International wholesale firms looking to undertake business in the UK

International firms looking to undertake wholesale activities in the UK that are regulated under the Financial Services and Markets Act need to be authorised by us.

We are committed to the UK having a competitive and open financial system. International firms are an established part of the UK's financial services landscape and help the UK to maintain open markets.

If an international firm meets the requirements to be authorised, including having good risk mitigation in place, then we expect to authorise it.

Review our approach to international firms[1] in detail before starting your application.

Minimum standards for authorisation

Firms that wish to be authorised in the UK need to meet the minimum standards set out in the relevant legislation. For wholesale markets firms this is likely to be the Financial Services and Markets Act 2000 (FSMA[2]), which means that such firms will need to satisfy the Threshold Conditions[3]. Applications for other activities will have to meet other criteria, which in most cases will be similar to the Threshold Conditions.

The five Threshold Conditions are:

COND 2.2 Location of Offices[4] (only applicable if the firm chooses to incorporate in the UK)
COND 2.3 Effective Supervision[5]
COND 2.4 Appropriate Resources[6]
COND 2.5 Suitability[7]
COND 2.7 Business model.[8]

When deciding whether to authorise an international firm, we apply the same standards with the same statutory objectives in mind as for UK firms. Once authorised, firms are expected to meet the minimum standards at all times (and the FCA is empowered to take action if they fail to do so).

Find out what we expect from international firms[1].

We provide guidance on the ‘Threshold Conditions’ in the section of our Handbook called COND[3]. They require an assessment of (non-exhaustively):

The viability of your business model.
Whether you will be carrying on business in the UK.
Whether you have appropriate financial and non-financial resources for your business model.
Whether the people running your business are fit and proper.
Whether there is anything about your firm which may prevent us from supervising you effectively or which makes us concerned about the risk of financial crime.

When you need to be authorised

‘FSMA’ activities are activities regulated by us under the Financial Services and Markets Act. These are explained in more detail in the Regulated Activities Order (RAO).

Sections 13.1 to 13.5 of the Perimeter Guidance Manual (PERG)[9] provide some answers to common questions on whether firms fall within MiFID and how their permissions may correspond to those in MiFID.

If your firm is based in the EU, you can see how the activities in the RAO might be mapped to the MiFID activities in our PERG sourcebook in the table in PERG 13 Annex 2 Annex 2[10].

Requirement to have a UK presence

International firms have a degree of choice on the legal form of their UK presence. For example, they can serve UK customers from an entity incorporated outside the UK or within the UK.

Where a firm seeks authorisation, the FCA will authorise the whole firm, including its UK and overseas offices, and we expect it to have an establishment or physical presence in the UK and our assessment will extend, as required, to the entire firm.

We need to ensure that we will be able to supervise you effectively and take such action as we consider appropriate if we become aware of potential harm. Firms will therefore need to satisfy us that they are structured in a way that will enable us to do so. Read more about how we assess risk of potential harms[11].

Areas to consider for international firms

How do we register our business in the UK?

Before seeking authorisation, you will need to register your firm at Companies House[12].

Can we have a pre-application meeting?

We offer a pre-application support service (PASS)[13] for firms. You can request a pre-application meeting with us using our Connect[14] system.

What is the FCA Handbook?

The FCA Handbook[15] details the rules that apply to businesses undertaking regulated activities in the UK. The Handbook is broken down into a number of source books and you should review those that apply to your business. The Handbook also includes a glossary[16] of terms.

The Handbook is supplemented with Handbook and Non-Handbook guidance.

Do we have to use a UK lawyer or advisor when making our application?

Whilst you are free to seek whatever support you need to prepare and submit your application, and many firms will seek help from an advisor when preparing and submitting their application, the senior managers of your firm will be responsible for the content of your application and any information you supply during the assessment process.

What presence do we need to have in the UK?

We are flexible on how a firm organises itself. As long as your firm meets our rules and expectations, your UK-based staff can work in different locations, offices, or at home.

We will need to be satisfied that day-to-day business decisions, and the central administrative and compliance and anti-money laundering functions of the firm, are being performed - or overseen on a day-to-day basis - in the UK.

Do we need senior managers to live in the UK?

We expect senior managers not to be limited in the amount of time they can come to the UK by, for example, their tax arrangements. Pandeople working in the UK must have the legal right to do so.

More information can be found in the Effective Supervision Threshold Condition[5].

Our head office is outside the UK and we want to set up a branch to undertake MiFID business in the UK. What prudential regime applies to us?

When authorising UK branches of international firms for MiFID business in the UK, we must have comfort over the prudential rules that apply in the jurisdiction where the firm is incorporated, and how the arrangements in that jurisdiction affect the firm's ability to meet the relevant minimum standards for authorisation. The relevant requirements are set out in MIFIDPRU 1.1.3G and 1.1.4G.

If your firm is not undertaking MIFID activities you should consider the prudential rules in the handbook; for example, as an investment firm you may be subject to one of the prudential regimes in IPRU-INV depending on the activities you are undertaking.

What if I am not seeking authorisation under FSMA?

If you are a firm that is not undertaking activities that are regulated under FSMA (for example Payment Services Regulations (PSRs), E-Money Regulations (EMRs)), you can find more information on your proposed business model on the relevant pages of the FCA website. Read more about the PSRs and EMRs[17].

Our guidance doesn't cover every business model or scenario, and there may be additional factors that your firm needs to consider.

First published: 23/04/2025 Last updated: 23/04/2025