Our investment firm clients include MTFs, OTFs, IFPRU and BIPRU firms, complex securities and futures firms, corporate finance houses, broker-dealers, and asset managers.

We are regularly asked to advise FCA solo regulated and PRA dual regulated investment firms on wholesale and retail regulatory issues.

Our clients are in the UK, and overseas. They include small LLPs, financial advisor networks, and appointed representatives. They also include national and international household names.

We are often deal with the complex regulatory issues facing our clients both from an advisory and enforcement perspective. Our specialist team includes lawyers who have previously worked within the regulatory authorities and within the financial services industry itself.

Investment firms expertise

  • Applications for permission to acquire control of an authorised firm
  • Applications for permission to carry on regulated activities, especially if there is something unusual or controversial that makes taking specialist legal advice worthwhile
  • Corporate governance, and internal systems and controls
  • Cross-border services, branches and passporting
  • Defending / responding to regulatory investigations and enforcement action
  • Initial capital, and ongoing regulatory capital, requirements
  • Internal investigations
  • MiFID II and MiFIR
  • Sales processes and related conduct of business and financial promotion issues
  • Skilled persons reports
  • The regulatory perimeter (do you need to be authorised? If so, can you lawfully avoid that result?)
  • The Senior Managers & Certification Regime (SMCR)
  • Transactional regulatory due diligence
  • What do you need to be authorised as, and for? (Will you be operating an MTF, OTF, or as a regulated market? Will you be a BIPRU or IFPRU firm and, if so, which type?)
  • Applications for permission to acquire control of an authorised firm
  • Applications for permission to carry on regulated activities, especially if there is something unusual or controversial that makes taking specialist legal advice worthwhile
  • Corporate governance, and internal systems and controls
  • Cross-border services, branches and passporting
  • Defending / responding to regulatory investigations and enforcement action
  • Initial capital, and ongoing regulatory capital, requirements
  • Internal investigations
  • MiFID II and MiFIR
  • Sales processes and related conduct of business and financial promotion issues
  • Skilled persons reports
  • The regulatory perimeter (do you need to be authorised? If so, can you lawfully avoid that result?)
  • The Senior Managers & Certification Regime (SMCR)
  • Transactional regulatory due diligence
  • What do you need to be authorised as, and for? (Will you be operating an MTF, OTF, or as a regulated market? Will you be a BIPRU or IFPRU firm and, if so, which type?)

Investment firms experience

  • Advised on how and when to comply with the requirements of MiFID II and MiFIR – internal policy drafting, terms of business, other documents, and other internal systems and controls.

  • Advised IFA networks on regulatory capital and FCA threshold condition requirements. Our role included advising on FCA requirements and providing support on FCA supervisory interactions.

  • Advised on internal investigations into actual and potential insider dealing and other forms of market abuse, disciplinary action against senior bankers and reporting to the regulators in a safe, appropriate and timely way.

  • Advised pensions transfer businesses on the FCA’s requirements, and responding to FCA enquiries, challenges and investigations.

  • Advised on the correct categorisation of investment firms: in particular, is it operating an MTF, OTF or a regulated market? Is it BIPRU firm or an IFPRU firm and, if so, which type?

  • Advised on regulatory capital breaches – curing the problem, and reporting to the regulator(s) in the right way and on time.

  • Advised on appointing (and terminating the appointment of) Appointed Representatives, introducers and tied agents.

Investment firms FAQs

We can, if there’s something especially novel about it; it’s unusually complex; or there’s a reason to think it might be rejected. If there isn’t, you probably don’t need a law firm, but you might need a compliance consultant.

If the compliance consultants need legal advice about something, we certainly help with that.

We can also help if the regulators ask you to get legal advice about an issue, before sharing this advice with them. For example, the regulators sometimes ask applicants (a) to get legal advice, which explains why they need to be authorised and regulated, and which particular regulated activities they need to be authorised for; and/or (b) to get a legal opinion, which confirms the regulatory capital status of their shares, and any other financial instruments they might have issued. Advice like that is right up our street.

If you need to know what a particular PRA or FCA rule means; or whether particular arrangements are rule compliant, we can help. If you need help working out how best to respond to questions from the regulators, we can help with that too. We can’t help with routine compliance activities, compliance monitoring, compliance auditing or the detailed design of new systems and controls. We may, however, be able to introduce you to a compliance consultant who can.

We can, but you might not need us.

We usually advise on regulated consumer credit issues, if (for example):

  • A client is designing a new product, and it needs to know whether there will be regulated consumer credit (or not). If there will be regulated consumer credit, we can sometimes structure the product, to get a different result.
  • A client is investing in, or buying, another business and the client needs to understand whether the target is properly authorised, and complying with its legal and regulatory obligations. All too often, we find it’s not, and we’re asked to advise on the risks and consequences of the non-compliance for the target and the acquirer, and the steps that need to be taken to sort things out;
  • A client and its business partners are entering into new commercial arrangements which depend on, or include, primary or secondary credit broking; or primary or secondary regulated lending, and want to make sure the new arrangements are lawful, and consistent with their regulatory permissions.

We draft regulated and non-regulated lending agreements; and our colleagues enforce their terms.

Our financial services regulatory team doesn’t advise borrowers, and it doesn’t give routine advice on (for example) the variation or early termination of regulated credit agreements, or the promotion and sale of regulated lending products.

We’re often asked to advise PEVC fund managers on regulatory matters, including the Alternative Investment Fund Managers Directive (AIFMD). But we don’t do fund formation work of any kind.

"The firm has excellent partners and associates, all of whom provide a great service."


Chambers UK, 2021

"The Fox Williams team has strength and depth acting for executives and other individuals is some of the most complex regulatory cases in the field."


Legal 500 2021

"Excellent knowledge of the insurance regulatory requirements and very quick to respond."


Legal 500 2021

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