Act on Securities Trading (Securities Trading Act)

Part 3. Investment firms

Chapter 9. Application and conditions for authorisation

VI. Undertakings with their head office outside the EEA

Section 9-36.Establishment of a branch by undertakings with their head office outside the EEA
(1) Third country undertakings may be authorised by Finanstilsynet to provide investment services and perform investment activities in Norway through the establishment of a Norwegian branch. ‘Third country undertakings’ means, for purposes of this provision, undertakings with their head office outside the EEA that would have been deemed investment firms or credit institutions providing investment services or performing investment activities had their head office been located in the EEA.
(2) Authorisation pursuant to subsection (1) may be granted if:
1.the undertaking is subject to adequate supervision in the home state and meets the requirements applicable to undertakings engaging in the activities in the home state,
2.the home state of the undertaking pays due regard to the recommendations of the Financial Action Task Force on countering money laundering and the financing of terrorism,
3.satisfactory collaboration on supervision has been established between the supervisory authorities of the undertaking’s home state and Norway,
4.sufficient initial capital is at the free disposal of the branch,
5.the persons constituting the management of the branch meet the requirements of section 9-10,
6.the undertaking’s home state and Norway has signed an agreement which complies with the standards laid down in Article 26 of the OECD Model Tax Convention on Income and on Capital, and which ensures effective information exchange in tax matters, including any multilateral tax agreements, and
7.the undertaking is a member of an investor compensation scheme authorised or recognised in accordance with Directive 97/9/EC.
(3) Applications for authorisation pursuant to subsection (1) shall include the following:
1.the name of the authority responsible for supervision of the undertaking in the home state. Where more than one authority is responsible for supervision, information shall be provided on their respective areas of competence,
2.all relevant information on the undertaking, including its name, form of organisation, registered office and address, members of the board and other managers and relevant shareholders,
3.a programme of operations setting out the investment services to be provided, or the investment activities to be performed, as well as the organisational structure of the branch, including a description of any outsourcing of key operating functions,
4.names of the persons constituting the management of the branch, and relevant documents demonstrating compliance with the requirements of section 9-10,
5.information on the initial capital which is at the free disposal of the branch.
(4) The authorisation requirement under subsection (1) shall not apply where:
1.Finanstilsynet has adopted an equivalence decision pursuant to subsection (7) and the undertaking has authorisation pursuant to Articles 46 to 49 of the Markets in Financial Instruments Regulation, or
2.services are provided directly from a place of business outside the EEA at the exclusive initiative of the client. Such a client initiative shall not entitle the undertaking to market new categories of investment products or investment services to the client concerned without authorisation.
(5) Authorisation pursuant to subsection (1) shall only be granted where Finanstilsynet deems that the conditions for authorisation pursuant to subsections (2) and (3) are met. The decision regarding authorisation shall be communicated to the applicant at the latest six months after the application was received. If the application does not contain information necessary to decide whether authorisation should be granted, the time limit runs from the time of receipt of such information.
(6) The ministry may by regulations make provision to the effect that undertakings with their head office outside the EEA may provide investment services and perform investment activities without authorisation pursuant to subsection (1) also in other circumstances than under subsection (4), and may also make regulations to supplement this section.
(7) Finanstilsynet may by regulations make provision to the effect that legal and supervisory frameworks in third countries are equivalent.
Section 9-37.Application of the Securities Trading Act to branches of undertakings with their head office outside the EEA
(1) The following provisions of this Act and regulations pursuant thereto shall apply to branches with authorisation pursuant to section 9-36:
1.section 9-7, section 9-10, sections 9-16 to 9-19, sections 9-22 to 9-30 and section 9-38,
2.section 10-2, sections 10-9 to 10-17, section 10-19, section 10-20 and section 10-21 subsection (1),
3.section 10-23 and chapter 20,
4.chapter 19 if so decided by Finanstilsynet against the background of an agreement on supervision with the home state authority,
5.Articles 3 to 26 of the Markets in Financial Instruments Regulation.
(2) The ministry may make regulations supplementing this provision.