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Click here to view amending instruments for this sectionCOLL 12.3 EEA UCITS management companies

Application

COLL 12.3.1
01/07/2013
FCA
This section applies to an EEA UCITS management company that provides collective portfolio management services in the United Kingdom by acting as the 1authorised fund manager1 of an AUT, ACS1 or 1ICVC which is a UCITS scheme, either by establishing a branch or under the freedom to provide cross border services.

Purpose

COLL 12.3.2
01/07/2013
FCA
(1) An EEA UCITS management company may be the1 authorised fund manager1 of an AUT or ACS,1 or the ACD of an ICVC, that is a UCITS scheme (see SUP 13A (Qualifying for authorisation under the Act)).
(2) An EEA UCITS management company that acts as the1 authorised fund manager1 of an AUT or ACS,11 or the ACD of an ICVC, that is a UCITS scheme may conduct its business from a branch in the United Kingdom or under the freedom to provide cross border services (without establishing a branch in the United Kingdom).
(3) The Glossary definition of an "authorised fund manager" includes an EEA UCITS management company.
(4) This section provides for the application of the FCA Handbook to such a firm.
 
[Note: article 16(1) of the UCITS Directive]

Further reading on the UCITS management company passport regime

COLL 12.3.3
01/07/2011
FCA
A summary of how the passport for UCITS management companies established by the UCITS Directive is intended to operate, including the processes for applying for the necessary approvals and describing the regulatory split of responsibilities between the competent authorities of the relevant Home State and Host State, is to be found in COLLG.

Provision of documentation to the FCA: EEA UCITS management companies

COLL 12.3.4
01/04/2013
FCA
(1) An EEA UCITS management company which applies to manage a UCITS scheme under paragraph 15A(1) of Schedule 3 to the Act must provide the FCA with the following documents:
(a) the written agreement that has been entered into with the depositary of the scheme, as referred to in COLL 6.6.4 R (6) (General duties of the depositary);
(b) information on any delegation arrangements it has made regarding the functions of investment management and administration, as referred to in Annex II of the UCITS Directive; and
(c) the form required under SUP 13A Annex 3R (EEA UCITS management companies: application for approval to manage a UCITS established in the United Kingdom).
(2) If the EEA UCITS management company already manages other UCITS schemes of the same type in the United Kingdom and under the same arrangements, reference to the documents already provided to the FCA is sufficient compliance with (1)(a) and (b).
(3) If any subsequent material modification is made to any of the documents referred to in (1)(a) and (b), the EEA UCITS management company must promptly notify the FCA of those changes.
 
[Note: article 20(1) first and second paragraphs and article 20(4) of the UCITS Directive]

COLL fund rules under the management company passport: the fund application rules

COLL 12.3.5
01/04/2013
FCA
An EEA UCITS management company that manages a UCITS scheme must comply with the rules of the FCA Handbook which relate to the constitution and functioning of the UCITS scheme (the fund application rules), as follows:
(1) the setting up and authorisation of the UCITS scheme (COLL 1 (Introduction), COLL 2 (Authorised fund applications), COLL 3 (Constitution), COLL 6.5 (Appointment and replacement of the authorised fund manager and the depositary), COLL 6.6 (Powers and duties of the scheme, the authorised fund manager and the depositary) (unless disapplied), COLL 6.7 (Payments), COLL 6.9.1 R (Application) to COLL 6.9.8 G (Undesirable or misleading names: umbrellas - guidance) and COLL 6.9.11 R (Notification to the FCA in its role as registrar of ICVCs));
(2) the issue and redemption of units (COLL 6.1 (Introduction and application), COLL 6.2 (Dealing) (with the exception of COLL 6.2.19 R (Limited redemption) and COLL 6.2.20 G (Limited redemption: guidance)) and COLL 7.2 (Suspension and restart of dealings));
(3) investment policies and limits, including the calculation of total exposure and leverage, and restrictions on borrowing, lending and uncovered sales (COLL 5.1 (Introduction) to COLL 5.5 (Cash, borrowing, lending and other provisions), COLL 5.8 (Investment powers and borrowing limits for feeder UCITS), COLL 6.12 (Risk management policy and risk measurement) and COLL 11 (Master-feeder arrangements under the UCITS Directive));
(4) the value of the scheme property and the accounting of the UCITS scheme (COLL 6.1 (Introduction and application) and COLL 6.3 (Valuation and pricing) (unless disapplied));
(5) the calculation of the issue or redemption price, and errors in the net asset value and related investor compensation (COLL 6.1 (Introduction and application) and COLL 6.3 (Valuation and pricing));
(6) the distribution or reinvestment of the income property (COLL 6.8 (Income: accounting, allocation and distribution));
(7) the disclosure and reporting requirements of the UCITS scheme, including the prospectus, key investor information document and periodic reports (COLL 4.1 (Introduction), COLL 4.2 (Pre-sale notifications), COLL 4.5 (Reports and accounts) and COLL 4.7 (Key investor information and marketing communications));
(8) the arrangements made for marketing COBS 4 (Communicating with clients, including financial promotions), COBS 14 (Providing product information to clients) and COLL 4.7 (Key investor information and marketing communications));
(9) the relationship with unitholders (COLL 4.1 (Introduction), COLL 4.3 (Approvals and notifications) and COLL 4.4 (Meetings of unitholders and service of notices));
(10) the merging, restructuring, winding up and liquidation of the UCITS scheme (COLL 7.1 (Introduction) and COLL 7.3 (Winding up a solvent ICVC and terminating a sub-fund of an ICVC) to COLL 7.7 (UCITS mergers) (including COLL 7.6.2 R (3) to COLL 7.6.2 R (6));
(11) where applicable, the content of the register (COLL 6.4 (Title and registers));
(12) the exercise of unitholders' voting rights and other unitholders' rights in relation to (1) to (11) (including COLL 4.1 (Introduction), COLL 4.3 (Approvals and notifications), COLL 4.4 (Meetings of unitholders), Dispute resolution: Complaints sourcebook) (DISP - see DISP 1 Annex 2 G for a summary of the relevant requirements that apply) and the Compensation sourcebook (COMP)); and
(13) the application and periodic fees of the UCITS scheme (FEES)).
 
[Note: articles 16(3) and 19(3) of the UCITS Directive]

Requirement to make information available to the public or the FCA

COLL 12.3.6
01/04/2013
FCA
(1) An EEA UCITS management company that manages a UCITS scheme must establish appropriate procedures and arrangements to make information available at the request of the public or the FCA.
(2) The EEA UCITS management company must ensure that the procedures and arrangements it establishes in accordance with (1), enable the FCA to obtain any information it requests directly from the management company.
 
[Note: article 15 second paragraph and article 21(2) third paragraph, of the UCITS Directive]

EEA UCITS management companies: compliance with FCA rules

COLL 12.3.7
28/02/2014
FCA
An EEA UCITS management company that operates a UCITS scheme is advised that in particular it needs to comply with:
(1) COLL 6.6.3 R (Functions of the authorised fund manager) requiring it to fulfil the obligations placed on it by the2 instrument constituting the fund2 and the prospectus of that scheme;
(2) Dispute resolution: Complaints sourcebook (DISP - see DISP 1 Annex 2 G for a summary of the relevant requirements that apply, which include the complaints handling rules (under which the management company is required to be subject to the Compulsory Jurisdiction of the UK's Financial Ombudsman Service) as set out in DISP 2 and 3, but note that the application of many of the requirements in DISP differs depending on whether the collective portfolio management services are being provided from a branch in the UK or under the freedom to provide cross border services);
(3) and to the extent applicable, the Compensation sourcebook (COMP) requiring it to participate in the UK's Financial Services Compensation Scheme which provides compensation cover where valid claims relating to a UCITS scheme arise from the default of a management company.
 
[Note: article 16(3), 19(4) and 19(6) of the UCITS Directive]

EEA UCITS management companies: conduct of business rules

COLL 12.3.8
01/07/2011
FCA
(1) In addition to the requirements of this section, an EEA UCITS management company that provides collective portfolio management services from a branch in the United Kingdom must comply with the following rules that implement the requirements of article 14(1) of the UCITS Directive:
(a) COLL 6.6A.2 R (Duties of AFMs of UCITS schemes and EEA UCITS schemes to act in the best interests of the scheme and its unitholders);
(b) COLL 6.6A.4 R (Due diligence requirements of AFMs of UCITS schemes and EEA UCITS schemes);
(c) COLL 6.6A.5 R (Compliance with the regulatory requirements applicable to the conduct of business activities of a UCITS management company);
(d) SYSC, to the extent indicated in column A+ (Application to a management company) of Part 3 of SYSC 1 Annex 1 (Detailed application of SYSC); and
(e) COBS, to the extent indicated at paragraph 9.1 of Part 3 of COBS 1 Annex 1 (Application).
(2) The effect of article 18(3) of the UCITS Directive is that an EEA UCITS management company managing a UCITS scheme under the freedom to provide cross border services without establishing a branch in the United Kingdom, has to comply with the relevant conduct of business rules drawn up by its Home State regulator that implement the requirements of article 14(1) of the Directive. So the rules set out at (1) do not apply to such a management company. However, such management companies must comply in all respects with the fund application rules referred to in COLL 12.3.5 R.
 
[Note: articles 14, 16(3), 17(4), 18(3) and article 19(3) of the UCITS Directive]