Home FCA Handbook MAR MAR 11A MAR 11A.3 Negotiated transactions waiver
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MAR 11A.3 Negotiated transactions waiver

30/03/2026R

Article 3 of MiFIR does not apply in respect of systems that formalise negotiated transactions which are:

(1) made within the current volume weighted spread reflected on the order book or the quotes of the market makers of the trading venue operating that system;

(2) in an illiquid equity transparency instrument that does not fall within the meaning of a liquid market in Article 2(1)(17) of MiFIR, and are dealt within a percentage of a suitable reference price, being a percentage and a reference price set in advance by the system operator; or

(3) subject to conditions other than the current market price of that financial instrument.

30/03/2026R

A negotiated transaction in equity transparency instruments to which MAR 11A.3.1R applies includes a transaction which is negotiated privately but reported under the rules of a trading venue where:

  1. (1) two members of, or participants in, that trading venue are involved in any of the following capacities:
    1. (a) one is dealing on own account when the other is acting on behalf of a client;
    2. (b) both are dealing on own account; or
    3. (c) both are acting on behalf of a client; or
  2. (2) one member of, or participant in, that trading venue is either:
    1. (a) acting on behalf of both the buyer and seller; or

    2. (b) dealing on own account against a client order.

       

30/03/2026R

A negotiated transaction in equity transparency instruments is subject to conditions other than the current market price of the financial instrument where the transaction is:

  1. (1) a benchmark trade;
  2. (2) part of a portfolio trade;
  3. (3) contingent on the purchase, sale, creation or redemption of a derivative contract or other financial instrument where all the components of the trade are meant to be executed as a single lot;
  4. (4) of a type listed in Article 13 of MiFID RTS 1; or
  5. (5) any other transaction equivalent to one of those described in (1) to (4) that is contingent on technical characteristics which are unrelated to the current market valuation of the financial instrument traded.