2017年-FCA英国金融行为监管局_ukla_407_1_investment_entities_with_multiple_share_classes_3页_110kb

Regulator Assessment Summary: UKLA Technical Note 407.1

Core Content

The document outlines the assessment of UKLA Technical Note 407.1, which provides guidance on the disclosure of investment policies for closed-ended investment companies with multiple share classes that are listed on the Official List (typically the London Stock Exchange's Main Market). The guidance is part of the FCA's broader regulatory framework, including the Listing Rules, Prospectus Rules, and Disclosure and Transparency Rules, and is also aligned with European regulations such as the Market Abuse Regulation (MAR).

The Technical Note was finalised in November 2015 and published in Primary Bulletin 12. It aims to clarify the FCA's interpretation of Listing Rule 15, which governs the disclosure of investment policies, and provides examples of how investment policies can be described, particularly for venture capital trusts (VCTs). Importantly, the guidance does not impose new or additional requirements on companies, nor does it mandate specific disclosures.

Main Views and Key Information

Objective of the Guidance

• To clarify the application of Listing Rules to investment companies with multiple share classes.
• To help listed companies and their advisers understand how to disclose investment strategies effectively.
• To provide practical illustrations of how the rules apply to specific fund types, without expanding the scope or prescribing actions.

Scope of Application

• Only applicable to approximately 300 closed-ended investment companies with a premium listing on the Official List.
• Does not affect other types of investment entities or companies not listed on the Official List.

Regulatory Context

• The guidance is not part of the Cutting Red Tape review.
• It is domestic in origin and applies nationally across the UK.
• It is intended to support compliance with existing rules, not to change them.

Impact on Business

Familiarisation Cost

• Estimated cost: £14,400 for all 300 affected companies.
• Assumption: Compliance staff familiarise themselves with the guidance at an estimated rate of £48/hour.
• Time estimate: Less than one hour per company to read, understand, and disseminate the guidance.
• Note: Companies already compliant with the underlying Listing Rules may not incur any cost. However, the estimate includes all 300 companies for prudence.

Ongoing Cost

• No additional ongoing costs are expected.
• The guidance is consistent with existing rules and does not introduce new obligations.
• It is expected to reduce the complexity and time required for compliance, leading to cost savings for businesses.

Additional Information for BIT Score Validation

• The BIT score is calculated based on the net cost to business.
• The EANDCB (Estimated Annual Net Cost to Business) is estimated as £0.
• The familiarisation cost is £14,400, which is below the £50,000 threshold for reporting.
• Therefore, the BIT score is 0.
• The salary rate used for cost estimation is based on the 2016 Robert Half salary guide, which estimates a compliance manager in London earns between £70,000 and £104,000 annually. The assumed rate of £48/hour is derived from this and is considered prudent for the purposes of the assessment.

Summary of Key Points

Conclusion

UKLA Technical Note 407.1 is a clarification document that aims to improve the understanding and application of the existing Listing Rules for a specific subset of investment companies. It does not introduce new regulatory burdens but rather offers practical examples of how to disclose investment policies. The impact on businesses is minimal, with no ongoing costs and a familiarisation cost that is considered negligible for reporting purposes. The BIT score is 0, indicating that the guidance does not impose significant financial burdens on the affected businesses.