Financial Services and Markets Act 2000, section 66A

Misconduct: action by the FCA

Part V Performance of Regulated Activities

(1)For the purposes of action by the FCA under section 66, a person is guilty of misconduct if any of conditions A to C is met in relation to the person.

(2)Condition A is that—

(a)the person has at any time failed to comply with rules made by the FCA under section 64A, and

(b)at that time the person was—

(i)an approved person, F525...

(ii)an employee of [F526 anF526] authorised person [F527 , or

(iii)a director of an authorised personF527] .

(3)Condition B is that—

(a)the person has at any time been knowingly concerned in a contravention of a relevant requirement by an authorised person, and

(b)at that time the person was—

(i)an approved person in relation to the authorised person, F528...

(ii)F529... an employee of the authorised person [F530 , or

(iii)a director of the authorised personF530] .

(4) In this section “relevant requirement” means a requirement—

(a)imposed by or under this Act, F531...

[F532 (aa)imposed by the Alternative Investment Fund Managers Regulations 2013 F533...;F532]

[F534 (ab)imposed by the Undertakings for Collective Investment in Transferable Securities Regulations 2011, F535...F534]

[F536 (ac)imposed by or under the Securitisation Regulations 2024, orF536]

(b)imposed by any [F537 qualifying provisionF537] specified, or of a description specified, for the purposes of this subsection by the Treasury by order.

(5)Condition C is that—

(a)the person has at any time been a senior manager in relation to [F538 anF538] authorised person,

(b)there has at that time been (or continued to be) a contravention of a relevant requirement by the authorised person, F539...

(c)the senior manager was at that time responsible for the management of any of the authorised person's activities in relation to which the contravention occurred [F540 , and

(d)the senior manager did not take such steps as a person in the senior manager's position could reasonably be expected to take to avoid the contravention occurring (or continuing).F540]

F541 (6). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(7)For the purposes of subsection (5)—

(8)In this section—

  • “approved person”—

    (a)

    means a person in relation to whom an approval is given under section 59, and

    (b)

    in relation to an authorised person, means a person in relation to whom such approval is given on the application of the authorised person;

  • [F544 “director”, in relation to an authorised person, has the same meaning as in section 64A; F544]

  • “employee”, in relation to a person, has the same meaning as in section 64A.

F545 (9). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Read section 66A in the full Act → Definitions (11) Cases (4)

Definitions used in section 66A

the FCA

(2) The Financial Conduct Authority is in this Act referred to as “the FCA”.

Defined in s.1A(2) · see it in the full Act

“the FCA” means the Financial Conduct Authority;

Defined in s.417(1) · see it in the full Act
rule

“rule” means a rule made by the FCA or the PRA under this Act;

Defined in s.417(1) · see it in the full Act
employee

(6) The power conferred by sub-paragraph (1) may not be exercised so as to restrict or prohibit discretionary payments to employees or shareholders of a recognised central counterparty (and for this purpose “discretionary payment” has the meaning given by paragraph 13(11) of Schedule 11 to the Financial Services and Markets Act 2023 and “employee” has the meaning given by paragraph 154 of that Schedule).

Defined in Sch.17A para.9B(6) · see it in the full Act
authorised person

“authorised person” has the meaning given in section 31(2);

Defined in s.417(1) · see it in the full Act

(2) In this Act “authorised person” means a person who is authorised for the purposes of this Act.

Defined in s.31(2) · see it in the full Act
director

“director”, in relation to a body corporate, includes—

(a)

a person occupying in relation to it the position of a director (by whatever name called); and

(b)

a person in accordance with whose directions or instructions (not being advice given in a professional capacity) the directors of that body are accustomed to act;

Defined in s.417(1) · see it in the full Act
relevant requirement

(3) For the purposes of that power, “relevant requirement” is to be read in accordance with paragraph 26(2) of this Schedule (subject to sub-paragraph (3A)) .

Defined in Sch.17A para.28(3) · see it in the full Act
qualifying provision

(1) In this Act “qualifying provision” means a provision of any of the following—

(a) assimilated direct legislation;

(b)technical standards made in accordance with Chapter 2A of Part 9A;

(ba)other subordinate legislation made under assimilated direct legislation;

(c)subordinate legislation ... made by virtue of regulations made under section 8 of the European Union (Withdrawal) Act 2018.

Defined in s.425C(1) · see it in the full Act
Specified

(5) “Specified” means specified in an order made by the Treasury.

Defined in s.22(5) · see it in the full Act
Manager

(3) “Manager”, in relation to a body corporate, means a person (other than an employee of the body) who is appointed by the body to manage any part of its business and includes an employee of the body corporate (other than the chief executive) who, under the immediate authority of a director or chief executive of the body corporate, exercises managerial functions or is responsible for maintaining accounts or other records of the body corporate.

Defined in s.423(3) · see it in the full Act

(1) In this Act, except in relation to a unit trust scheme or a registered friendly society, “manager” means an employee who—

(a)under the immediate authority of his employer is responsible, either alone or jointly with one or more other persons, for the conduct of his employer’s business; or

(b)under the immediate authority of his employer or of a person who is a manager by virtue of paragraph (a) exercises managerial functions or is responsible for maintaining accounts or other records of his employer.

Defined in s.423(1) · see it in the full Act
designated senior management functions

For the purposes of this Part the following are “designated senior management functions”—

(a)a function of a description specified in rules made by the FCA under section 59(3)(a) or (b) which is designated as a senior management function by the FCA under section 59(6A);

(b)a function of a description specified in rules made by the PRA under section 59(3)(a).

Defined in s.59ZB · see it in the full Act
regulated activity

“regulated activity” has the meaning given in section 22;

Defined in s.417(1) · see it in the full Act

Cases considering section 66A (4)

Robin Crispin Odey v The Financial Conduct Authority

[2026] UKUT 351 (TCC) · 14 September 2026Interprets

The Tribunal treated section 66A as defining misconduct for the Authority’s disciplinary powers, including failure to comply with section 64A rules by a qualifying employee. (see paras [1293]-[1298]) The Tribunal applied Condition A: misconduct includes failure to comply with section 64A rules while the person is an approved person, employee or director of an authorised person. (see para [1293])

Richard Brian Fenech & Anor v The Financial Conduct Authority

[2026] UKUT 162 (TCC) · 27 April 2026

Applies the condition that a person is guilty of misconduct where knowingly concerned in a contravention by an authorised person while an approved person. The Tribunal treated the Authority’s dishonesty case against Ms Dunne on that basis. (see paras [577]-[579])

Rangecourt SA & Ors The Financial Conduct Authority

[2026] UKUT 47 (TCC) · 3 February 2026

The Tribunal treated failure to comply with Individual Conduct Rule 1 as misconduct for the purposes of disciplinary action against the individual applicants. (see paras [137], [642]-[690])

What each judgment says about section 66A is in the case-law panel in the full Act.

Amendments and notes

24 notes from legislation.gov.uk

Amendments

  1. F524Ss. 66A, 66B inserted (7.3.2016 for specified purposes, 10.5.2016 in so far as not already in force) by Financial Services (Banking Reform) Act 2013 (c. 33), ss. 32(2), 148(5); S.I. 2015/490, art. 2(1)(e) (as inserted by S.I. 2015/2055, art. 2(4) and with savings and transitional provisions in S.I. 2015/492 (as amended by S.I. 2015/1660)); S.I. 2016/568, art. 2
  2. F525Word in s. 66A(2)(b)(i) omitted (6.7.2016) by virtue of Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(a), 41(3); S.I. 2016/627, reg. 2(1)(s)
  3. F527S. 66A(2)(b)(iii) and word inserted (6.7.2016) by Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(b), 41(3); S.I. 2016/627, reg. 2(1)(s)
  4. F528Word in s. 66A(3)(b)(i) omitted (6.7.2016) by virtue of Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(c), 41(3); S.I. 2016/627, reg. 2(1)(s)
  5. F529Words in s. 66A(3)(b)(ii) omitted (13.9.2018 for specified purposes, 10.12.2018 for specified purposes, 18.7.2019 for specified purposes, 9.8.2019 for specified purposes, 9.12.2019 for specified purposes, 7.12.2020 in so far as not already in force) by virtue of Bank of England and Financial Services Act 2016 (c. 14), s. 41(3), Sch. 4 para. 16(3); S.I. 2018/990, reg. 2(1)(2)(3) (with regs. 3-6); S.I. 2019/1136, reg. 2(2)(3)(4)(5) (with regs. 3-5, 7)
  6. F530S. 66A(3)(b)(iii) and word inserted (6.7.2016) by Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(d), 41(3); S.I. 2016/627, reg. 2(1)(s)
  7. F531Word in s. 66A(4)(a) omitted (7.3.2016) by virtue of The Financial Services and Markets Act 2000 (Misconduct and Appropriate Regulator) Order 2015 (S.I. 2015/1864), arts. 1(2), 2(2)
  8. F532S. 66A(4)(aa) inserted (7.3.2016) by The Financial Services and Markets Act 2000 (Misconduct and Appropriate Regulator) Order 2015 (S.I. 2015/1864), arts. 1(2), 2(3)
  9. F533Word in s. 66A(4)(aa) omitted (18.3.2016) by virtue of The Undertakings for Collective Investment in Transferable Securities Regulations 2016 (S.I. 2016/225), regs. 1, 2(3)(a)
  10. F534S. 66A(4)(ab) inserted (18.3.2016) by The Undertakings for Collective Investment in Transferable Securities Regulations 2016 (S.I. 2016/225), regs. 1, 2(3)(b)
  11. F535Word in s. 66A(4) omitted (30.1.2024 for specified purposes, 1.11.2024 in so far as not already in force) by virtue of The Securitisation Regulations 2024 (S.I. 2024/102), reg. 2(1)(e)(2), Sch. 1 para. 3(a) (with Sch. 3); as amended by S.I. 2024/705, regs. 1(2), 2(2)
  12. F536S. 66A(4)(ac) inserted (30.1.2024 for specified purposes, 1.11.2024 in so far as not already in force) by The Securitisation Regulations 2024 (S.I. 2024/102), reg. 2(1)(e)(2), Sch. 1 para. 3(b) (with Sch. 3); as amended by S.I. 2024/705, regs. 1(2), 2(2)
  13. F537Words in s. 66A(4)(b) substituted (31.12.2020) by The Financial Services and Markets Act 2000 (Amendment) (EU Exit) Regulations 2019 (S.I. 2019/632), regs. 1(3), 27; 2020 c. 1, Sch. 5 para. 1(1)
  14. F538Word in s. 66A(5)(a) substituted (13.9.2018 for specified purposes, 10.12.2018 for specified purposes, 18.7.2019 for specified purposes, 9.8.2019 for specified purposes, 9.12.2019 for specified purposes, 7.12.2020 in so far as not already in force) by Bank of England and Financial Services Act 2016 (c. 14), s. 41(3), Sch. 4 para. 16(4); S.I. 2018/990, reg. 2(1)(2)(3) (with regs. 3-6); S.I. 2019/1136, reg. 2(2)(3)(4)(5) (with regs. 3-5, 7)
  15. F539Word in s. 66A(5)(b) omitted (10.5.2016) by virtue of Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(e), 41(3); S.I. 2016/569, reg. 2
  16. F540S. 66A(5)(d) and word inserted (10.5.2016) by Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(f), 41(3); S.I. 2016/569, reg. 2
  17. F541S. 66A(6) omitted (10.5.2016) by virtue of Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(g), 41(3); S.I. 2016/569, reg. 2
  18. F542Word in s. 66A(7) substituted (13.9.2018 for specified purposes, 10.12.2018 for specified purposes, 18.7.2019 for specified purposes, 9.8.2019 for specified purposes, 9.12.2019 for specified purposes, 7.12.2020 in so far as not already in force) by Bank of England and Financial Services Act 2016 (c. 14), s. 41(3), Sch. 4 para. 16(5)(a); S.I. 2018/990, reg. 2(1)(2)(3) (with regs. 3-6); S.I. 2019/1136, reg. 2(2)(3)(4)(5) (with regs. 3-5, 7)
  19. F543Words in s. 66A(7) omitted (13.9.2018 for specified purposes, 10.12.2018 for specified purposes, 18.7.2019 for specified purposes, 9.8.2019 for specified purposes, 9.12.2019 for specified purposes, 7.12.2020 in so far as not already in force) by virtue of Bank of England and Financial Services Act 2016 (c. 14), s. 41(3), Sch. 4 para. 16(5)(b); S.I. 2018/990, reg. 2(1)(2)(3) (with regs. 3-6); S.I. 2019/1136, reg. 2(2)(3)(4)(5) (with regs. 3-5, 7)
  20. F544Words in s. 66A(8) inserted (6.7.2016) by Bank of England and Financial Services Act 2016 (c. 14), ss. 25(2)(h), 41(3); S.I. 2016/627, reg. 2(1)(s)
  21. F545S. 66A(9) omitted (13.9.2018 for specified purposes, 10.12.2018 for specified purposes, 18.7.2019 for specified purposes, 9.8.2019 for specified purposes, 9.12.2019 for specified purposes, 7.12.2020 in so far as not already in force) by virtue of Bank of England and Financial Services Act 2016 (c. 14), s. 41(3), Sch. 4 para. 16(6); S.I. 2018/990, reg. 2(1)(2)(3) (with regs. 3-6); S.I. 2019/1136, reg. 2(2)(3)(4)(5) (with regs. 3-5, 7)

Modifications

  1. C271Ss. 66-70 applied (with modifications) (1.1.2019) by The Securitisation Regulations 2018 (S.I. 2018/1288), reg. 1, Sch. 1 para. 1 (with Sch. 1 paras. 13, 14)
  2. C273Ss. 66-70 applied (with modifications) (13.8.2017 for specified purposes, 13.1.2018 in so far as not already in force) by The Payment Services Regulations 2017 (S.I. 2017/752), reg. 1(2)(b)(i)(6), Sch. 6 para. 1 (with reg. 3) (as amended (29.8.2023) by Financial Services and Markets Act 2023 (c. 29), s. 86(3), Sch. 2 para. 72(a) (with s. 2(3)); S.I. 2023/779, reg. 4(zz)(iv))
  3. C276S. 66A applied (with modifications) (14.1.2025 for specified purposes, 13.7.2026 in so far as not already in force) by The Short Selling Regulations 2025 (S.I. 2025/29), regs. 2(2)(3), 24, 25, Sch. 1 Pts. 1, 2; S.I. 2026/587, reg. 2(b)