, the requirements under point (d) or (e) are not proportionate and that its compliance function continues to be effective. In that case, the investment firm shall assess whether the effectiveness of the compliance function is compromised. The assessment shall be reviewed on a regular basis.

EU

Article 23 - Risk management

1

Investment firms shall take the following actions relating to risk management:

(a)

establish, implement and maintain adequate risk management policies and procedures which identify the risks relating to the firm's activities, processes and systems, and where appropriate, set the level of risk tolerated by the firm;

(b)

adopt effective arrangements, processes and mechanisms to manage the risks relating to the firm's activities, processes and systems, in light of that level of risk tolerance;

(c)

monitor the following:

(i)

the adequacy and effectiveness of the investment firm's risk management policies and procedures;

(ii)

the level of compliance by the investment firm and its relevant persons with the arrangements, processes and mechanisms adopted in accordance with point (b);

(iii)

the adequacy and effectiveness of measures taken to address any deficiencies in those policies, procedures, arrangements, processes and mechanisms, including failures by the relevant persons to comply with such arrangements, processes and mechanisms or follow such policies and procedures.

2

Investment firms shall, where appropriate and proportionate in view of the nature, scale and complexity of their business and the nature and range of the investment services and activities undertaken in the course of that business, establish and maintain a risk management function that operates independently and carries out the following tasks:

(a)

implementation of the policy and procedures referred to in paragraph 1;

(b)

provision of reports and advice to senior management in accordance with Article 25(2).

Where an investment firm does not establish and maintain a risk management function under the first sub-paragraph, it shall be able to demonstrate upon request that the policies and procedures which it is has adopted in accordance with paragraph 1 satisfy the requirements therein.

EU

Article 24 - Internal audit

Investment firms shall, where appropriate and proportionate in view of the nature, scale and complexity of their business and the nature and range of investment services and activities undertaken in the course of that business, establish and maintain an internal audit function which is separate and independent from the other functions and activities of the investment firm and which has the following responsibilities:

(a)

establish, implement and maintain an audit plan to examine and evaluate the adequacy and effectiveness of the investment firm's systems, internal control mechanisms and arrangements;

(b)

issue recommendations based on the result of work carried out in accordance with point (a) and verify compliance with those recommendations;

(c)

report in relation to internal audit matters in accordance with Article 25(2).

EU

Article 25 - Responsibility of senior management

1

Investment firms shall, when allocating functions internally, ensure that senior management, and, where applicable, the supervisory function, are responsible for ensuring that the firm complies with its obligations under Directive 2014/65/EU. In particular, senior management and, where applicable, the supervisory function shall be required to assess and periodically review the effectiveness of the policies, arrangements and procedures put in place to comply with the obligations under Directive 2014/65/EU and to take appropriate measures to address any deficiencies.

The allocation of significant functions among senior managers shall clearly establish who is responsible for overseeing and maintaining the firm’s organisational requirements. Records of the allocation of significant functions shall be kept up-to-date.

2

Investment firms shall ensure that their senior management receive on a frequent basis, and at least annually, written reports on the matters covered by Articles 22, 23 and 24 indicating in particular whether the appropriate remedial measures have been taken in the event of any deficiencies.

3

Investment firms shall ensure that where there is a supervisory function, it receives written reports on the matters covered by Articles 22, 23 and 24 on a regular basis.

4

For the purposes of this Article, the supervisory function shall be the function within an investment firm responsible for the supervision of its senior management.

EU

Article 30 - Scope of critical and important operational functions

1

For the purposes of the first subparagraph of Article 16(5) of Directive 2014/65/EU, an operational function shall be regarded as critical or important where a defect or failure in its performance would materially impair the continuing compliance of an investment firm with the conditions and obligations of its authorisation or its other obligations under Directive 2014/65/EU, or its financial performance, or the soundness or the continuity of its investment services and activities.

2

Without prejudice to the status of any other function, the following functions shall not be considered as critical or important for the purposes of paragraph 1:

(a)

the provision to the firm of advisory services, and other services which do not form part of the investment business of the firm, including the provision of legal advice to the firm, the training of personnel of the firm, billing services and the security of the firm's premises and personnel;

(b)

the purchase of standardised services, including market information services and the provision of price feeds.

EU

Article 31 - Outsourcing critical or important operational functions

1

Investment firms outsourcing critical or important operational functions shall remain fully responsible for discharging all of their obligations under Directive 2014/65/EU and shall comply with the following conditions:

(a)

the outsourcing does not result in the delegation by senior management of its responsibility;

(b)

the relationship and obligations of the investment firm towards its clients under the terms of Directive 2014/65/EU is not altered;

(c)

the conditions with which the investment firm must comply in order to be authorised in accordance with Article 5 of Directive 2014/65/EU, and to remain so, are not undermined;

(d)

none of the other conditions subject to which the firm's authorisation was granted is removed or modified.

2

Investment firms shall exercise due skill, care and diligence when entering into, managing or terminating any arrangement for the outsourcing to a service provider of critical or important operational functions and shall take the necessary steps to ensure that the following conditions are satisfied:

(a)

the service provider has the ability, capacity, sufficient resources, appropriate organisational structure supporting the performance of the outsourced functions, and any authorisation required by law to perform the outsourced functions, reliably and professionally;

(b)

the service provider carries out the outsourced services effectively and in compliance with applicable law and regulatory requirements, and to this end the firm has established methods and procedures for assessing the standard of performance of the service provider and for reviewing on an ongoing basis the services provided by the service provider;

(c)

the service provider properly supervises the carrying out of the outsourced functions, and adequately manage the risks associated with the outsourcing;

(d)

appropriate action is taken where it appears that the service provider may not be carrying out the functions effectively or in compliance with applicable laws and regulatory requirements;

(e)

the investment firm effectively supervises the outsourced functions or services and manage the risks associated with the outsourcing and to this end the firm retains the necessary expertise and resources to supervise the outsourced functions effectively and manage those risks;

(f)

the service provider has disclosed to the investment firm any development that may have a material impact on its ability to carry out the outsourced functions effectively and in compliance with applicable laws and regulatory requirements;

(g)

the investment firm is able to terminate the arrangement for outsourcing where necessary, with immediate effect when this is in the interests of its clients, without detriment to the continuity and quality of its provision of services to clients;

(h)

the service provider cooperates with the competent authorities of the investment firm in connection with the outsourced functions;

(i)

the investment firm, its auditors and the relevant competent authorities have effective access to data related to the outsourced functions, as well as to the relevant business premises of the service provider, where necessary for the purpose of effective oversight in accordance with this article, and the competent authorities are able to exercise those rights of access;

(j)

the service provider protects any confidential information relating to the investment firm and its clients;

(k)

the investment firm and the service provider have established, implemented and maintained a contingency plan for disaster recovery and periodic testing of backup facilities, where that is necessary having regard to the function, service or activity that has been outsourced;

(l)

the investment firm has ensured that the continuity and quality of the outsourced functions or services are maintained also in the event of termination of the outsourcing either by transferring the outsourced functions or services to another third party or by performing them itself.

3

The respective rights and obligations of the investment firms and of the service provider shall be clearly allocated and set out in a written agreement. In particular, the investment firm shall keep its instruction and termination rights, its rights of information, and its right to inspections and access to books and premises. The agreement shall ensure that outsourcing by the service provider only takes place with the consent, in writing, of the investment firm.

4

Where the investment firm and the service provider are members of the same group, the investment firm may, for the purposes of complying with this Article and Article 32, take into account the extent to which the firm controls the service provider or has the ability to influence its actions.

5

Investment firms shall make available on request to the competent authority all information necessary to enable the authority to supervise the compliance of the performance of the outsourced functions with the requirements of Directive 2014/65/EU and its implementing measures.

EU

Article 32 - Service providers located in third countries

1

In addition to the requirements set out in Article 31, where an investment firm outsources functions related to the investment service of portfolio management provided to clients to a service provider located in a third country, that investment firm ensures that the following conditions are satisfied:

(a)

the service provider is authorised or registered in its home country to provide that service and is effectively supervised by a competent authority in that third country;

(b)

there is an appropriate cooperation agreement between the competent authority of the investment firm and the supervisory authority of the service provider.

2

The cooperation agreement referred to in point (b) of paragraph 1 shall ensure that the competent authorities of the investment firm are able, at least, to:

(a)

obtain on request the information necessary to carry out their supervisory tasks pursuant to Directive 2014/65/EU and Regulation (EU) No 600/2014;

(b)

obtain access to the documents relevant for the performance of their supervisory duties maintained in the third country;

(c)

receive information from the supervisory authority in the third country as soon as possible for the purpose of investigating apparent breaches of the requirements of Directive 2014/65/EU and its implementing measures and Regulation (EU) No 600/2014;

(d)

cooperate with regard to enforcement, in accordance with the national and international law applicable to the supervisory authority of the third country and the competent authorities in the Union in cases of breach of the requirements of Directive 2014/65/EU and its implementing measures and relevant national law.

3

Competent authorities shall publish on their website a list of the supervisory authorities in third countries with which they have a cooperation agreement referred to in point (b) of paragraph 1.

Competent authorities shall update cooperation agreements concluded before the date of entry into application of this Regulation within six months from that date.

EU

Article 72 - Retention of records

1

The records shall be retained in a medium that allows the storage of information in a way accessible for future reference by the competent authority, and in such a form and manner that the following conditions are met:

(a)

the competent authority is able to access them readily and to reconstitute each key stage of the processing of each transaction;

(b)

it is possible for any corrections or other amendments, and the contents of the records prior to such corrections or amendments, to be easily ascertained;

(c)

it is not possible for the records otherwise to be manipulated or altered;

(d)

it allows IT or any other efficient exploitation when the analysis of the data cannot be easily carried out due to the volume and the nature of the data; and

(e)

the firm’s arrangements comply with the record keeping requirements irrespective of the technology used.

2

Investment firms shall keep at least the records identified in Annex I to this Regulation depending upon the nature of their activities.

The list of records identified in Annex I to this Regulation is without prejudice to any other record-keeping obligations arising from other legislation.

3

Investment firms shall also keep records of any policies and procedures they are required to maintain pursuant to Directive 2014/65/EU, Regulation (EU) No 600/2014, Directive 2014/57/EU and Regulation (EU) No 596/2014 and their respective implementing measures in writing.

Competent authorities may require investment firms to keep additional records to the list identified in Annex I to this Regulation.