Fund management companies

Application for authorisation

Fund management company: application for authorisation

The operations of a fund management company can only be pursued by entities that have been granted authorisation. A written application is submitted to the Financial Supervisory Authority (FIN-FSA), with supporting documents attached. We recommend that the applicant entity contacts the FIN-FSA before applying to clarify the procedure. Application for authorisation must be made either in Finnish or Swedish.

For more information, see Finnish or Swedish site for application for authorisation.

Delivery of authorisation application documents to the FIN-FSA

Fund management companies applying for authorisation must submit the application document to FIN-FSA Registry: kirjaamo(at)finanssivalvonta.fi.

Branches and cross-border provision of services

Fund management companies: branches and cross-border provision of services from Finland to abroad (Chapter 22 of the MFA, article 17 of the UCITS-directive 2009/65/EY)

Establishing a branch in another EEA member state (Chapter 22, section 1 - 3 of the MFA)

If a fund management company authorised in Finland intends to establish a branch in another EEA member state, it must notify the Financial Supervisory Authority (FIN-FSA) of its intention well in advance.

The following information and documentation is to be included in the notification:

  • The Member State within the territory of which the management company plans to establish a branch
  • a programme of operations setting out the activities and services according to Article 6(2) and (3) envisaged and the organisational structure of the branch, which shall include a description of the risk management process put in place by the management company. It shall also include a description of the procedures and arrangements taken in accordance with Article 15;
  • the address in the management company’s host Member State from which documents may be obtained; and
  • the names of those responsible for the management of the branch.

The FIN-FSA notifies the authority of the future host country within two (2) months, appending the additional information required of the regulatory authority by the Directive. Operations may only be commenced once a response has been received from the authority of the host country or two (2) months have passed since the host authority received the notification.

Changes in the notification (Chapter 22, section 2a of the MFA)

If the information referred to in paragraphs 2 to 4 above is changed, the management company shall give written notice of that change to FIN-FSA and to the management company’s host Member State at least one month before implementing the change. 

Provision of cross-border services in another EEA member state (Chapter 22, section 4 of the MFA), article 18 of the UCITS directive)

If a fund management company authorised in Finland intends to provide services across the border to another EEA member state, it must notify the FIN-FSA of its intention well in advance.

The following information and documentation is to be included in the notification:

  • the Member State within the territory of which the management company intends to operate; and
  • a programme of operations stating the activities and services referred to in Article 6(2) and (3) envisaged which shall include a description of the risk management process put in place by the management company. It shall also include a description of the procedures and arrangements taken in accordance with Article 15.

The FIN-FSA files a notification with the authority of the future host country within one (1) month. Operations may be commenced immediately after FIN-FSA has filed the notification. 

If the information in the notification is changed, the management company shall give written notice of that change to FIN-FSA and to the management company’s host Member State beforehand.

Fund management companies: branches and cross-border provision of services from abroad to Finland (Chapter 24 of the MFA, article 18 of the UCITS-directive)

If a fund management company from another EEA country intends to establish a branch in Finland, it must notify the Financial Supervisory Authority (FIN-FSA). The cross-border provision of services also requires a notification from the regulatory authority of the home state. The FIN-FSA maintains a record of such notifications.

A fund management company operating in the EEA may manage or establish an investment fund in another EEA member state either through a branch or without establishing a branch. In this case, the regulatory responsibility is divided between the competent authority of the home state of the fund management company and the competent authority of the country of registration of the investment fund. For example, the FIN-FSA is responsible for supervising the organisation of operations, the stability of operations and the reporting of Finnish fund management companies. The fund management company and the investment fund may be based in different EEA member states, and each may be supervised by the regulatory authorities of different EEA member states.

Cross-border marketing of investment funds (Chapter 23 of the MFA, article 93 of the UCITS-directive)

Foreign fund management companies may market in Finland investment funds managed by them in accordance with the Mutual Funds Act and the UCITS Directive. Similarly, Finnish fund management companies may market their investment funds in the EEA. The commencement of marketing requires a notification procedure (UCITS funds).

Investment funds registered in Finland: marketing in EEA member states other than Finland (Chapter 22, section 7 of the MFA)

Collective investment undertakings fulfilling the requirements of the UCITS Directive (2009/65/EY) – UCITS funds

UCITS funds registered in Finland may market their units in EEA member states other than Finland in accordance with the notification procedure (Regulation EU 584/2010).

The fund management company submits the notification letter, annex documents and any translations to the FIN-FSA. The FIN-FSA inspects the material and submits it to the competent authority of the other EEA member state specified in the notification letter.

The notification letter and annex documents are to be e-mailed to registry(at)finanssivalvonta.fi.

Notification letter

The fund management company must submit the notification letter concerning the commencement of marketing in another EEA member state and the annex documents to the FIN-FSA.

The language of the notification letter must be in English (a language customary in the sphere of international finance).

Notification letter template

This notification letter template should only be used for investment funds (UCITS) registered in Finland.

 

Annex documents

The abovementioned notification letter must be annexed with the following documents:

  1. The fund rules of the investment fund, its prospectus and, where appropriate, its latest annual report and any subsequent half-year report translated in the official language or one of the official languages of the host country, a language approved by the competent authority of the host country, or a language customary in the sphere of international finance (English).

  2. The Key Investor Information Document (KIID), translated into the official language or one of the official languages of the host country or a language approved by the competent authority of the host country, and

  3. An attestation granted by FIN-FSA to the effect that the collective investment undertaking fulfils the conditions imposed by the UCITS Directive (2009/65/EC) (UCITS attestation).

The attestation referred to in paragraph 3 is prepared by the FIN-FSA and it is provided in English. The notification letter, the annex documents and any translations must be in an electronic format. The email message must list the annex documents, which must be in a commonly used format (pdf) that can be opened and printed. The maximum size of the email message is 19 MB.

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Commencement of marketing

The fund management company may begin marketing the units in an investment fund in another EEA country as of the date when the FIN-FSA notifies the fund management company that the documents referred to above have been delivered to the competent authority of the relevant EEA country.

The notification is submitted to the fund management company in an electronic format to the email address indicated by the fund management company.

Changes to information in the notification letter and annexes

The fund management company must notify the competent authority of the host EEA member state of any changes to the annexed documents referred to above and indicate where they are available in electronic format (for example, on the company website).

In the event of a change in the information regarding the marketing arrangements communicated in the notification letter, the fund management company must give written notice thereof to FIN-FSA and to the competent authority of the host EEA member state in an electronic format at least one month before implementing the change.

Termination of marketing

The management company may cease marketing units of the mutual fund it manages in Finland in the host state of the mutual fund if:

  1. a blanket offer is made to repurchase or redeem, free of any charges or deductions, all such units held by investors in that Member State, is publicly available for at least 30 working days, and is addressed, directly or through financial intermediaries, individually to all investors in that Member State whose identity is known;
  2. the intention to terminate arrangements made for marketing such units in that Member State is made public by means of a publicly available medium, including by electronic means, which is customary for marketing UCITS and suitable for a typical UCITS investor;
  3. any contractual arrangements with financial intermediaries or delegates are modified or terminated with effect from the date of de-notification in order to prevent any new or further, direct or indirect, offering or placement of the units identified in the notification.

The information referred to in points 1 and 2 above shall clearly describe the consequences for investors if they do not accept the offer to redeem or repurchase their units.

The information referred to in points 1 and 2 above shall be provided in the official language or one of the official languages of the Member State in respect of which the UCITS has made a notification in accordance with Article 93 or in a language approved by the competent authorities of that Member State.

As of the date referred to in point 3 above, the UCITS shall cease any new or further, direct or indirect, offering or placement of its units which were the subject of de-notification in that Member State.

The de-notification is submitted to FIN-FSA containing the information referred to in point 1 - 3 above. The notification is sent by email to FIN-FSA to the following address: rahastoilmoitukset(at)finanssivalvonta.fi. 
The FIN-FSA will check that the notification is complete and will send it to the competent authority of the host member state within 15 working days.

The management company shall provide investors who remain invested in the UCITS and the FIN-FSA  with the information required under Articles 68 to 82 and under Article 94 of the UCITS-directive.

Processing fees

The FIN-FSA charges a fee in accordance with its schedule of specific fees for processing a notification letter and the annexes and for submitting them to the competent authority of the host country. The UCITS attestation is also subject to a fee in accordance with the FIN-FSA’s schedule of specific fees.

See also:
Supervision and processing fees

Processing deadlines

New notification

The FIN-FSA has ten (10) business days to inspect the complete notification letter and the annexes, to prepare a UCITS attestation and to send the notification letter and the annexes to the host country. The processing deadline is calculated as of the reception of the complete notification letter.

The FIN-FSA sends a notice to the fund management company as soon as the notification letter has been sent to the competent authority of the host country. The fund management company may begin to market its units in the host country upon reception of the notice.

Termination of marketing

The FIN-FSA has 15 working days to check that the notifikcation is complete and send it to the competent authority of the host member state. The time period is calculated from the receipt of the complete termination notification.

Changes in notification documents

If the investment fund has completed the notification procedure in some other EEA member state, any changes in notification documents must be sent directly to the supervisory authority of that member state.

 

Marketing of foreign funds in Finland (Chapter 23 of the MFA)

Marketing in Finland of units of collective investment undertakings: Notification procedure

Collective investment undertakings fulfilling the requirements of the UCITS directive (2009/65/EC) – UCITS funds

A UCITS refers to an undertaking for collective investment transferable securities, as referred to in the UCITS Directive, which has been authorised in some EEA member state other than Finland, constituted in accordance with contract law (as common funds managed by fund management companies), trust law (as unit trusts), or statute (as investment companies) (section 2, subsection 1, paragraph 10 of the Mutual Funds Act). Units of UCITS are regarded as securities in accordance with chapter 2, section 1, subsection 1, paragraph 4 of the Securities Markets Act (746/2014, SMA).

UCITS funds registered in EEA countries other than Finland may market their units in Finland in accordance with the notification procedure (Regulation EU 584/2010; Directive 2009/65/EC, articles 91–96, Chapter 23 of the MFA).

Contact:

  • Marketing of new foreign funds: Ucits.Notifications(at)finanssivalvonta.fi
  • Notification of an amendment: funds(at)finanssivalvonta.fi
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Notification letter and submission of notification

The UCITS must submit the notification letter concerning the commencement of marketing in Finland and the annex documents with any translations to the competent authority of its home country. The notification letter must be prepared in accordance with the template in English and submitted in an electronic format. The competent authority of the home country inspects the material and submits it to the Financial Supervisory Authority (FIN-FSA) for information purposes.

The supervisory authority in each EEA member state has drawn up a notification letter template according to the relevant EU regulation (EU 584/2010). The template should be available on the supervisory authority website in the home country of the collective investment undertaking.

 NOTE! UCITS operating in the EEA countries must review the instructions on the website of the competent authority of its home country on the notification procedure.

Annex documents

The abovementioned notification letter must be annexed with the following documents:

  1. The fund rules or instruments of incorporation of the UCITS, its prospectus and, where appropriate, its latest annual report and any subsequent half-year report. The documents must be submitted translated into Finnish, Swedish or English.
  2. The Key Investor Information Document (KIID) in Finnish or Swedish.
  3. An attestation granted by the competent home state authority to the effect that the UCITS fulfils the conditions imposed by the UCITS Directive (2009/65/EC) (UCITS attestation). The attestation must be submitted in English.

 

Filing of documents with the FIN-FSA

The notification letter, the annex documents and any translations must be in an electronic format. The email message must list the annex documents, which must be in a commonly used format (pdf) that can be opened and printed. The maximum size of the email message is 19 MB.

The competent authority of the home country of the UCITS submits the complete notification letter with annexes to the Finnish Financial Supervisory Authority as described above.

Commencement of marketing

The UCITS may commence marketing of its units in Finland as of the date when the competent authorities of its home country have informed the UCITS that the documents referred to above have been delivered to the (Finnish) Financial Supervisory Authority.

Changes to the information in the notification letter and annexes

The UCITS must notify the FIN-FSA of any changes to the annex documents referred to above and indicate where they are available in an electronic format. In addition, the amended documents must be submitted to the FIN-FSA in an electronic format. Only documents in an electronic format are taken into account.

In the event of a change in the information regarding the marketing arrangements communicated in the notification letter, or a change regarding share classes to be marketed, the UCITS must give written notice thereof to the FIN-FSA in an electronic format at least one month before implementing the change.

The notice shall be e-mailed to funds(at)finanssivalvonta.fi.

 

 

Termination of marketing

The UCITS may cease marketing units of the mutual fund in Finland if:

  1. a blanket offer is made to repurchase or redeem, free of any charges or deductions, all such units held by investors in Finland, is publicly available for at least 30 working days, and is addressed, directly or through financial intermediaries, individually to all investors in Finland whose identity is known
  2. the intention to terminate arrangements made for marketing such units in Finland is made public by means of a publicly available medium, including by electronic means, which is customary for marketing UCITS and suitable for a typical UCITS investor
  3. any contractual arrangements with financial intermediaries or delegates are modified or terminated with effect from the date of de-notification in order to prevent any new or further, direct or indirect, offering or placement of the units identified in the notification.

The information referred to in points 1 and 2 above shall be provided in Finnish or Swedish or other language approved by the FIN-FSA. The information referred to in points 1 and 2 above shall clearly describe the consequences for investors if they do not accept the offer to redeem or repurchase their units.

As of the date referred to in point 3 above, the UCITS shall cease any new or further, direct or indirect, offering or placement of its units which were the subject of de-notification in Finland.

The UCITS shall provide investors who remain invested in the UCITS with the information required under Articles 68 to 82 and under Article 94 of the UCITS-directive and chapter 23, section 6 of the MFA.

The notification is submitted to funds(at)finanssivalvonta.fi.

Processing deadlines

The competent authority has ten (10) business days to review the complete notification letter and the annexes, to prepare a UCITS attestation and to send the notification letter and the annexes to the host country. The processing deadline is calculated as of the reception of the complete notification letter.

The competent authority sends a notice to the UCITS as soon as the notification letter has been sent to the competent authority of the host country. The UCITS may begin to market its units in the host country upon reception of the notice.

Processing fees

The FIN-FSA charges a fee in accordance with its schedule of specific fees for processing a notification letter and the annexes.

See also:
Supervision and processing fees