Investment Firms

A licence to provide investment services shall be issued by Národná banka Slovenska. An application for a licence to provide investment services shall be submitted to Národná banka Slovenska by the founders of the investment firm, unless the Securities Act provides otherwise. If a bank is applying for a licence to take up and carry on the business of an investment firm, the application shall be submitted by the Board of Directors of the bank.

An application for authorisation to provide investment services shall be made on the form set out in Annex 1 to Commission Implementing Regulation (EU) 2017/1945.

The applicant for authorisation to provide investment services shall submit information and documents to Národná banka Slovenska in accordance with Commission Delegated Regulation 2017/1943.

The application for authorisation to provide investment services shall contain the information and annexes pursuant to Article 16(3) and (4) of the the Financial Market Supervision Act.

A licence to provide investment services is granted for an indefinite period and may not be transferred to another legal person or natural person, and does not pass on to a legal successor. An investment services licence is valid in all Member States and allows an investment firm to provide the licensed activities in the territory of another Member State either through the establishment of a branch or the freedom to provide services.

The business name of an investment firm other than a bank must contain the words “investment firm” or the abbreviation “o.c.p.” No other entities may use this designation in their business name.

Contact point for submission of application for authorisation of an investment firm:

Národná banka Slovenska
Odbor dohľadu nad kapitálovým trhom
Oddelenie prvostupňových konaní
Imricha Karvaša 1
813 25 Bratislava

An investment firm may use independent financial agents and bound financial agents for financial intermediationwithin the capital market sector only provided that the independent financial agent and the bound financial agent are registered in the Register of Financial Agents, Financial Advisers, Financial Intermediaries from another Member State within the Insurance or Reinsurance Sector and Bound Investment Agents.

An investment firm may use bound investment agents for the promotion of the investment services and secondary services provided by the said persons, for receiving and delegation of instructions from clients or prospective clients, placement of financial instruments and provision of investment counselling in relation to such financial instruments and investment services and secondary services offered by the said persons only provided that the bound investment agent is registered in the Register of Financial Agents, Financial Advisers, Financial Intermediaries from another Member State within the Insurance or Reinsurance Sector and Bound Investment Agents or in a similar register kept in another Member State.

An investment firm is obliged to ensure a bound investment agent to furnish the information in what position it is and which person it represents at the contact with a client or prior to the discussion with the client or a prospective client.

Client assets placed with an investment firm is not included in the assets of the investment firm. An investment firm may not use the funds or financial instruments that a client has placed with it for its own benefit or the benefit of any third party, unless the client has given his consent thereto.

An investment firm, when providing investment services, ancillary services or investment activities, is obliged to act in the interests of clients in accordance with the principles of an honest business relationship and professional care. The investment firm is obliged to operate in such a way so as not to impair the security of the financial system and it may not perform any activities directed towards the manipulation of market.

An investment firm shall notify clients of their categorization as a

• retail client,
• professional client or
• eligible counterparty (Article 73u of The Securities Act).

When providing investment advice or portfolio management, an investment firm is obliged to obtain the necessary information regarding the client’s or potential client’s knowledge and experience in the investment field relevant to the specific type of financial instrument or investment service or ancillary service, his financial situation and his investment objectives, so as to enable the securities dealer to recommend to the client or potential client the investment services and financial instruments that are suitable for him in light of the information about his knowledge and experience.

When providing investment services other than providing investment advice or portfolio management, an investment firmis obliged to ask the client or potential client to provide information regarding his knowledge and experience in the investment field relevant to the specific type of financial instrument, investment service or ancillary service offered or demanded so as to enable the investment firm to assess whether the client understands the risks involved in relation to that financial instrument, investment service or ancillary service offered or demanded and whether it is adequate for the client.

An investment firm shall ensure the trades it undertakes in shares admitted to trading on a regulated market or traded on a trading venue shall take place on a :

• regulated market,
• MTF,
• systematic internaliser,
• a third-country trading venue assessed as equivalent in accordance with Article 25(4)(a) of Directive 2014/65/EU.

The trading obligation under Article 23(1) of Regulation (EU) No 600/2014 only applies a trading obligation in respect of shares. The trading obligation does not comprise other equity instruments, such as depositary receipts, ETFs, certificates and other similar financial instruments.

The trading obligation under Article 23(1) of Regulation (EU) No 600/2014 does not apply to trades in shares which are non-systematic, ad-hoc, irregular and infrequent or they are carried out between eligible and/or professional counterparties and do not contribute to the price discovery process.

In accordance with the forth subparagraph of Article 25(4)(a) of Directive 2014/65/EU in conjunction with third and fourth subparagpraph of Article 4(1) of Directive 2003/71/ES, a third-country legal and supervisory framework applicable to financial markets may be considered equivalent where that framework fulfils at least the conditions that:

a) the markets are subject to authorisation and to effective supervision and enforcement on an ongoing basis,

b) the markets have clear and transparent rules regarding the admission of securities to trading so that such securities are capable of being traded in a fair, orderly and efficient manner, and are freely negotiable,

c) security issuers should be subject to periodic and ongoing information requirements ensuring a high level of investor protection, and

d) market transparency and integrity are ensured by the prevention of market abuse in the form of insider dealing and market manipulation.