Warning Notice
On , the Financial Conduct Authority issued a Warning Notice to Green Energy Together Limited
Warning Notice Statement 22/2
1.1
On 17 January 2022, the Financial Conduct Authority (the FCA) gave Metro Bank
plc (Firm Reference Number: 488982) and certain individuals a warning notice
each, proposing to take action in respect of the conduct summarised in this
statement.
IMPORTANT: A warning notice is not the final decision of the FCA. The firm
and the individuals have the right to make representations to the Regulatory
Decisions Committee (RDC) which, in the light of those representations, will
decide on the appropriate action and whether to issue decision notices. The
RDC is a committee of the FCA board which decides whether the FCA should
give certain statutory notices described as within its scope by the FCA’s
Handbook.
If a decision notice is issued to the firm and / or the individuals respectively,
they have the right to refer the matter to the Upper Tribunal which would
reach an independent decision on the appropriate action for the FCA to take, if
any.
If either the RDC or the Upper Tribunal decides that no further action should
be taken, the FCA will publish a notice of discontinuance provided it has the
firm’s or the individual’s consent (as applicable).
1.2
The following is a summary of the reasons why the FCA gave each of Metro Bank
and the individuals a warning notice:
•
The FCA considers that:
o
Metro Bank, which is a premium listed company, published inaccurate
information concerning its risk weighted assets (‘RWA’) in an
announcement issued on 24 October 2018 (‘the announcement’).
o
In publishing the announcement, Metro Bank breached Listing Rule
1.3.3R (misleading information must not be published) by failing to take
reasonable care to ensure that it was not misleading, false or deceptive
and did not omit anything likely to affect the import of the information.
•
The FCA considers that the relevant individuals were knowingly concerned in
the above breach by Metro Bank.
1.3
In particular, the FCA considers that:
•
The statement in the announcement that Metro Bank’s RWA totalled £7,398
million as at 30 September 2018 was inaccurate. The RWA figure included
Metro Bank’s incorrect application of risk weights to certain of its commercial
loan portfolios.
•
In the period leading up to the announcement, Metro Bank had acknowledged
the above error internally and recognised that it should be remediated. By no
later than 11 September 2018, Metro Bank also had confirmation from
independent external consultants that an incorrect risk weighting had been
applied. At the time of the announcement, an ongoing review was being
conducted to determine the amount of the necessary correction, but Metro
Bank was aware that it would be substantial.
•
Despite this, Metro Bank failed to consider the need to address these matters
in the announcement or otherwise qualify the inaccurate RWA figure, or to
seek appropriate legal or professional advice.
•
At material times the individuals were aware of the above matters, but failed
to ensure that they were appropriately addressed in the announcement.
1.4
The UK listing regime relies on disclosure and transparency to allow investors to
make fully informed decisions. The FCA considers that, as a result of the above
failings, investors and potential investors in Metro Bank were not given full or
accurate information in the announcement and could have been misled
accordingly.
1.1
On 17 January 2022, the Financial Conduct Authority (the FCA) gave Metro Bank
plc (Firm Reference Number: 488982) and certain individuals a warning notice
each, proposing to take action in respect of the conduct summarised in this
statement.
IMPORTANT: A warning notice is not the final decision of the FCA. The firm
and the individuals have the right to make representations to the Regulatory
Decisions Committee (RDC) which, in the light of those representations, will
decide on the appropriate action and whether to issue decision notices. The
RDC is a committee of the FCA board which decides whether the FCA should
give certain statutory notices described as within its scope by the FCA’s
Handbook.
If a decision notice is issued to the firm and / or the individuals respectively,
they have the right to refer the matter to the Upper Tribunal which would
reach an independent decision on the appropriate action for the FCA to take, if
any.
If either the RDC or the Upper Tribunal decides that no further action should
be taken, the FCA will publish a notice of discontinuance provided it has the
firm’s or the individual’s consent (as applicable).
1.2
The following is a summary of the reasons why the FCA gave each of Metro Bank
and the individuals a warning notice:
•
The FCA considers that:
o
Metro Bank, which is a premium listed company, published inaccurate
information concerning its risk weighted assets (‘RWA’) in an
announcement issued on 24 October 2018 (‘the announcement’).
o
In publishing the announcement, Metro Bank breached Listing Rule
1.3.3R (misleading information must not be published) by failing to take
reasonable care to ensure that it was not misleading, false or deceptive
and did not omit anything likely to affect the import of the information.
•
The FCA considers that the relevant individuals were knowingly concerned in
the above breach by Metro Bank.
1.3
In particular, the FCA considers that:
•
The statement in the announcement that Metro Bank’s RWA totalled £7,398
million as at 30 September 2018 was inaccurate. The RWA figure included
Metro Bank’s incorrect application of risk weights to certain of its commercial
loan portfolios.
•
In the period leading up to the announcement, Metro Bank had acknowledged
the above error internally and recognised that it should be remediated. By no
later than 11 September 2018, Metro Bank also had confirmation from
independent external consultants that an incorrect risk weighting had been
applied. At the time of the announcement, an ongoing review was being
conducted to determine the amount of the necessary correction, but Metro
Bank was aware that it would be substantial.
•
Despite this, Metro Bank failed to consider the need to address these matters
in the announcement or otherwise qualify the inaccurate RWA figure, or to
seek appropriate legal or professional advice.
•
At material times the individuals were aware of the above matters, but failed
to ensure that they were appropriately addressed in the announcement.
1.4
The UK listing regime relies on disclosure and transparency to allow investors to
make fully informed decisions. The FCA considers that, as a result of the above
failings, investors and potential investors in Metro Bank were not given full or
accurate information in the announcement and could have been misled
accordingly.