We set out guidance to replace EU guidelines on the prudential assessment of acquisitions and increases of qualifying holdings in the financial sector.
Firms should follow this guidance from 1 November 2024.
Why we’re issuing this guidance
We, alongside the Prudential Regulation Authority (PRA), consulted on proposals to replace the EU guidelines on the prudential assessment of acquisitions and increases of qualifying holdings in the financial sector (3L3 Guidelines).
Following the consultation, the PRA has issued a joint policy statement as well as a supervisory statement for PRA authorised firms.
We’ve issued our own final guidance which sets out how we expect firms, and those acquiring or increasing control in UK authorised persons, to identify controllers for the purposes of FSMA. It also sets out:
- our expectations for submitting the change in control notification
- the assessment criteria
- how we’ll use our statutory powers to impose conditions on an approval
Who this is for
The guidance is relevant to:
- all FCA authorised firms
- all persons to which Part XII of FSMA applies
Next steps
FCA authorised firms, and those persons to whom Part XII of FSMA applies, should follow this finalised guidance from 1 November 2024 instead of the 3L3 Guidelines when considering a UK Change in Control (CIC) transaction.
The FCA Handbook and our website have been amended to make specific reference to the finalised guidance.
Background
The European Banking Authority, the European Insurance and Occupational Pensions Authority and the European Securities and Markets Authority jointly reviewed and updated the 3L3 Guidelines in 2017.
These guidelines established an EU-wide common understanding of the assessment criteria to be applied by the competent authorities in the assessment process and what should be taken into account under each criteria.
Until this publication, the 3L3 Guidelines had continued to be relevant to CIC transactions since EU withdrawal. However, following our consultation to replace the 3L3 Guidelines, we’ve now published UK finalised guidance on our approach to the prudential assessment of acquisitions and increases in control.