Asset managers Cartel:” FCA imposes its first fines

On February 21, 2019, the United Kingdom Financial Conduct Authority (“FCA”) concluded that three asset management firms breached their obligations under competition law by sharing strategic information during an Initial Public Offering (“IPO”) and one placing.

It is the FCA’s first antitrust action since it was granted competition law powers in April 2015. The fines imposed are based on the findings of its asset management market study published in June 2017. This study already warned about anticompetitive practices.

The firms disclosed or tacitly accepted confidential bidding intentions, such as the price they were willing to pay or the volume they wanted to buy. The firms’ defence was that they did not request information on competitors’ future pricing intentions, but the FCA concluded that they should implement active measures to reject this information. Simply proving that there has not been an exchange did not exempt the firms from liability in this case.

The FCA’s decision stated that the three asset management firms had breached competition law, since access to competitors’ strategic information reduced the pressure to make bids reflecting what the company was actually worth. As a result, share prices could be reduced, thereby artificially increasing the cost of equity capital for the issuing company.

The FCA fined Hargreave Hale Ldt £306,300 and River & Mercantile Asset Management (RAMAM) £108,600. The FCA did not fine Investment Management Limited (Newton) because this firm benefited from the leniency program and cooperated with the FCA. This case’s facts and legal rationale are similar to the £32,200 fine imposed by the FCA on February 4, 2019. In that case, the FCA concluded that Paul Stephany, a portfolio fund manager at Newton at the time of the infringement, breached proper standards of market conduct and did not act with due care and diligence. Aside from other unlawful behavior, Mr. Stephany emailed himself blind copying 14 external fund managers from 11 competitor firms and had a phone conversation with two external fund managers urging them to apply a specific pricing strategy.

In contrast with the FCA in the United Kingdom, the Bank of Spain has no competition law powers. These powers are exercised by the National Commission on Markets and Competition (“CNMC”) and other competition authorities. Until recently, there have been few investigations into the financial sector. However, competition authorities have an increasing interest in this industry as a result of the European Commission (EC) investigations regarding Euribor and other rates, the current EC study on syndicated loans, or CNMC decision of 2018 on financial derivatives.

The press release is available here.