Article 10

SCHEDULEApplication and modification of primary legislation

Application without modification of provisions of the Act

1.  The following provisions of the Act apply in relation to registered persons—

(a)section 55N (requirements under section 55L or 55M)(1);

(b)sections 55T (persons whose interests are protected) to 55V (determination of applications)(2);

(c)section 55X (determination of applications: warning notices and decision notices)(3);

(d)section 55Z4 (interpretation of Part 4A)(4);

(e)section 138C (evidential provisions)(5);

(f)sections 138E (limits on effect of contravening rules) to 138H (verification of rules)(6);

(g)section 139B (notification of FCA guidance to the Treasury)(7);

(h)section 168 (appointment of persons to carry out investigations in particular cases)(8);

(i)section 169 (investigations etc. in support of overseas regulator)(9);

(j)sections 170 (investigations: general) to 175 (information and documents: supplemental provisions)(10);

(k)section 176A (retention of documents taken under section 176)(11);

(l)section 177 (offences)(12);

(m)section 204A (meaning of “relevant requirement” and “appropriate regulator”)(13);

(n)section 210 (statements of policy)(14);

(o)section 211 (statements of policy: procedure)(15);

(p)section 380 (injunctions)(16);

(q)section 382 (restitution orders)(17);

(r)section 385 (warning notices) to 391 (publication)(18);

(s)sections 392 (application of sections 393 and 394) to 395 (the FCA’s and PRA’s procedures)(19);

(t)Schedule 15 (information and investigations: connected persons)(20).

Modification to section 55L (imposition of requirements by FCA)

2.  Section 55L (imposition of requirements by FCA)(21) applies as if—

(a)subsection (1) was omitted;

(b)for subsection (2) there was substituted—

“(2) The FCA may exercise its power under subsection (3) in relation to a registered person if it appears to the FCA that—

(a)it is desirable to exercise the power in order to advance one or more of the FCA’s operational objectives; or

(b)it is desirable to exercise the power in order to advance the protection of persons who receive, have received or may receive invitations or inducements to engage in investment activity in relation to qualifying cryptoassets.”;

(c)in subsection (5), for “an authorised person with a Part 4A permission” there was substituted “a registered person”;

(d)for subsection (6) there was substituted—

“(6) The FCA may refuse an application under subsection (5) if—

(a)it appears to it that it is desirable to do so in order to advance any of its operational objectives; or

(b)it appears to it that it is desirable to do so in order to advance the protection of persons who receive, have received or may receive invitations or inducements to engage in investment activity in relation to qualifying cryptoassets.”;

(e)for subsection (7) there was substituted—

“(7) “Engage in investment activity” has the same meaning as in section 21.”.

Modification to section 55P (prohibitions and restrictions)

3.  Section 55P (prohibitions and restrictions) applies as if—

(a)in subsection (1)—

(i)paragraph (a) was omitted;

(ii)in paragraph (b), for “an authorised person” there was substituted “a registered person”;

(b)in subsection (4), “or 55M” was omitted.

Modification to section 55Q (exercise of power in support of overseas regulator)

4.  Section 55Q (exercise of power in support of overseas regulator)(22) applies as if, in subsection (1) for “an authorised person” there was substituted “a registered person”.

Modification to section 55R (persons connected with an applicant)

5.  Section 55R (persons connected with an applicant)(23) applies as if, in subsection (1)—

(a)paragraphs (a) and (b) were omitted;

(b)in the words after paragraph (d), for “applicant or a person given permission” there was substituted “registered person”.

Modification to section 55Y (exercise of own-initiative power: procedure)

6.  Section 55Y (exercise of own-initiative power: procedure)(24) applies as if, in subsection (1) for “an authorised person” there was substituted “a registered person”.

Modification to section 55Z3 (right to refer matters to the Tribunal)

7.  Section 55Z3 (right to refer matters to the Tribunal)(25) applies as if—

(a)in subsection (2), for “An authorised person” there was substituted “A registered person”;

(b)subsection (3) was omitted.

Modification to section 137R (financial promotion rules)

8.  Section 137R (financial promotion rules)(26) applies as if—

(a)for subsections (1) to (5A) there was substituted—

“(1) The FCA may make rules applying to registered persons about the communication by them of invitations or inducements to engage in investment activity relating to qualifying cryptoassets where the rules are the same as, or substantially equivalent to, rules which would apply to an authorised person communicating an invitation or inducement to engage in investment activity relating to qualifying cryptoassets.

(2) Rules under this section may, in particular, make provision about the form and content of communications.”;

(b)for subsection (7) there was substituted—

“(7) Rules made under this section may apply to registered persons such other rules made under this Act as would apply to an authorised person in relation to the communication of an invitation or inducement to engage in investment activity in relation to qualifying cryptoassets.”;

(c)after subsection (7) there was inserted—

“(8) Section 138I (consultation) does not apply to rules made under this section.”.

Modification to section 137S (financial promotion rules: directions given by FCA)

9.  Section 137S (financial promotion rules: directions given by FCA)(27) applies as if—

(a)in subsection (1)—

(i)for paragraph (a) there was substituted—

“(a)a registered person has made, or proposes to make, a communication, and”;

(ii)in paragraph (b), “or approval” was omitted;

(b)in subsection (2)—

(i)in the words before paragraph (a), for “authorised person” there was substituted “registered person”;

(ii)in paragraph (a), “or approval” was omitted;

(iii)in paragraph (b)—

(aa)“or giving the approval” was omitted;

(bb)“or given” was omitted;

(iv)in paragraph (d), “or approval” was omitted;

(c)in subsection (3), “or approving” were omitted in both places;

(d)in subsection (5)—

(i)in the words before paragraph (a), for “an authorised person” there was substituted “a registered person”;

(ii)in paragraph (a), for “authorised person, and” there was substituted “registered person.”;

(iii)paragraph (b) was omitted;

(e)in subsection (8)—

(i)in paragraph (a), for “persons mentioned in subsection (5)(a) or (b)” there was substituted “registered person”;

(ii)in paragraph (b), “any” was omitted;

(f)in subsection (10), for “those persons” there was substituted “that person”;

(g)subsection (12) was omitted.

Modification to section 138A (modification or waiver of rules)

10.  Section 138A (modification or waiver of rules)(28) applies as if—

(a)subsection (2) was omitted;

(b)in subsection (4), for paragraph (b) there was substituted—

“(b)the direction would not adversely affect—

(i)the securing of an appropriate degree of protection for persons who receive, have received or may receive invitations or inducements to engage in investment activity in relation to qualifying cryptoassets, and

(ii)the advancement of any of the regulator’s objectives.”.

Modification to section 138B (publication of directions under section 138A)

11.  Section 138B (publication of directions under section 138A)(29) applies as if, in paragraph (4)(b) for “an authorised person” there was substituted “a registered person”.

Modification to section 138D (actions for damages)

12.  Section 138D (actions for damages)(30) applies as if—

(a)in subsection (2), for “an authorised person” there was substituted “a registered person”;

(b)in subsection (4), “(1) or” was omitted;

(c)subsection (5) was omitted;

(d)“(and so the contravention by an authorised person of a rule is actionable at the suit of a person who falls within that definition and who suffers loss as a result of that contravention)” was omitted from regulation 6 (rules) of the Financial Services and Markets Act 2000 (Rights of Action) Regulations 2001.

Modification to section 139A (power of the FCA to give guidance)

13.  Section 139A (power of the FCA to give guidance)(31) applies as if—

(a)subsection (4) was omitted;

(b)for subsection (5) there was substituted—

“(5) Where this subsection applies, the FCA must, unless it considers that the delay in complying with this subsection would be prejudicial to the interests of persons who receive, have received or may receive invitations or inducements communicated by registered persons to engage in investment activity in relation to qualifying cryptoassets—

(a)publish a draft of the proposed guidance in the way appearing to the FCA to be best calculated to bring it to the attention of the public;

(b)publish a notice that representations about the proposals may be made to the FCA within a specified time; and

(c)before making the proposed guidance, have regard to any representations made to it in accordance with paragraph (b).”.

Modification to section 165 (regulators’ power to require information: authorised persons etc.)

14.  Section 165(32) applies as if—

(a)in the heading, for “authorised persons” there was substituted “registered persons”;

(b)references to “an authorised person” were read as references to “a registered person”;

(c)in subsection (4), paragraph (b) was omitted;

(d)in subsection (7), paragraphs (b) to (e) were omitted;

(e)in subsection (8), for “Authorised person” there was substituted “Registered person”;

(f)subsection (8A) was omitted;

(g)in subsection (11)—

(i)“or” was inserted after paragraph (c);

(ii)after paragraph (d), the “or” was omitted;

(iii)paragraph (e) was omitted;

(h)subsections (12) and (13) were omitted.

Modification to section 166 (reports by skilled persons)

15.  Section 166 (reports by skilled persons)(33) applies as if—

(a)in subsection (2)(a), for “an authorised person” there was substituted “a registered person”;

(b)subsections (10) to (14) were omitted.

Modification to section 167 (appointment of persons to carry out general investigations)

16.  Section 167 (appointment of persons to carry out general investigations)(34) applies as if—

(a)in subsection (1)—

(i)in paragraph (a), for “person to whom subsection (1A) applies or an appointed representative” there was substituted “registered person”;

(ii)in paragraph (c), for “person to whom subsection (1A) applies” there was substituted “registered person”;

(b)subsection (1A) was omitted;

(c)in subsection (2)—

(i)after paragraph (a), “or” was inserted;

(ii)paragraph (c) and the “or” before it were omitted;

(d)in subsection (4A), for “an authorised person or a person described in subsection (1A)(c) or (d)” there were substituted, in both places, “a registered person”;

(e)subsection (4B) was omitted;

(f)in subsection (5), “even if it does not consist of carrying on regulated activities” was omitted;

(g)in subsection (5A)—

(i)paragraphs (a), (c) and (d) were omitted;

(ii)in paragraph (b), for the words from “an authorised person” to the end there were substituted “a registered person or a former registered person, the FCA.”;

(h)subsection (6) was omitted.

Modification to section 176 (entry of premises under warrant)

17.  Section 176 (entry of premises under warrant)(35) applies as if, in subsection (3A)—

(i)in paragraph (a), for “an authorised person” there was substituted “a registered person”;

(ii)paragraphs (b) to (d) were omitted.

Modification to section 205 (public censure)

18.  Section 205 (public censure)(36) applies as if, for “an authorised person” there was substituted “a registered person”.

Modification to section 206 (financial penalties)

19.  Section 206 (financial penalties)(37) applies as if, in subsection (1) for “an authorised person” there was substituted “a registered person”.

Modification to section 207 (proposal to take disciplinary measures)

20.  Section 207 (proposal to take disciplinary measures)(38) applies as if—

(a)in subsection (1)—

(i)in paragraphs (a) and (b), for “an authorised person” there were substituted “a registered person” in both places;

(ii)paragraph (c) was omitted;

(iii)in the words after paragraph (c), for “authorised person” there was substituted “registered person”;

(b)subsection (4) was omitted.

Modification to section 208 (decision notice)

21.  Section 208 (decision notice)(39) applies as if—

(a)in subsection (1)—

(i)paragraph (c) was omitted;

(ii)in the words after paragraph (c), for “authorised person” there was substituted “registered person”;

(b)subsection (3A) was omitted;

(c)in subsection (4)—

(i)in paragraphs (a) and (b), for “an authorised person” there were substituted “a registered person” in both places;

(ii)paragraph (c) was omitted;

(iii)in the words after paragraph (c), for “authorised person” there was substituted “registered person”.

Modification to section 209 (publication)

22.  Section 209 (publication)(40) applies as if, for “authorised person” there was substituted “registered person”.

Modification to section 384 (power of the FCA or PRA to require restitution)

23.  Section 384 (power of the FCA or PRA to require restitution)(41) applies as if—

(a)in subsection (1), in the words before paragraph (a)—

(i)for “appropriate regulator” there was substituted “FCA”;

(ii)for “an authorised person or recognised investment exchange” there was substituted “a registered person”;

(b)in subsection (7), paragraph (c) was omitted;

(c)subsections (9) to (13) were omitted.