The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005

Providing a regulated home reversion plan

10C

Entering into a regulated home reversion plan as plan provider is a controlled activity.

Arranging a regulated home reversion plan

10D

Making arrangements—

• (a) for another person to enter as reversion seller or plan provider into a regulated home reversion plan; or

• (b) for a reversion seller or a plan provider under a regulated home reversion plan, entered into on or after 6th April 2007 by him, to vary the terms of that plan in such a way as to vary his obligations under that plan,

is a controlled activity.

Advising on a regulated home reversion plan

10E

Advising a person is a controlled activity if the advice is—

• (a) given to the person in his capacity as reversion seller, potential reversion seller, plan provider or potential plan provider; and

• (b) advice on the merits of his doing either of the following—

• (i) entering into a regulated home reversion plan, or

• (ii) varying the terms of a regulated home reversion plan, entered into on or after 6th April 2007 by him, in such a way as to vary his obligations under that plan.

Providing a regulated home purchase plan

10F

Entering into a regulated home purchase plan as home purchase provider is a controlled activity.

Arranging a regulated home purchase plan

10G

Making arrangements—

• (a) for another person to enter as home purchaser into a regulated home purchase plan; or

• (b) for a home purchaser under a regulated home purchase plan, entered into on or after 6th April 2007 by him, to vary the terms of that plan in such a way as to vary his obligations under that plan,

is a controlled activity.

Advising on a regulated home purchase plan

10H

Advising a person is a controlled activity if the advice is—

• (a) given to the person in his capacity as home purchaser or potential home purchaser; and

• (b) advice on the merits of his doing either of the following—

• (i) entering into a regulated home purchase plan, or

• (ii) varying the terms of a regulated home purchase plan, entered into on or after 6th April 2007 by him, in such a way as to vary his obligations under that plan.

Agreeing to carry on specified kinds of activity

Regulated home reversion plans

26A

Rights under a regulated home reversion plan.

Regulated home purchase plans

26B

Rights under a regulated home purchase plan.

Rights to or interests in investments

Interpretation

Operating a multilateral trading facility

4A

Operating a multilateral trading facility on which MiFID instruments are traded is a controlled activity.

Managing investments

Safeguarding and administering investments

Advising on investments

Advising on syndicate participation at Lloyd's

Providing funeral plan contracts

Providing qualifying credit

Arranging qualifying credit etc.

Advising on qualifying credit etc.

Providing a regulated home reversion plan

Arranging a regulated home reversion plan

Advising on a regulated home reversion plan

Providing a regulated home purchase plan

Arranging a regulated home purchase plan

Advising on a regulated home purchase plan

Agreeing to carry on specified kinds of activity

Real time communications: introductions...

Rights under a pension scheme

Part 2 — Certain Investment Exchanges Operating Relevant EEA Markets

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Providing a regulated sale and rent back agreement

10I

Entering into a regulated sale and rent back agreement as agreement provider is a controlled activity.

Arranging a regulated sale and rent back agreement

10J

Making arrangements—

• (a) for another person to enter as agreement seller or agreement provider into a regulated sale and rent back agreement; or

• (b) for an agreement seller or an agreement provider under a regulated sale and rent back agreement, entered into on or after 1st July 2009, to vary the terms of that plan in such a way as to vary the obligations of the agreement seller or the agreement provider under that plan,

is a controlled activity.

Advising on a regulated sale and rent back agreement

10K

Advising a person (“A”) is a controlled activity if the advice is—

• (a) given to A in A’s capacity as agreement seller, potential agreement seller, agreement provider or potential agreement provider; and

• (b) advice on the merits of A doing either of the following—

• (i) entering into a regulated sale and rent back agreement, or

• (ii) varying the terms of a regulated sale and rent back agreement, entered into on or after 1st July 2009 by A, in such a way as to vary A’s obligations under that agreement.

Agreeing to carry on specified kinds of activity

Regulated sale and rent back agreement

26C

Rights under a regulated sale and rent back agreement.

Rights to or interests in investments

Interpretation

Alternative finance investment bonds

15A

• (1) Rights under an alternative finance investment bond, to the extent that they do not fall within paragraph 15 or 16.

• (2) For the purposes of this paragraph, arrangements constitute an alternative finance investment bond if—

• (a) the arrangements provide for a person (“the bond-holder”) to pay a sum of money (“the capital”) to another (“the bond-issuer”);

• (b) the arrangements identify assets, or a class of assets, which the bond-issuer will acquire for the purpose of generating income or gains directly or indirectly (“the bond assets”);

• (c) the arrangements specify a period at the end of which they cease to have effect (“the bond term”);

• (d) the bond-issuer undertakes under the arrangements—

• (i) to make a repayment in respect of the capital (“the redemption payment”) to the bond-holder during or at the end of the bond term (whether or not in instalments); and

• (ii) to pay to the bond-holder other payments on one or more occasions during or at the end of the bond term (“the additional payments”);

• (e) the amount of the additional payments does not exceed an amount which would, at the time at which the bond is issued, be a reasonable commercial return on a loan of the capital; and

• (f) the arrangements are—

• (i) a security that is admitted to the official list in accordance with Part 6 of the Act,

• (ii) a security that is admitted to an official list in the EEA (in accordance with the provisions of Directive 2001/34/EC of the European Parliament and of the Council on the admission of securities to official stock exchange listing and on information to be published on those securities) and has been so admitted since before IP completion day,

• (iii) a security that is admitted to trading on a recognised investment exchange or a UK trading venue, or

• (iv) a security that is admitted to trading on an EU trading venue and has been so admitted since before IP completion day.

• (3) For the purposes of sub-paragraph (2)—

• (a) the bond-issuer may acquire the bond assets before or after the arrangements take effect;

• (b) the bond assets may be property of any kind, including rights in relation to property owned by someone other than the bond-issuer;

• (c) the identification of the bond assets mentioned in sub-paragraph (2)(b) and the undertakings mentioned in sub-paragraph (2)(d) may (but need not) be described as, or accompanied by a document described as, a declaration of trust;

• (d) the reference to a period in sub-paragraph (2)(c) includes any period specified to end upon the redemption of the bond by the bond-issuer;

• (e) the bond-holder may (but need not) be entitled under the arrangements to terminate them, or participate in terminating them, before the end of the bond term;

• (f) the amount of the additional payments may be—

• (i) fixed at the beginning of the bond term;

• (ii) determined wholly or partly by reference to the value of or income generated by the bond assets; or

• (iii) determined in some other way;

• (g) if the amount of the additional payments is not fixed at the beginning of the bond term, the reference in sub-paragraph (2)(e) to the amount of the additional payments is a reference to the maximum amount of the additional payments;

• (h) the amount of the redemption payment may (but need not) be subject to reduction in the event of a fall in the value of the bond assets or in the rate of income generated by them; and

• (i) entitlement to the redemption payment may (but need not) be capable of being satisfied (whether or not at the option of the bond-issuer or the bond-holder) by the issue or transfer of shares or other securities.

• (4) An instrument excluded from sub-paragraph (1) of paragraph 16 by sub-paragraph (2)(b) of that paragraph is not thereby taken to fall within sub-paragraph (1) of this paragraph.

Government and public securities

Instruments giving entitlements to investments

Certificates representing certain securities

Units in a collective investment scheme

Rights under a pension scheme

Options

Futures

Contracts for differences etc.

Lloyd's syndicate capacity and syndicate membership

Funeral plan contracts

Agreements for qualifying credit

Regulated home reversion plans

Regulated home purchase plans

Regulated sale and rent back agreement

Rights to or interests in investments

Interpretation

Pension product offers communicated to employees by third parties

72A

• (1) If the requirements of paragraph (2) are met, the financial promotion restriction does not apply to any communication which is made to an employee by or on behalf of a person (“A”) in relation to a group personal pension scheme or a stakeholder pension scheme.

• (2) The requirements of this paragraph are that—

• (a) the employer and A have entered into a written contract specifying the terms on which the communication may be made;

• (b) in the case of a communication made by a person (“B”) on behalf of A, A and B have also entered into a written contract specifying the terms on which the communication may be made;

• (c) the employer has not received, and will not receive, any direct financial benefit as a result of the communication being made;

• (d) the employer will make a contribution to the scheme in the event of the employee becoming a member of the scheme and the communication contains a statement informing the employee of this;

• (e) in the case of a non-real time communication, the communication contains, or is accompanied by, a statement informing the employee of their right to seek advice from an authorised person or an appointed representative; and

• (f) the employer or A notifies the employee in writing prior to the employee becoming a member of the scheme of—

• (i) the amount of the contribution that the employer will make to the scheme in respect of that employee, or the basis on which the contribution will be calculated; and

• (ii) any remuneration A or B has received, or will receive, as a consequence of the employee becoming a member of the scheme, or the basis on which any such remuneration will be calculated.

• (3) In this article “group personal pension scheme” and “stakeholder pension scheme” have the meaning given by article 72(4).

Insurance product offers communicated to employees by employers

72B

• (1) If the requirements of paragraph (2) are met, the financial promotion restriction does not apply to any communication which is made by an employer to an employee in relation to work-related insurance.

• (2) The requirements of this paragraph are that—

• (a) where the provider of the insurance is not the employer, the employer has not received, and will not receive, any direct financial benefit as a result of making the communication; and

• (b) in the case of a non-real time communication, the communication contains, or is accompanied by, a statement informing the employee of their right to seek advice from an authorised person or an appointed representative.

• (3) In this article “work-related insurance” includes—

• (a) life assurance;

• (b) long term disability insurance (also known as permanent health insurance); and

• (c) accidental death, injury, critical illness, medical, dental, income protection or travel insurance.

Insurance product offers communicated to employees by employers

72C

• (1) If the requirements of paragraph (2) are met, the financial promotion restriction does not apply to any communication which is made to an employee by or on behalf of a person (“A”) in relation to work-related insurance.

• (2) The requirements of this paragraph are that—

• (a) the employer and A have entered into a written contract specifying the terms on which the communication may be made;

• (b) in the case of a communication made by a person (“B”) on behalf of A, A and B have also entered into a written contract specifying the terms on which the communication may be made;

• (c) the employer has not received, and will not receive, any direct financial benefit as a result of the communication being made;

• (d) in the case of a non-real time communication, the communication contains, or is accompanied by, a statement informing the employee of their right to seek advice from an authorised person or an appointed representative; and

• (e) the employer or A notifies the employee in writing prior to the employee entering into a contract for the work-related insurance of any remuneration A or B has received, or will receive, as a consequence of the employee entering into the contract, or the basis on which any such remuneration will be calculated.

• (3) In this article “work-related insurance” has the meaning given by article 72B(3).

Staff mortgage offers communicated to employees by employers

72D

• (1) If the requirements of paragraph (2) are met, the financial promotion restriction does not apply to any communication which is made by an employer to an employee in relation to a staff mortgage.

• (2) The requirements of this paragraph are that—

• (a) where the provider of the staff mortgage is an undertaking in the same group as the employer, the employer has not received, and will not receive, any direct financial benefit as a result of making the communication; and

• (b) in the case of a non-real time communication, the communication contains or is accompanied by a statement informing the employee of their right to seek advice from an authorised person or an appointed representative.

• (3) In this article, “staff mortgage” means a regulated mortgage contract between the employer, or an undertaking in the same group as the employer, as lender and the employee (alone or with another person) as borrower to defray money applied for any of the following purposes—

• (a) acquiring any residential land which was intended, at the time of the acquisition, for occupation by the employee as their home;

• (b) carrying out repairs or improvements to any residential land which was intended, at the time of taking out the loan, for occupation by the employee as their home; or

• (c) payments in respect of a loan (whether of interest or capital).

• (4) In this article, “borrower”, “lender” and “regulated mortgage contract” have the meaning given by article 61(3)(a) (regulated mortgage contracts) of the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001.

Staff mortgage offers communicated to employees by employers

72E

• (1) If the requirements of paragraph (2) are met, the financial promotion restriction does not apply to any communication which is made to an employee by or on behalf of a person (“A”) in relation to a staff mortgage.

• (2) The requirements of this paragraph are that—

• (a) the employer and A have entered into a written contract specifying the terms on which the communication may be made;

• (b) in the case of a communication made by a person (“B”) on behalf of A, A and B have also entered into a written contract specifying the terms on which the communication may be made;

• (c) where the provider of the staff mortgage is an undertaking in the same group as the employer, the employer has not received, and will not receive, any direct financial benefit as a result of the communication being made;

• (d) in the case of a non-real time communication, the communication contains, or is accompanied by, a statement informing the employee of their right to seek advice from an authorised person or an appointed representative; and

• (e) the employer or A notifies the employee in writing prior to the employee entering into the staff mortgage of any remuneration A or B has received, or will receive, as a consequence of the employee entering into the staff mortgage, or the basis on which any such remuneration will be calculated.

• (3) In this article “staff mortgage” has the same meaning as in article 72D(3).

Advice centres

Revocation

Promotions of credit etc. for business purposes

46A

• (1) The financial promotion restriction does not apply to a communication which relates to a controlled activity falling within paragraph 4C of Schedule 1 and which—

• (a) indicates clearly (by express words or otherwise) that a person is willing to facilitate another person (“B”) becoming the borrower under a paragraph 4C agreement for the purposes of B’s business, and

• (b) does not indicate (by express words or otherwise) that the person is willing to facilitate B becoming the borrower under such an agreement for any other purpose.

• (2) The financial promotion restriction does not apply to a communication which relates to a controlled activity falling within paragraph 10BA of Schedule 1 and which—

• (a) indicates clearly (by express words or otherwise) that a person is willing to enter into a relevant credit agreement as lender for the purposes of another person’s business, and

• (b) does not indicate (by express words or otherwise) that the person is willing to enter into a relevant credit agreement as lender for any other purpose.

• (3) The financial promotion restriction does not apply to a communication which relates to a controlled activity falling within paragraph 10BB of Schedule 1 and which—

• (a) indicates clearly (by express words or otherwise) that a person is willing to enter into a regulated consumer hire agreement as owner for the purposes of another person’s business, and

• (b) does not indicate (by express words or otherwise) that the person is willing to enter into a regulated consumer hire agreement as owner for any other purpose.

• (4) In this article—

• (a) references to a “business” do not include a business carried on by—

• (i) the person communicating the promotion, or

• (ii) a person carrying on an activity of the kind specified by article 36A of the Regulated Activities Order (credit broking) in relation to the relevant credit agreement, paragraph 4C agreement or regulated consumer hire agreement to which the promotion relates;

• (b) “paragraph 4C agreement” has the meaning given in paragraph 4C of Schedule 1;

• (c) “relevant credit agreement” has the meaning given in paragraph 28 of Schedule 1.

Persons in the business of disseminating information

Certified high net worth individuals

High net worth companies, unincorporated associations etc.

Sophisticated investors

Self-certified sophisticated investors

Associations of high net worth or sophisticated investors

Common interest group of a company

Settlors, trustees and personal representatives

Beneficiaries of trust, will or intestacy

Communications by members of professions

Non-real time communication by members of professions

Remedy following report by Parliamentary Commissioner for Administration

Persons placing promotional material in particular publications

Acquisition of interest in premises run by management companies

Annual accounts and directors' report

Participation in employee share schemes

Sale of goods and supply of services

Sale of body corporate

Takeovers of relevant unlisted companies: warrants etc.

Promotions required or permitted by market rules

Promotions in connection with admission to certain EEA markets

Promotions of securities already admitted to certain markets

Promotions included in listing particulars etc.

Material relating to prospectus for public offer of unlisted securities

Pension products offered by employers

Pension product offers communicated to employees by third parties

Insurance product offers communicated to employees by employers

Staff mortgage offers communicated to employees by employers

Advice centres

Revocation

Credit broking

4B

• (1) Each of the following is a controlled activity—

• (a) effecting an introduction of an individual or relevant recipient of credit to a person who enters into as lender relevant credit agreements (other than credit agreements which are exempt agreements under the relevant provisions) by way of business;

• (b) effecting an introduction of an individual or relevant recipient of credit to a person who, by way of business, enters into as owner regulated consumer hire agreements or agreements which would be regulated consumer hire agreements but for article 60O (exempt agreements: exemptions relating to nature of agreement) or article 60Q (exempt agreements: exemptions relating to the nature of the hirer) of the Regulated Activities Order;

• (c) effecting an introduction of an individual or relevant recipient of credit to a person who carries on an activity of the kind specified in paragraph (a) or (b) by way of business;

• (d) presenting or offering an agreement which would (if entered into) be a relevant credit agreement (other than a credit agreement which is an exempt agreement under the relevant provisions) to an individual or relevant recipient of credit;

• (e) assisting an individual or relevant recipient of credit by undertaking preparatory work in respect of a relevant credit agreement (other than a credit agreement which is an exempt agreement under the relevant provisions);

• (f) entering into a relevant credit agreement (other than a credit agreement which is an exempt agreement under the relevant provisions) on behalf of a lender.

• (1A) But an activity is not a controlled activity falling within sub-paragraph (1) to the extent that it is a controlled activity falling within paragraph 10A (arranging qualifying credit etc.).

• (2) For the purposes of paragraph (1)—