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SYSC 18.6 Whistleblowing obligations under MiFID and other EU legislation

Whistleblowing obligations under MiFID

SYSC 18.6.1RRP
  1. (1)

    1A UK MiFID investment firm (except a collective portfolio management investment firm) must have appropriate procedures in place for its employees to report a potential or actual breach of:

    1. (a)

      any rule implementing MiFID; or

    2. (b)

      a requirement imposed by MiFIR or any EU regulation adopted under MiFID or MiFIR.

  2. (2)

    The procedures in (1) must enable employees to report internally through a specific, independent and autonomous channel.

  3. (3)

    The channel referred to in (2) may be provided through arrangements made by social partners, subject to the Public Interest Disclosure Act 1998 and the Employment Rights Act 1996 to the extent that they apply.

[Note: article 73(2) of MiFID]

SYSC 18.6.2RRP

SYSC 18.6.1R applies to a third country investment firm as if it were a UK MiFID investment firm (unless it is a collective portfolio management investment firm) when the following conditions are met:

  1. (1)

    it carries on MiFID or equivalent third country business; and

  2. (2)

    it carries on the business in (1) from an establishment in the United Kingdom.

SYSC 18.6.3GRP

When considering what procedures may be appropriate for the purposes of SYSC 18.6.1R(1), a UK MIFID investment firm or a third country investment firm may wish to consider the arrangements in SYSC 18.3.1R(2).

Whistleblowing obligations under other EU legislation

SYSC 18.6.4GRP

In addition to obligations under MiFID, similar whistleblowing obligations apply to miscellaneous persons subject to regulation by the FCA under the following non-exhaustive list of EU legislation

  1. (1)

    article 32(3) of the Market Abuse Regulation, as implemented in section 131AA of the Act;

  2. (2)

    article 71(3) of the CRD (see IFPRU 2.4.1R in respect of IFPRU investment firms);

  3. (3)

    article 99d(5) of the UCITS Directive (see SYSC 4.1.1ER in respect of UK UCITS management companies, and COLL 6.6B.30R in respect of depositaries) ;3

  4. (4)

    article 24(3) of the securities financing transactions regulation; and3

  5. (5)

    article 41(4) of the Prospectus Regulation, as implemented in section 97A of the Act.3

SYSC 18.6.5GRP

Depending on the nature of its business, in addition to SYSC 18.6.1R, a MiFID investment firm may, for example, be subject to one or more of the requirements in SYSC 18.6.4G.