PRA Issues Final Policy on MiFID II: Part 2 Implementation (PS9/17)

On 28 April PRA issued final policy on implementation of MiFID II: Part 2 and MiFIR

This PS is relevant to banks, building societies, PRA-designated investment firms and their qualifying parent undertakings, which for this purpose comprise financial holding companies and mixed financial holding companies, as well as credit institutions, investment firms and financial institutions that are subsidiaries of these firms.

Feedback on consultation responses

The PRA received no responses to CP43/16. The final rules are as consulted, with some minor drafting changes to the instruments to clarify language, correct formatting and referencing (see Appendices 1-4). Appendices 5-7 include links to three supervisory statements (SSs). The three SSs have been updated to refer to MiFID II where previously they referred to MiFID I, and associated implementing directives.

Implementation

MiFID II will apply from Wednesday 3 January 2018 and Member States must transpose their provisions in national legislation and regulations by Monday 3 July 2017. The PRA’s rules, and the relevant sections of the SSs that apply to MiFID II, (Appendices 1-7) will take effect from Wednesday 3 January 2018.

Chapter 2 outlines the implementation arrangements for:

  • granting authorizations in respect of a new MiFID investment activity, ‘operation of an organized trading facility (OTF)’, a new MiFID financial instrument ‘emission allowances’, and regulated activities of dealing, advising, managing and arranging structured deposits. Firms should submit complete applications for variation of permission by 3 July 2017; and
  • notification to the PRA for firms wishing to carry out the following activities: Structured deposit in respect of the regulated activities; Dealing in investment as principle; Arranging deals in investment; Making arrangements with a view to transactions in investment; Managing investments; and Advising on investments.

Policy Statement9/17

Takeovers: Argentina – ACNV Acquisition Limit Offers

On Apr. 27, ACNV issued rules to raise public acquisition offers.

  • Increased the percentage from 15% to 35%, to be considered significant participation.
  • Significant participation determines the mandatory nature of launching a takeover bid.

Takeover Bid

  • RG No. 689 establishes obligation to launch partial takeover bid, when stake exceeded.
  • When intend to achieve a stake of 35% of voting capital stock and/or votes of company.
  • In that case, offer must be made for securities to reach 50% of company voting capital.
  • Exception to bid where acquisition does not entail acquisition of control of the company.
  • Required to launch full takeover when seek share above 50% of voting capital or votes.
  • Offer must be made on a number of securities that enable the acquirer to reach 100%.

Read more on these changes.