2017年-FCA英国金融行为监管局_ukla_tn_6341_financial_information_on_guarantors_in_debt_prospectuses_and_requests_for_omission_2页_146kb

Summary of Regulator Assessment: Qualifying Regulatory Provisions

Core Content

The document outlines a technical note issued by the Financial Conduct Authority (FCA) under the UKLA/TN/634.1 proposal titled "Financial information on guarantors in debt prospectuses and requests for omission". This note is part of the UKLA's series of guidance documents aimed at providing clarity on how the FCA interprets its regulatory rules. The guidance was finalized in March 2017 and became effective on the same date, following a public consultation process.

The primary objective of the technical note is to clarify the FCA's approach to requests by debt issuers to omit financial information about individual guarantors from debt prospectuses. Under the Financial Services and Markets Act 2000 (FSMA), s87B(1), the FCA has the authority to waive the requirement for financial accounts of guarantors if certain conditions are met.

Main Points

• Purpose of the Guidance: To clarify the FCA's criteria for considering requests to omit financial information of guarantors from debt prospectuses.
• Scope of Application: The guidance applies nationally to all listed companies in the UK.
• Regulatory Context: The guidance is not a new rule but a clarification of existing provisions in the FCA's Listing Rules, Prospectus Rules, and Transparency Rules.
• Case-by-Case Consideration: The FCA will evaluate each request individually, even if not all listed criteria are satisfied.
• Consultation Process: The guidance was subject to public consultation and finalized in March 2017.

Key Information

• Number of Affected Businesses: 1,125 debt issuers are listed on the Official List in the UK.
• Implementation Date: March 2017.
• Policy Duration: Estimated at 10 years.
• Cost Estimate: Based on the assumption that all 1,125 issuers will need to familiarize themselves with the guidance, the total estimated cost is £27,000. This estimate is derived from an average of 30 minutes per issuer to read, understand, and disseminate the guidance, with an hourly rate of £48 (based on Robert Half salary guide).

Impact on Business

Costs

• Time Cost: Each issuer is expected to spend up to 30 minutes reading and understanding the technical note, and disseminating the information to relevant staff.
• Financial Cost: Based on the time cost and the estimated hourly rate, the total financial cost for all 1,125 debt issuers is £27,000.
• Administrative Cost: There may be additional administrative costs related to updating internal procedures or systems to reflect the new guidance.

Benefits

• Clarity and Transparency: The guidance provides clarity on the FCA's expectations and criteria for requesting the omission of financial information for guarantors.
• Improved Compliance: By understanding the FCA's approach, issuers can better prepare their prospectuses and reduce the risk of non-compliance.
• Efficiency in Compliance: The note helps issuers streamline their compliance processes by offering a structured framework for making and responding to omission requests.

Additional Information for BIT Score Validation

• The BIT score for this guidance is 0.0, indicating no significant negative impact on business.
• The net cost to business is also 0.0, suggesting that the benefits of the guidance outweigh the costs.
• The cost estimate is based on a conservative assumption of time spent by each issuer, and it reflects the maximum possible time and cost required for compliance.

Conclusion

This technical note serves as a useful clarification for debt issuers in the UK, enabling them to better understand and comply with the FCA's requirements regarding the inclusion of financial information for guarantors in debt prospectuses. While the cost of implementation is relatively low, the guidance offers significant benefits in terms of transparency, compliance efficiency, and risk mitigation.