Reference Case Number: FOI9620
Freedom of Information: Right to know request:
1. FCA approved acquisition of a general insurance broker and average time taken by the FCA to give the approval:
(a) How many times did the FCA approve a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2018/19? What was the average time taken by the FCA to give this approval?
(b) How many times did the FCA approve a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2019/20? What was the average time taken by the FCA to give this approval?
(c) How many times did the FCA approve a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2020/21? What was the average time taken by the FCA to give this approval?
(d) How many times did the FCA approve a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2021/22? What was the average time taken by the FCA to give this approval?
(e) How many times did the FCA approve a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the financial year of 2022/23 so far? What was the average time taken by the FCA to give this approval?
2. FCA declined acquisition of a general insurance broker and the average time taken by the FCA to give the decline:
(a) How many times did the FCA decline a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2018/19? What was the average time taken by the FCA to give the decline?
(b) How many times did the FCA decline a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2019/20? What was the average time taken by the FCA to give the decline?
(c) How many times did the FCA decline a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2020/21? What was the average time taken by the FCA to give the decline?
(d) How many times did the FCA decline a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the full financial year of 2021/22? What was the average time taken by the FCA to give the decline?
(e) How many times did the FCA decline a request for the acquisition of a firm with permission to trade as a general insurance broker (by this I mean a company selling non-investment insurance contracts) in the financial year of 2022/23 so far? What was the average time taken by the FCA to give the decline?
FCA response:
We have considered your request and our response is below.
In reviewing our response, please bear in mind the following explanations.
A single change in control case may include multiple notifications submitted under section 178 Financial Services and Markets Act (FSMA) and may impact more than one authorised firm (target firm). For example, in an illustrative scenario, a corporate structure of five limited companies and one ultimate beneficial owner (an individual) might intend to acquire a group containing two authorised insurance brokers and one authorised mortgage intermediary. In such a case, a total of six separate section 178 notifications would be submitted in connection with the three authorised firms, and these notifications would be assessed by the FCA as a single case.
For the purposes of this response, this example would be counted as two instances of insurance broker change in control approvals. Most of the FCA’s published data on volumes of change in control cases would refer to this example as a single case only. The figures given in this response are higher than as we may have published elsewhere (as calculated on a different basis). The figures only include pre-notifications (where prior approval is sought, as required by FSMA). The figures exclude post-notifications (which are submitted in respect of transactions which have already taken place without prior approval and which, in effect, seek approval with retrospective effect).
Under section 185(3) FSMA, the FCA may object to an acquisition if there are reasonable grounds for doing so on the basis of matters set out in section 186 FSMA, or if the information provided by the notice-giver (the proposed acquirer) is incomplete. Section 189 FSMA requires that where we propose to object to an acquisition, we issue a warning notice to the notice-giver stating that. Where we decide to object, we are required to issue a decision notice.
For the purposes of responding to the request, we have interpreted that you are interested in notifications where we have issued such a warning notice or decision notice to the notice-giver. It is important to note that a notice-giver may withdraw their notification without a warning notice being issued. Such withdrawals may take place at a number of stages during the case’s assessment but are frequently seen in response to concerns raised by the FCA. Having early discussions with notice-givers ahead of formal objection action allows the FCA to influence proposed controllers to take steps to address issues. Where issues are not, or cannot be, addressed to the FCA’s satisfaction, withdrawal of a notification is likely to represent a quicker and most cost-effective outcome both the part of the FCA and the notice-giver.
The average time stated here is expressed in calendar days, measured from the date of receipt of a notification to the date that the case is determined and closed. NB: The statutory assessment period for a change in control notification is 60 working days, starting at the point we acknowledge receipt of a notification. Where we acknowledge that a notification is incomplete on submission, the assessment period does not start until we have received a complete notification. Once the assessment period has been started, it may be interrupted once for up to a maximum of a further 30 working days, where we request additional information from the notice-giver. As a result, notifications that are incomplete on submission may take longer – and in some cases substantially longer – than 60 working days from their initial submission to be determined.
Information for 2022/23 to date is current to 6 October 2022.