Investment service providers

Application for authorisation

In accordance with the Investment Services Act (747/2012(AIFM Act, 162/2014), the activities of investment service providers 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 Financial Supervisory Authority

Investment service providers applying for authorisation must submit the application document to FIN-FSA Registry: kirjaamo(at)finanssivalvonta.fi.

Withdrawal of authorisation

If the investment service provider wishes to withdraw its authorisation, it must submit a withdrawal application to the FIN-FSA.

Cross-border activities and branches

Branches and cross-border provision of services from Finland to abroad

A Finnish service provider may engage in activities falling within the scope of its authorisation in a foreign country either by establishing a branch or providing services across the border. Commencement of activities requires either a notification or an authorisation procedure depending on whether the activities are conducted in another EEA member state or outside the EEA.

Activities in EEA member states

Based on the so-called principle of single authorisation, an investment firm authorised in one EEA member state may engage in activities within the scope of its authorisation in the entire EEA area either by establishing a branch or providing services across the border.

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Branch

If a service provider authorised in Finland intends to establish a branch in another EEA member state, it must notify the Financial Supervisory Authority (FIN-FSA). The FIN-FSA notifies the authority of the future host country within three (3) months, appending the additional information required of the supervisory authority by the Directive. Activities 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.

Forms:

Cross-border provision of services

If a service provider authorised in Finland intends to provide services across the border in another EEA member state, it must notify the FIN-FSA. The FIN-FSA files a notification with the authority of the future host country within one (1) month. Activities may be commenced immediately after the FIN-FSA has made this notification.

Form:

Cross-border provision of services via tied agent

An investment firm may also appoint a tied agent to act on its behalf in the EEA. If a service provider authorised in Finland intends to provide services across the border to another EEA country, it must notify the FIN-FSA of its intention with the notification form available on this website. The FIN-FSA files a notification with the authority of the future host country within one (1) month. Activities may be commenced immediately after the FIN-FSA has made this notification.

Form:

Activities outside the EEA

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Branch

If a Finnish investment firm establishes a branch outside the EEA member states, it needs authorisation granted by the FIN-FSA.

Obtaining authorisation requires that supervision of the branch is effective and covers all operating units. Establishing a branch must not, moreover, jeopardise the activities of the investment firm.

Cross-border provision of services

A Finnish investment firm may provide services across the border outside the EEA without having to establish a branch. In that case, the FIN-FSA must be notified in advance as to what services are intended to be provided as well as where and how they will be provided. The supervised entity must clarify the requirements for the activities set by the host country.

Branches and cross-border provision of services from abroad to Finland

A foreign service provider may, with certain exceptions, conduct its activities in Finland either by establishing a branch or by providing its services across the border. Commencement of activities is contingent on the authorisation or notification procedure.

Provision of services to Finland from the EEA

The FIN-FSA must be notified if a service provider from another EEA country intends to establish a branch of an investment firm in Finland. Cross-border provision of services also requires the FIN-FSA to be notified by the supervisory authority of the home state. We keep a list of such notifications.

Investment firms  from another EEA country may provide services referred to in the Investment Services Act via tied agents.

To supervise the lawfulness of the activities of tied agents, the FIN-FSA maintains a public register (Register of Tied Agents), to which investment firms notify their tied agents. Tied agents must be registered in the public register of the member state in which the tied agents in question are established. The FIN-FSA’s register contains all of the tied agents operating in Finland.

Provision of services to Finland from outside the EEA

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Branch

If an investment firm coming from outside the EEA intends to establish a branch in Finland, it must apply for authorisation from the FIN-FSA.

The activities of the investment firm must comply with the regulations in force in Finland. Furthermore, the financial operating basis and governance must meet the requirements set for reliable activities.

The domestic legislation of the investment firm must correspond to internationally approved rules for financial supervision as well as recommendations concerning the prevention of criminal abuse of the financial system. Supervision must be adequately effective. In connection with applying for authorisation, the investment firm must give a statement on the protective system established for the benefit of the depositors and investors of the branch, or the lack thereof.

Cross-border provision of services

An investment firm authorised in a country outside the EEA may provide services across the border to professional clients and approved counterparties when it is entered in the register of the European Securities and Markets Authority (ESMA). Registration is possible when the Commission has made an equivalence decision relating to the regulation and supervision of the home state applying for registration.

In accordance with chapter 5, section 7(2) of the Investment Services Act, a third-country firm may provide investment services or perform investment activities and provide ancillary services to eligible counterparties and to professional clients referred to in Annex II, Part I of the Markets in Financial Instruments Directive in Finland, subject to an authorisation by the FIN-FSA, without establishing a branch. For more detailed instructions concerning authorisation, see section “Authorisation of a third-country investment firm” on this page.

Authorisation of a third-country investment firm

In accordance with chapter 5, section 7(2) of the Investment Services Act, a third-country firm may provide investment services or perform investment activities and provide ancillary services to eligible counterparties and to professional clients referred to in Annex II, Part I of the Markets in Financial Instruments Directive in Finland, subject to an authorisation by the FIN-FSA, without establishing a branch.

The activities of a third-country firm may not differ materially from the activities allowed in the Investment Services Act for an investment firm or a foreign EEA investment firm, and its regulation and supervision must be comparable, in material respects, to the regulation and supervision based on the provisions of the Investment Services Act. Regulations applicable to a third-party firm are listed in chapter 1, section 7 of the Investment Services Act.

Applications should be submitted to the FIN-FSA Registry at kirjaamo(at)fiva.fi.

Questions of interpretation and inquiries may be sent at sipa-ilmoitukset(at)finanssivalvonta.fi

Transaction reporting

Cross-border authorisation holders are required to provide transaction reporting to the FIN-FSA based on the Act on Investment Services referring to MiFIR art. 26. A cross-border authorisation holder will need to report on the transactions that relate to the investment services provided to clients in Finland under the cross-border authorisation.

Transaction reports can be submitted to the FIN-FSA by the firm itself or via approved reporting mechanisms (ARM), and the obligation will commence on the day the cross-border license is granted. Transaction reporting capability is a prerequisite for granting the license.

Detailed technical information (including links to FIN-FSA production and test environments for the submission of transaction reports) can be found on the FIN-FSA website.

Some additional clarifications:

  • Transaction reporting should be done according to the EU MiFIR rules (validations will be based on the ESMA FIRDS database etc.)
  • Firms may report directly to the FIN-FSA, or via an ARM
  • If the activities do not trigger transaction reporting obligation, these requirements do not apply (activities only related to fund subscriptions etc.)

Fees

The FIN-FSA charges a fee on the third country firm cross-border authorization, amendment of a cross-border authorization or withdrawal of a cross-border authorization process in accordance with the effective schedule of processing fees (service/product: Other decisions and exemptions: decisions, permissions, exemptions and notifications).
The fee is charged after the decision on granting, amending or withdrawing the authorisation has been made by the FIN-FSA.

Third country firms authorized in accordance with Chapter 5, Section 7(2)-(4) of the Finnish Act on Investment Services (747/2012) are also subject to a yearly supervision fee. The Act on the Supervision Fees of the Financial Supervisory Authority (879/2008) contains detailed provisions on the fee-paying entities and the basis of payment for each fee-paying entity’s supervision fee.

ESMA Statement on 'reverse solicitation'

ESMA reminds firms of the MiFID II rules on reverse solicitation (europa.eu)

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Granting of authorisation

The cross-border authorization application should include the following information on the firm and its cross-border activities in Finland (Chapter 5 Section 7 (3) of the Finnish Act on Investment Services):

  1. All relevant details of the firm (legal name and any other trading name to be used, legal form, registered office and address, members of the management body, relevant shareholders (10 % or more), contact details);
  2. A certified copy of the articles of association;
  3. A certified copy of the license/authorization the third-country firm holds in its home state;
  4. An extract from the commercial register (or similar) where the third country firm is registered, which indicates the board of directors (management body) and the CEO of the firm as well as their deputies;
  5. A programme of operations setting out the investment services and/or activities, ancillary services and financial instruments to be provided on a cross-border basis in Finland. Please use the MiFID II Annex 1 codes A(1), A(2) etc.;
  6. The name of the home state regulator responsible for the firm’s supervision in the third country concerned and in case of more than one, the division of duties between those;
  7. A permission from the home state regulator for the third-country firm to carry out cross-border activities in Finland, where such permission is necessary under home state law; and
  8. An extract of the decision made by the relevant body of the third country firm to apply for an authorization in Finland with a reference to the Act on Investment Services Section 5, paragraph 7 (2) and (3).
  9. As regards transaction reporting, the applicant is requested to notify:
    1. The timeline in which the applicant aims to establish connectivity to FIN-FSA transaction reporting system (directly or via an ARM) for test environment and for production environment OR
    2. Confirmation if the transaction reporting obligation does not apply to the intended activities
  10. Invoicing address (both email and postal address). You will receive the payment details after the authorization has been granted.

The application should be submitted to the FIN-FSA Registry at kirjaamo(at)fiva.fi.

Amendment of authorisation

After the authorisation has been granted, it may be amended either by extending the authorisation to new services or by withdrawing services from the authorisation.

An application for the extension of authorisation must include the following information:

  1. A renewed programme of operations setting out the investment services and/or activities, ancillary services and financial instruments to be provided on a cross-border basis in Finland. Please use the MiFID II Annex 1 codes A(1), A(2) etc.;
  2. An extract of the decision made by the relevant body of the third country firm to apply for an extension of authorization in Finland with a reference to the Act on Investment Services Section 5, paragraph 7 (2) and (3).
  3. As regards transaction reporting, the applicant is requested to submit the following information if the firm does not already provide transaction reporting to the FIN-FSA:
    1. The timeline in which the applicant aims to establish connectivity to FIN-FSA transaction reporting system (directly or via an ARM) for test environment and for production environment OR
    2. Confirmation if the transaction reporting obligation does not apply to the intended activities
  4. Invoicing address (both email and postal address). You will receive the payment details after the authorization has been granted.

The application should be submitted to the FIN-FSA Registry at kirjaamo(at)fiva.fi.

An application for the partial withdrawal of authorisation must include the following information:

  1. List of services whose authorisation is requested to be withdrawn.
  2. A statement/report that the firm no longer provides the investment services subject to the withdrawal in Finland and that it no longer has any customers in Finland, to which it provides the services subject to the withdrawal.
  3. An extract of the decision made by the relevant body of the firm to apply for the withdrawal since
    1. the firm no longer provides the investment services subject to the withdrawal in Finland
    2. the firm no longer has Finnish customers, to which it provides the services subject to the withdrawal
  4. Invoicing address (both email and postal address). You will receive the payment details after the decision has been made.

The application should be submitted to the FIN-FSA Registry at kirjaamo(at)fiva.fi.

Withdrawal of authorisation

An application for the withdrawal of authorisation must include the following information:

  1. A statement/report that the firm no longer provides services in Finland and that it does not have any Finnish customers.
  2. An extract of the decision made by the management body of the firm to apply for the withdrawal since
    1. the firm no longer provides services in Finland and
    2. the firm does not have any Finnish customers.
  3. Invoicing address (both email and postal address). You will receive the payment details after the decision has been made. The FIN-FSA charges a fee on the withdrawal of third country firm cross-border authorization in accordance with the effective schedule of processing fees (service/product: Other decisions and exemptions: decisions, permissions, exemptions and notifications).

The application should be submitted to the FIN-FSA Registry at kirjaamo(at)fiva.fi.

Updating of information after authorisation has been granted

The firm should notify the FIN-FSA of any material changes concerning information submitted in connection with authorisation. The notifications should be submitted at sipa-ilmoitukset(at)finanssivalvonta.fi.