SUP 16.4 Annual controllers report

This section applies to every firm except those firms excluded from its operation by SUP 16.1.1 R and SUP 16.1.3 R.

This section may be of relevance to a directive friendly society:

1. (1)

   if it has 10 members or less;

2. (2)

   if it has a delegate voting system and has 10 delegates or less; or

3. (3)

   if it has 20 members or less and effects or carries out group insurance contracts where one person may exercise one vote on behalf of the members of a group and one vote in their private capacity; or

where a member or delegate, whether alone or acting in concert, is entitled to exercise, or control the exercise of, 10% or more of the total voting power.

This section may be of relevance to non-directive firms.

Requirements for notifications of a change in control can be found in SUP 11 (Controllers and close links).

A firm and its controllers are required to notify certain changes in control (see SUP 11 (Controllers and close links)). The purpose of the rules and guidance in this section is:

1. (1)

   to ensure that, in addition to such notifications, the FCA receives regular and comprehensive information about the identities of all of the controllers of a firm, which is relevant to a firm's continuing to satisfy the effective supervision threshold conditions;

2. (2)

   to implement certain requirements relating to annual reporting of controllers which must be imposed on firms under the Investment Services Directive, the Banking Consolidation Directive and the Solvency II Directive; and

3. (3)

   to support the regulatory functions under Part 12 of the Act (Notices of acquisitions of control over UK authorised persons) (see SUP 11 (Controllers and close links)).

If a group includes more than one firm, a single annual controllers report may be submitted, and so satisfy the requirements of all firms in the group. Such a report should contain the information required from all of them, meet all relevant due dates, indicate all the firms on whose behalf it is submitted and give their firm reference numbers. Nevertheless, the requirement to provide a report, and the responsibility for the report, remain with each firm in the group.

Firms are reminded of the requirement in SUP 11.4.10 R to take reasonable steps to keep themselves informed about the identity of their controllers.