Read more about key dates and information on how you can apply under the Overseas Funds Regime (OFR).
What is the OFR
The OFR is a new gateway to allow certain investment funds established outside the UK to be promoted in the UK, including to retail clients.
If a fund applies for and is given 'recognised scheme' status under the OFR, it can be promoted in the same way as an authorised collective investment scheme established in the UK.
Who can use the OFR
The categories of funds that will be able to use the OFR are specified in legislation following an equivalence determination by the Government. At the outset, the OFR will be available to most funds established in EEA and EU member states that have been authorised under the UCITS Directive. The exceptions are EEA UCITS that have been authorised as money-market funds.
The OFR will be available to new EEA UCITS that have not previously marketed to UK retail investors, as well as EEA UCITS that are currently operating under the Temporary Marketing Permissions Regime (TMPR) – the transitional arrangements following UK withdrawal from the EU.
Joint roadmap
We have published a joint roadmap with the Treasury about bringing in the OFR. It shows the key milestones, including the further policy decisions to be taken by the Government and FCA that will affect funds recognised under the OFR. It sets out what happens when.
Applying to recognise a fund under the OFR
To become recognised under the OFR and be able to market to UK retail investors, all operators of EEA UCITS will need to complete an application form and pay us a fee. We use the term ‘fund operator’ to mean either the management company of a UCITS, or a self-managed investment company, as applicable. Fund operators should apply online via the FCA Connect system[2].
New schemes
We will open the gateway to new schemes (i.e, those not in TMPR) on 30 September 2024. New schemes will be able to apply at any time from that date without a landing slot.
Schemes in the TMPR
For schemes in the TMPR, landing slots will start in October 2024 and will be available for operators of stand-alone EEA UCITS. After that, we intend to issue landing slots to operators of umbrella UCITS by alphabetical order of the fund operator’s name. The sequence of landing slots is then staggered monthly to help with operational efficiency.
The application process
Register
Submit application
Pay application fee
We have 2 months to make a decision
Specific information for TMPR funds
There are large numbers of funds currently using the TMPR. So we plan to follow a structured process for those funds, which treats all fund operators fairly and allows for a smooth transition to the new regime.
We set out what the operators of funds in the TMPR need to do below.
Check your existing records
We need accurate data so we can contact and invite you to transition your funds from TMPR to OFR.
You can prepare by:
- reviewing your firm’s record on our Register – the Register shows the details we hold about you
- making sure we have your correct contact details, as we may email you at the address on our Register for the fund operator
- reviewing the fund population we hold for you as fund operator on our Register, to check that the list of funds we have recorded in the TMPR matches your own records
We ask you to notify us if your contact details are wrong by emailing [email protected].
Landing slots
To transition funds efficiently and ensure a good user experience for fund operators, we have allocated ‘landing slots’.
We will issue a ‘direction’ to each fund operator in the TMPR, 8 weeks prior to the fund operator’s landing slot opening, and telling the fund operator how to apply. These directions will be sent by email to the Chief Compliance Officer (the details of which have been provided to the FCA).
This direction will be binding.
Please consider the impact, including potential tax implications, on UK investors if you wish to remove any funds from the TMPR.
For a fund that is in the TMPR, the FCA directs that the operator must not apply for it to be a recognised scheme under section 271A of the Financial Services and Markets Act 2000 until such period as the FCA may specifically direct. Specific dates for landing slots can be found below.
Operational impact for operators of TMPR funds
For operators of funds in the TMPR that make an application to be recognised in the UK under the OFR, it is important for the fund population data at the beginning of the landing slot window to be accurate and stable. This key information will be automatically reproduced in the application form and will not be editable by users. We therefore request operators not to make any changes to the fund population data during the allotted landing slot, and we encourage you to plan accordingly.
- Change of operator – Once we have issued you with a landing slot direction, and until your application for recognition has been determined by us, we cannot take account of any change of operator (management company) for the EEA UCITS within the TMPR. If you wish to change the operator, you should wait until the scheme is recognised in the UK under OFR.
- Addition of new sub-fund(s) – Currently, operators of umbrella EEA UCITS in the TMPR can add a sub-fund of that umbrella to the TMPR if the sub-fund has been authorised since the UK withdrew from the EU. The latest point at which you will be able to continue to add sub-funds in this way is 2 weeks before the opening of your umbrella landing slot. If you wish to add new sub-funds after that point, you will need to wait until the umbrella has been recognised in the UK under OFR.
- Addition of sub-fund(s) authorised prior to 31 December 2020 (not notified under TMPR) – Currently, operators of umbrella EEA UCITS in the TMPR cannot add a sub-fund of that umbrella to the TMPR if the sub-fund was authorised before the UK withdrew from the EU. The operator will need to apply within its landing slot for recognition under OFR of the umbrella and the sub-funds within the TMPR. Once that recognition has been granted, recognition of additional non-TMPR sub-funds can then be applied for.
Completing your application
You must be registered on Connect[2] to submit OFR applications.
Each overseas operator must also complete a Connect enrolment form. The completion of this form will allow you to access the relevant OFR application forms.
Only 1 form should be completed on behalf of the overseas operator. The enrolment form must be submitted by an employee of the overseas operator and this person must have appropriate authority to register the overseas operator. You'll become the Principal User for your firm. As Principal User, you'll be able to add further users if required.
Further assistance in respect of the registration and enrolment form can be found in our How to guide (PDF)[3].
We've also provided a Glossary of key terms (PDF)[4] used in our OFR publications.
Once an overseas operator has enrolled, they or their delegated users will be able to complete and submit an application for recognition under the OFR.
You can find more information about how to complete these application forms in our ‘How to’ guides:
- Standalone scheme (not in TMPR) (PDF)[5]
- Standalone scheme (in TMPR) (PDF)[6]
- Umbrella scheme (not in TMPR) (PDF)[7]
- Umbrella scheme (in TMPR) (PDF)[8]
- Addition of (a) new sub-fund(s) to an umbrella scheme that has already been recognised under the OFR (PDF)[9]
- Material Change (PDF)[10]
We have provided the application form questions and associated data set (PDF)[11] to help you prepare to submit an application.
We have also provided an Approach to Recognition (PDF)[12] document which sets out FCA expectations of Overseas Funds Regime applicants, including useful information on the application process and our decision-making process.
You can also read some draft disclosure wording (PDF)[13]. Fund operators may find this helpful to use as a basis for explaining to UK investors what rights they may have to pursue complaints against the fund operator and depositary, or to receive compensation if those firms cannot meet their liabilities to investors.
Supporting documents
For all scheme or sub-fund application forms, please include these supporting documents:
- The latest Prospectus and any relevant addendum/supplements.
- Instrument constituting the fund, as amended.
- The latest annual report and (if more recent) the half-yearly report.
- Key investor information document/consumer composite information document.
- Portfolio Statement for the Fund(s).
Decision process
We will screen applications to ensure the required information is complete. We may contact you for further information. If the fund meets the criteria for recognition, we will confirm this to you by email within 2 months of receiving a complete application.
You may market the fund in the UK as soon as you have received confirmation of recognition from us. We will publish details of recognised funds on our Register[14].
Once you are recognised
OFR fund operators will be subject to certain rules when marketing a recognised scheme. This will include new disclosure rules that will come into effect during the period covered in the roadmap.
This page cannot provide a comprehensive guide to those requirements, but we outline some key elements below.
You are recommended to take suitable professional advice to understand the ongoing obligations under the UK regulatory system.
Notification of changes following recognition
From the point at which a fund is recognised under the OFR gateway, its operator will need to notify us of certain subsequent changes affecting its status, which should be submitted via a Material Change Notification form on Connect[3].
We have finalised the changes that we want to be notified of and they are set out in Table 3 of PS24/7 (PDF)[14]. Please see our ‘How To[11]’ guide for further assistance. These changes should be notified to the FCA as soon as practicable after the change has been approved by your Home State Regulator/taken effect.
You must continue to submit the latest versions of scheme documents to us, including when changes are made, and follow our naming convention. These latest documents should be sent to: [email protected]. Please see scheme documents[15].
Supporting documents
If any of the following documents have been amended as a result of your material change, please include them as part of the application:
- Latest version of the Prospectus and any relevant addendum/supplements.
- Instrument constituting the fund, as amended.
- Key investor information document/consumer composite information document.
- Portfolio Statement for the Fund(s).
Please also include the associated Investor Notification Letter where relevant.
Fees
If the fund becomes recognised in the UK, an ongoing periodic fee will also be payable to the FCA. This is a requirement of continued recognition. Failure to pay this fee could result in the recognition order being revoked. Full details of fees that are payable can be found in the FCA FEES Manual (PDF)[16].
Issuing and approving financial promotions
An overseas person that is not authorised by the FCA cannot lawfully issue a financial promotion in the UK except by means of an exemption in the Financial Promotions Order. In all other cases, the overseas issuer must arrange for a UK authorised person to approve the promotion for issue in the UK. This differs from the rights previously given to operators of recognised schemes under the UCITS passport when the UK was a member of the EU.
Since February 2024, approving financial promotions is a regulated activity for which a UK firm must hold a specific permission from the FCA, unless an exemption applies. Fund operators wishing to promote OFR funds must make arrangements with a suitably authorised UK approver, which must be identified in the application for OFR recognition.
Find more information about the approval of financial promotions[17].
Disclosure about consumer redress
OFR recognised funds, that are not covered by the UK’s Financial Ombudsman Service and Financial Services Compensation Scheme (FSCS), need to disclose that fact and explain what alternatives (if any) are available to UK investors.
Future policy initiatives
You can find information here on upcoming policy initiatives relevant for funds considering applying for OFR recognition.
Further information
The FCA Handbook contains directions, rules and guidance relating to overseas recognised schemes. These are set out in Chapter 9 of the Collective Investment Schemes sourcebook (COLL 9)[18].
We will update this page as new information becomes available, including information on when you can start making applications.
