FINAL NOTICE

Individual
Reference
Number:

DJM01494

ACTION

1.
For the reasons set out in this Final Notice, the Authority hereby takes the
following action against Mr Mills.

2.
The Authority gave Mr Mills the Decision Notice, which notified Mr Mills that, for
the reasons given below and pursuant to section 56 of the Act, the Authority had
decided to make an order prohibiting Mr Mills from performing any function in
relation to any regulated activity carried on by any authorised person, exempt
person or exempt professional firm.

3.
Mr Mills has not referred the matter to the Tribunal within 28 days of the date on
which the Decision Notice was given to him.

4.
Accordingly, for the reasons set out below, the Authority hereby makes an order
pursuant to section 56 of the Act prohibiting Mr Mills from performing any
function in relation to any regulated activity carried on by an authorised person,
exempt person or exempt professional firm. The Prohibition Order takes effect
from 20 June 2019.

DEFINITIONS

5.
The definitions below are used in this Final Notice (and in the Annex):

“the Act” means the Financial Services and Markets Act 2000;

“the Authority” means the Financial Conduct Authority;

“the Decision Notice” means the Decision Notice given to Mr Mills dated 23
January 2019;

“EG” means the Enforcement Guide;

“FIT” means the Fit and Proper Test for Employees and Senior Personnel
sourcebook;

“the Handbook” means the Authority’s Handbook of rules and guidance;

“Mr Mills” means David John Mills;

“the Tribunal” means the Upper Tribunal (Tax and Chancery Chamber); and

“the Warning Notice” means the Warning Notice given to Mr Mills dated 3 January
2019.


RELEVANT STATUTORY PROVISIONS

6.
The statutory and regulatory provisions relevant to this Final Notice are set out in
the Annex.

SUMMARY OF REASONS

7.
The Authority has concluded, on the basis of the facts and matters and
conclusions described in the Warning Notice, and in the Decision Notice, that Mr
Mills is not a fit and proper person to perform any function in relation to any
regulated activity carried on by any authorised person, exempt person or exempt
professional firm, as his conducted has demonstrated a serious lack of honesty
and integrity. Specifically, Mr Mills was tried and convicted on indictment, on 30
January 2017, of 1 count of conspiracy to corrupt, contrary to section 1 of the
Criminal Law Act 1977, 4 counts of fraudulent trading and 1 count of conspiring
to conceal/disguise/convert/transfer/remove /criminal property.

8.
On 2 February 2017, Mr Mills was sentenced to a total term of 15 years
imprisonment and he was disqualified under section 2 of the Company Directors
Disqualification Act 1986 for 12 years.

FACTS AND MATTERS RELIED ON

9.
Mr Mills was approved by the Authority to perform a CF1 (Director) function at
three authorised firms, at various times, between 22 December 2005 and 21
February 2011.


10.
Mr Mills is not currently approved to perform any functions in relation to any firm
authorised by the Authority, and he has not been approved by the Authority to
perform any function since 21 February 2011.


11.
On 30 January 2017, Mr Mills was tried and convicted at Southwark Crown Court
of 1 count of conspiracy to corrupt, contrary to section 1 of the Criminal Law Act
1977; 4 counts of fraudulent trading contrary to section 458 of the Companies
Act 1985 and 1 count of conspire to conceal/ disguise/ convert/ transfer/ remove
criminal property contrary to section 1 of the Criminal Law Act 1977.


12.
On 2 February 2017, Mr Mills was sentenced at Southwark Crown Court to a total
term of 15 years imprisonment and was disqualified from acting as a director for
12 years under section 2 of the Company Directors Disqualification Act 1986.


13.
The time period during which Mr Mills offences were committed included the
period when he was an approved person.


14.
In his sentencing remarks (made on 2 February 2017), his the Judge described
Mr Mills as a “thoroughly corrupt and devious man” because he was “very adept
at exploiting the weaknesses of others, particularly where that weakness was
money”.


15.
Mr Mills’ offences were committed over a prolonged period (approximately 7
years) in which he corrupted 2 senior employees of a bank and conspired with
them and others for mutual financial advantage, to obtain referrals of the bank’s
corporate customers to his company turnaround consultancy. Mr Mills through the
guise of the turnaround consultancy and other companies which he owned,
enriched himself and his co-conspirators. The Judge emphasised that that the
harm for which Mr Mills was individually and collectively responsible could be
quantified in cash terms but not in human terms. The collective conduct resulted
in not only huge losses for the bank but also a loss of livelihood for some of the
bank’s customers which would affect their retirement. The sentence that was
passed reflects Mr Mills’ central role in the conspiracy and the extent of his
criminality.


DECISION MAKER

16.
The decision which gave rise to the obligation to give this Final Notice was made
by the Regulatory Decisions Committee.

IMPORTANT

17.
This Final Notice is given to Mr Mills in accordance with section 390(1) of the Act.

18.
The Authority must publish such information about the matter to which this Final
Notice relates as the Authority considers appropriate. The information may be
published in such manner as the Authority considers appropriate. However, the

Authority may not publish information if such publication would in the opinion of
the Authority, be unfair to Mr Mills or prejudicial to the interests of consumers.

19.
The Authority intends to publish this Final Notice and such information about the
matter to which this Final Notice relates as it considers appropriate.

20.
For more information concerning this matter generally, Mr Mills should contact
Hema Rachhoya at the Authority (direct line: 020 7066 2770).

Anna Couzens
Enforcement and Market Oversight


ANNEX

RELEVANT STATUTORY PROVISIONS

1.
The Authority’s operational objectives include securing an appropriate degree of
protection for consumers (section 1C of the Act) and protecting and enhancing
the integrity of the UK financial system (section 1D of the Act).

2.
Section 56(1) of the Act provides:

“The [Authority] may make a prohibition order if it appears to it that an individual
is not a fit and proper person to perform functions in relation to a regulated
activity carried on by:

(a)
an authorised person,

(b)
a person who is an exempt person in relation to that activity, or

(c)
a person to whom, as a result of Part 20, the general prohibition does not

apply in relation to that activity.”

RELEVANT REGULATORY PROVISIONS

3.
In exercising its power to make a prohibition order, the Authority must have
regard to guidance published in the Handbook and in regulatory guides, such as
EG. The relevant main considerations in relation to the action specified above are
set out below.

The Enforcement Guide

4.
The Authority’s policy in relation to exercising its power to issue a prohibition
order is set out in EG.

5.
EG 9.1 explains the purpose of prohibition orders in relation to the Authority’s
regulatory objectives.

6.
EG 9.2 sets out the Authority’s general policy on making prohibition orders. In
particular—

(a)
EG 9.2.1 states that the Authority will consider all relevant
circumstances, including whether enforcement action has been
taken against the individual by other enforcement agencies, in
deciding whether to make a prohibition order;

(b)
EG 9.2.2 states that the Authority has the power to make a range
of prohibition orders depending on the circumstances of each case;
and

(c)
EG 9.2.3 states that the scope of a prohibition order will depend
on, among other things, the reasons why the individual is not fit
and proper and the severity of risk he poses to consumers or the
market generally.

7.
EG 9.5.1 states that where the Authority is considering whether to make a
prohibition order against someone who is not an approved person, the Authority
will consider the severity of the risk posed by the individual and may prohibit him
where it considers that it is appropriate to achieve one or more of the Authority’s
statutory objectives.

8.
EG 9.5.2 provides that, when considering whether to exercise its power to make a
prohibition order against someone who is not an approved person, the Authority
will consider all the relevant circumstances of the case. These may include, but
are not limited to, the factors set out in EG 9.3.2. Those factors include: whether
the individual is fit and proper to perform functions in relation to regulated
activities (noting the criteria set out in FIT 2.1, 2.2, and 2.3); the relevance and
materiality of any matters indicating unfitness; the length of time since the
occurrence of any matters indicating unfitness; and the severity of the risk which
the individual poses to consumers and to confidence in the financial system.

Fit and Proper Test for Approved Persons and Employees and Senior Personnel

9.
The Authority has issued guidance on the fitness and propriety of individuals in
FIT.

10.
FIT 1.3.1BG(1) states that the most important considerations when assessing the
fitness and propriety of a person to perform a controlled function include that
person’s honesty, integrity and reputation.

11.
FIT 2.1.1G states that in determining a person’s honesty, integrity and
reputation, the Authority will have regard to all relevant matters including, but
not limited to, those set out in FIT 2.1.3G. It notes, amongst other things and by
way of example, that:

“… conviction for a criminal offence will not automatically mean an application will
be rejected. The [Authority] treats each candidate’s application on a case-by-case
basis, taking into account the seriousness of, and circumstances surrounding, the
offence, the explanation offered by the convicted person, the relevance of the
offence to the proposed role, the passage of time since the offence was
committed and evidence of the individual’s rehabilitation.”

12.
FIT 2.1.3G(1) states that the matters referred to in FIT 2.1.1G include, but are
not limited to, whether a person has been convicted of any criminal offence,
noting that particular consideration will be given to offences including
dishonesty, fraud and financial crime (amongst other things).