1

NOTICE OF DECISION

ACTION

1.
For the reasons given below, the Authority has decided to cancel MKL Finance’s Part 4A
permission. The cancellation takes effect on the date of this Notice of Decision.

2.
The effect of the cancellation is that MKL Finance no longer has permission to carry on any
regulated activities.

DEFINITIONS

3.
The definitions below are used in this Notice of Decision (and in the Annex):

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

“the Authority” means the Financial Conduct Authority;


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“DISP” means the Authority’s Dispute Resolution: Complaint’s sourcebook, part of the
Handbook;

“EG” means the Enforcement Guide;

“the Further Notice” means the further notice issued by the Authority to MKL Finance dated
25 September;

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

“MKL Finance” means MKL Finance Ltd;

“MKL Finance’s Part 4A permission” means the Part 4A permission granted by the Authority
to MKL Finance;

“the Notice” means the notice issued by the Authority to MKL Finance dated 8 August 2023;

“Part 4A permission” means permission to conduct regulated activities, granted by the
Authority under Part 4A of the Act;

“RAG” means regulated activity group as referred to in SUP;

“the Returns” means the Retail Mediation Activities, CCR002 and Complaints returns for the
period ended 31 January 2023 which MKL Finance was due to submit to the Authority by 14
March 2023;

“SUP” means the Supervision Manual, part of the Handbook; and


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

FACTS AND MATTERS:

4.
MKL Finance was authorised by the Authority on 3 March 2016 and given a Part 4A permission
to conduct the following regulated activities:

i.
agreeing to carry on a regulated activity;
ii.
arranging deals in investments;
iii.
credit broking; and
iv.
making arrangements with a view to transactions in investments.

5.
MKL Finance submitted regulatory returns to the Authority for the periods 1 February 2021 to
31 July 2022 which show that MKL Finance has not generated any income from the regulated
activities it is permitted to carry on.

6.
In addition, under SUP 16.3.13R, 16.12.3R, SUP 16.12.4R, SUP 16.12.29CR and DISP 1.10.1R,
MKL Finance is required to submit the Returns to the Authority by the relevant due date.
However, MKL Finance has failed to submit the Returns to the Authority.

7.
Furthermore, under SUP 16.3.13R(1), SUP 16.3.13R(4), SUP 16.12.4R and 16.12.28AR (and
the further rules specified therein) in Chapter 16 of SUP and DISP 1.10.1R, MKL Finance is
required to submit the Returns to the Authority by the relevant due date. However, MKL Finance
has failed to submit the Returns to the Authority. The Authority therefore considers that MKL
Finance has failed to provide information to the Authority as is required by the Handbook,

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namely the information it is required to provide in the Returns. There are no other matters that
suggest MKL Finance is carrying on regulated activities.

8.
On 8 August 2023, the Authority gave MKL Finance the Notice which stated that:

(a)
it appears to the Authority that MKL Finance is carrying on no regulated activity to which
its Part 4A permission relates; and

(b)
the Authority may take action to cancel MKL Finance’s Part 4A permission unless it
responds to the Notice in the manner specified in the directions to the Notice.

9.
MKL Finance failed to respond to the Notice.

10.
As a result of the matters specified above, on 25 September 2023, the Authority gave MKL
Finance the Further Notice which stated that:

a) the Authority considered that MKL Finance is carrying on no regulated activity to which
its Part 4A permission relates; and

b) the Authority proposes to cancel MKL Finance’s Part 4A permission on 8 November 2023
unless MKL Finance takes the steps specified in the directions to the Further Notice.

11.
MKL Finance failed to take the steps specified in the Further Notice.

CANCELLATION OF PART 4A PERMISSION

12.
From the facts and matters described above, and having regard to paragraph 1(3) of Schedule
6A to the Act, the Authority considers that MKL Finance is carrying on no regulated activity to
which its Part 4A permission relates. The Authority has therefore decided to cancel MKL
Finance’s Part 4A permission. The cancellation of MKL Finance’s Part 4A permission takes effect
on the date of this Notice of Decision.

13.
The statutory and regulatory provisions relevant to this Notice of Decision are set out in the
Annexes.

PROCEDURAL MATTERS



14.
This Notice of Decision is given to MKL Finance under paragraph 3 of Schedule 6A to the Act
(variation or cancellation of Part 4A permission on initiative of FCA: additional power).

The following paragraphs are important.

Annulment of the Authority’s decision

15.
If MKL Finance is aggrieved by the decision to cancel its Part 4A permission as set out in this
Notice of Decision, MKL Finance may make an application for an annulment of the Authority’s
decision under paragraph 4 of Schedule 6A to the Act.

16.
MKL Finance must submit a completed application for an annulment of the Authority’s decision
to the Authority by 7 November 2024 and in the manner specified by the Authority.


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The Tribunal

17.
MKL Finance does not have a right to refer the decision to give this Notice of Decision to the
Tribunal.

Publicity

18.
The Authority intends to publish such information about the matter to which this Notice of
Decision relates as the Authority considers appropriate. The information may be published in
such manner as the Authority considers appropriate.

Authority Contact

19.
For more information concerning this matter generally, MKL Finance should contact Valerie
Amuaku (direct line: 020 7066 0360).


Jeremy Parkinson
Enforcement and Market Oversight Division



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ANNEX ON CANCELLATION OF PART 4A PERMISSION ON INITIATIVE OF FCA:

ADDITIONAL POWER

RELEVANT STATUTORY PROVISIONS

1.
The Authority’s operational objectives established in section 1B of the Act include protecting
and enhancing the integrity of the UK financial system and securing an appropriate degree of
protection for consumers.

2.
The Authority is authorised by paragraphs 1(1) and (2) of Schedule 6A to the Act to cancel an
Authority-authorised person’s Part 4A permission, if it appears to the Authority that the
Authority-authorised person is carrying on no regulated activity to which the permission
relates.

3.
Paragraph 1(3) of Schedule 6A of the Act provides that the circumstances in which the Authority
may form the view that an Authority-authorised person is carrying on no regulated activity
include (but are not limited to) circumstances where the person fails—

(b) to provide such information to the Authority as is required by the Handbook.

4.
The Authority must exercise its power to cancel an Authority-authorised person’s Part 4A
permission using its additional own initiative power in accordance with the procedure set out
in paragraph 2 of Schedule 6A to the Act.

RELEVANT HANDBOOK PROVISIONS

5.
In exercising its power to cancel an Authority-authorised person’s Part 4A permission, the
Authority must have regard to the regulatory requirements and guidance published in the
Handbook and in regulatory guides, such as EG. The main considerations relevant to the action
stated in this Notice of Decision are set out below.

Relevant Rules

6. SUP 16.3.13R(1) requires that:

“A firm must submit a report required by this chapter in the frequency, and so as to be
received by the Authority no later than the due date, specified for that report.”

7. SUP 16.3.13R(4) states that:


“If the due date for submission of a report required by this chapter is a set period of
time after the end of a half-year, a quarter, or a month, the dates will be determined
by (a) or (b) below except where otherwise indicated:


(a) the firm's accounting reference date;


(b) monthly, 3 monthly or 6 months after the firm's accounting reference date, as the
case may be.”

8. The specific reporting requirements for MKL Finance are set out in SUP 16.12.3R, SUP 16.12.4R
and SUP 16.12.29CR which stipulate the type, frequency and due date of the regulatory report

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which MKL Finance is required to submit, according to the regulated activities which MKL Finance
has permission to conduct:


RAG Number
Return(s)
applicable

(Relevant rule)

Frequency of
return(s) to be
submitted

(Relevant rule)

Due date of return(s)
to be submitted

(Relevant rule)

(Credit-related
regulated
activity)

30 business days
(SUP 16.12.29CR)

full permission
firms (DISP
1.10.1R(2))

CCR-Complaints
(DISP 1.10.1R)

(DISP 1.10.1R)

30 business days
(DISP 1.10.5R)]

9. The specific reporting requirements for MKL Finance are set out in SUP (taken from SUP 16.12.4R
DISP 1.10.1R) which stipulate the type, frequency and due date of each of the regulatory reports
which MKL Finance is required to submit, according to the regulated activities which MKL Finance
has permission to conduct:


RAG Number
Type of Return(s)
applicable

(Relevant rule)

Frequency of
data item(s) to
be submitted

(Relevant rule)

Due date of data
item(s) to be
submitted

(Relevant rule)

Half yearly

(SUP 16.12.28A R)

30 business days
(SUP 16.12.28AR)

return
(DISP
1.10.1R(1))


(DISP 1.10.1R)




Half yearly

(DISP 1.10.1R)



30 business days
(DISP 1.10.5R)


Guidance concerning the use of the Authority’s additional power to cancel an authorised
firm’s Part 4A permission on its own initiative

10. Guidance on the use of the Authority’s power to cancel an Authority-authorised person’s Part 4A
permissions on its own initiative under Schedule 6A to the Act is set out in SUP and EG.


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11. EG 8.5.2A states that the Authority may cancel the Part 4A permission of a firm that is an
Authority-authorised person, under Schedule 6A of the Act, if:

(1) it appears to the Authority that the firm is carrying on no regulated activity to which
the permission relates; and

(2) the firm has failed to respond as directed by the Authority to notices served by the
Authority to the firm under paragraph 2 of Schedule 6A.

12. EG 8.5.2A also states that Schedule 6A specifies that the Authority may form the view that a firm
is carrying on no such regulated activity on the basis of its failure to provide information to the
Authority, in each case as required by the Handbook.

13. SUP sets out further guidance on the Authority’s power under Schedule 6A of the Act. In
particular, SUP 7.2.2AG states that the Authority may decide to cancel an Authority-authorised
person’s Part 4A permission using its powers under Schedule 6A of the Act:

(1) if that person appears to the Authority not to be carrying on any regulated activity to
which the permission relates, including, without restriction, if the person has failed to:

(b) provide the Authority with information required under the Handbook; and

(2) if that person, when served by the Authority with two notices under paragraph 2 of
Schedule 6A of the Act, has not:

(a)
responded in the manner directed, in those notices or otherwise, by the
Authority; nor

(b)
taken other steps as may also be directed by the Authority;

the second of which notices will specify the effective date of the proposed cancellation.

14. SUP 7.2.2CG states that, apart from the circumstances described in SUP 7.2.2AG(1), the
Authority may also form the view, under Schedule 6A of the Act, that a firm is no longer
conducting any regulated activity to which its permission relates in light of, without restriction:

(1) one or more reports, provided to the Authority by the firm, under SUP 16 or
otherwise, indicating that it is no longer doing so.


15. SUP 7.2.2DG states that:

(1) the Authority’s additional own-initiative variation power under Schedule 6A to the Act
(which includes the power to cancel the Part 4A permission of an Authority-authorised
firm under Schedule 6A of the Act and references to “additional own-initiative
variation power in the remainder of this Notice of Decision should be read as such)
has, unlike the Authority’s own-initiative variation power under section 55J of the
Act, a single basis: that it appears to the Authority that the relevant Authority-
authorised person is not carrying on any regulated activity to which its Part 4A
permission relates.

(2) if the Authority uses its additional own-initiative variation power, it is therefore more
likely to cancel the relevant firm’s Part 4A permission, rather than merely varying it

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by removing or amending the description of one or more such activities or by
imposing one or more limitations.

(3) the Authority will, however, consider all relevant facts and circumstances, including,
without restriction:

(a) the relevant firm’s responses, if any, to the notices given by the Authority under
paragraph 2 of Schedule 6A; and

(b) if applicable, the factors described in SUP 6.4.22G, including whether there are
any matters relating to the firm requiring investigation,

before deciding whether to use its additional own-initiative variation power and whether to use
it to cancel or vary.

16. SUP 7.2.7G(1) states that a firm has no right of referral to the Tribunal in respect of the Authority
exercising its additional own-initiative variation power, under Schedule 6A to the Act, on the
Authority-authorised firm’s Part 4A permission.


1

ANNULMENT OF DECISION TO CANCEL OR VARY A PART 4A PERMISSION UNDER
SCHEDULE 6A

1.
If any person currently or previously holding a permission given by the Authority under Part
4A of the Financial Services and Markets Act 2000 (“the Act”) is aggrieved by the Authority’s
decision to cancel or vary their Part 4A permission under paragraph 1 of Schedule 6A to the
Act, they may apply to the Authority under paragraph 4 of Schedule 6A to the Act for an
annulment of that decision.

2.
As required by paragraph 4 of Schedule 6A to the Act, a completed application for annulment
must be made before the end of the period of 12 months beginning with the day on which
the cancellation or variation took effect. An application for annulment can, however, be made
before the relevant cancellation or variation takes effect.

3.
Paragraph 4 of Schedule 6A to the Act requires the Authority to determine an application for
annulment before the end of the period of 6 months, beginning with the date on which the
Authority received the completed application.

4.
Paragraph 4 of Schedule 6A to the Act permits an application for annulment to be withdrawn
by the applicant firm, by giving the Authority written notice, at any time before the Authority
determines the application.

5.
A completed application, signed where indicated, must be submitted via Connect (a hard copy
application form can be provided upon request).

6.
Paragraph 5 of Schedule 6A to the Act permits the Authority to annul a decision to cancel or
vary an Authority-authorised firm’s Part 4A permission with conditions but specifies that the
Authority can only annul, with or without conditions, if it is satisfied that it is just and
reasonable to do so in all the circumstances.

7.
Paragraph 5 of Schedule 6A to the Act provides that the Authority’s power to annul with
conditions includes the power:

(a) to remove or describe differently a regulated activity specified in the permission, and

(b) to withdraw or vary an approval given under section 59 of the Act that has effect in
relation to the carrying on of a regulated activity specified in the permission,

provided that the activity in question was one to which the permission related immediately
before the decision being annulled was taken.

8.
The effect of an annulment, as set out in paragraph 6 of Schedule 6A to the Act, is that the
cancellation or variation in question is treated as not having taken place. Firms considering
whether to apply for annulment should note that, as a result, all of the statutory and other
obligations to which the firm, their staff and others would have otherwise been subject, had
there been no cancellation or variation, will, subject to the below, retrospectively apply to
them on any annulment.

9.
Under paragraph 6 of Schedule 6A to the Act, where, as a result of an annulment, a person
becomes subject to an obligation imposed by or under primary or secondary UK or devolved
or retained direct EU legislation, and the Authority has functions in relation to that obligation,
the Authority is permitted to treat that person as not having become subject to that
obligation. The Authority calls this a forbearance power.

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10.
The Authority’s approach to retrospectively forbearing in relation to such an obligation for the
benefit of a firm and its employees will be informed by whether the firm continued, between
the relevant cancellation or variation and the annulment, to conduct any regulated or other
activity for which it required its cancelled or unvaried permission.

11.
Firms should note, however, that they should be prepared to justify such activity when
applying for annulment and that such activity may well lead the Authority to decide not to
annul. They should consider our Perimeter Guidance manual so as to avoid, following
cancellations or variations of their Part 4A permissions, breaching the Act and thereby
potentially committing criminal offences by carrying on regulated or other activity for which
they need their cancelled or unvaried permissions. While such a breach will be cured by
annulment, such activity may, as already noted, lead the Authority not to annul.

12.
In respect of a cancellation, where an applicant firm has not conducted any regulated or other
activity for which it would have needed its cancelled permission, since that cancellation took
effect, the Authority considers that it may usually be appropriate to forbear in relation to all
the obligations, described above, that would otherwise apply to the firm and its staff
retrospectively on annulment.

13.
In respect of a cancellation, where an applicant firm has, since the cancellation, conducted
regulated or other activity for which it needed its cancelled Part 4A permission, the Authority
considers that, if it annuls despite that activity, it will not usually be appropriate to forbear in
relation to any obligations retrospectively applicable, during the period of that activity, as a
result of the annulment.

14.
Accordingly, during the period of any such activity, a firm considering making an application
for annulment should continue to comply, to the extent it is able to do so, with the statutory
and other requirements, including those imposed by the Authority’s Handbook, to which it
would be subject but for the cancellation.

15.
In respect of a variation, the Authority intends to adopt a similar approach, and forbear in
relation to the obligations, if any, which were lifted by the variation and which the firm
becomes subject to retrospectively on annulment, subject to the firm not having undertaken
regulated or other activity for which it would have needed its unvaried permission, since the
variation took effect.

16.
To the extent that such a firm is unable to precisely comply with such requirements, if
enforced by the Authority or another UK regulator, it should consider how it can do so through
other means. As stated in SUP 7.4, we may take the extent of such compliance into account
when determining such a firm’s application for annulment.

17.
The annulment application form enables an applicant to specify particular obligations that in
relation to which it would like the Authority to forbear, whether retrospectively or
prospectively (i.e., from the date an annulment takes effect), whether in its favour or in
favour of any other person.

18.
Where forbearance is granted, whether retrospectively or prospectively, it cannot operate in
respect of obligations that applied to the firm during the relevant period in any event, i.e. for
some reason other than the retrospective nature of annulment.

19.
The Authority intends to use its forbearance power when it considers that the effect of an
annulment creates unfairness.

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20.
The Authority is required by Schedule 6A to the Act to notify those in whose favour it uses
this power.

21.
In determining whether to exercise its power to grant an annulment with or without conditions
or to refuse to grant an annulment, the Authority must have regard to the regulatory
requirements and guidance published in the Handbook and in regulatory guides, such as EG.
The main considerations relevant to the Authority’s decision to grant an annulment (with or
without conditions) are set out in SUP 7.4.

FEES/DISP/COMP

22.
The Fees Manual (“FEES”), Dispute Resolution: Complaints sourcebook (“DISP”) and
Compensation sourcebook (“COMP”), chapters of the Handbook, contain rules making
provision for and guidance as to the effect of annulment.

23.
In summary, the effect of annulment is that any fees and levies that arose while the
authorised person’s Part 4A permission was cancelled become payable (unless the authorised
person has previously advised the Authority that it is exempt). Where the deadline for
obligations relating to the provision of information or payment of the various fees and levies
has passed before annulment, the relevant rules and guidance within FEES delay those
deadlines.

24.
The fees and levies the Authority collects and the relevant rules and guidance within FEES
are: Authority fees (FEES 4); Financial Ombudsman Service (FEES 5); Financial Services and
Compensation Scheme (FEES 6); Single Finance Guidance Body (SFGB – FEES 7A); Devolved
Debt Advice Levy (FEES 7B); Temporary Permissions Regime and Financial Service Contracts
Regime – SFGB Levy (FEES 7C); Temporary Permissions – Devolved Authorities Levy (FEES
7D); and Illegal Money Laundering Levy (FEES 13 and 13A).

DISP

25.
Where there is a complaint about an authorised person’s activities during the period when its
Part 4A permission was cancelled, the effect of an annulment is that the Ombudsman Service
may be able to consider the complaint (further to DISP 2.3.6G).

26.
Where a deadline for a complaints report that is to be submitted to the Authority in accordance
with DISP 1.10.5R occurs during the period of cancellation, the effect of an annulment is that
the authorised person must submit such report to the Authority within 30 business days of
the date on which the annulment takes effect (further to DISP 1.10.5AR).

COMP

27.
The effect of an annulment is that an authorised person will be treated as a participant firm
for the Financial Services and Compensation Scheme (“FSCS”) purposes for claims that may
arise in the period between cancellation and annulment (further to COMP 6.2.5G).

Right to refer matter to the Tribunal

28.
Under paragraph 7 of Schedule 6A to the Act, if an applicant submits a completed application
to annul by the date and in the form specified and the Authority determines that application
in accordance with paragraph 5(2) of Schedule 6A to the Act, by either deciding to grant the
annulment (with or without such conditions as the Authority considers appropriate) or by

refusing to grant the annulment, the applicant (and the Authority) will have the right to refer
the matter to the Tribunal.

29.
In determining a reference to the Tribunal, the Tribunal may give such directions, and may
make such provision, as it considers reasonable for placing the person and other persons in
the same position (as nearly as may be) as if the permission had not been cancelled.