1. Citation
These Regulations may be cited as the Securities (Licences and Fees) Regulations.
2. Interpretation
In these Regulations—
“financial year” means—
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(a) the period of 12 months beginning with the day on which a licensee commences to carry out business in respect of which a licence has been granted; and
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(b) each subsequent period of 12 months beginning with the day following the day an annual balance sheet of a licensee is prepared for the purpose of these Regulations; and
“licence” in relation to Parts 1 and 2, means a licence under Part 4 of the Act and “licensee” shall be construed accordingly.
PART 2
LICENCES
3. Applications and notices
An application or a notice for any of the purposes described in the first column of Schedule 1 must be on the form as numbered in the second column of Schedule 1 and as set out in Schedule 2.
4. Directions in forms
A form set out in Schedule 2 must be completed in accordance with any directions specified in the form.
5. Manner of application for licence
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(1) An application for a licence in the form set out in Schedule 2 together with any relevant annexures must be enclosed in a sealed envelope and filed with the Commission.
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(2) Each application for a licence shall be accompanied by a detailed statement of the applicant's assets and liabilities signed by the applicant, or, in the case of an applicant which is a company
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(a) copies certified by a director of the company to be true copies of the last balance sheet and of the last profit and loss account (if any), incorporating the results of the last financial year, and which have respectively been audited by the company's auditors (including every document required by law to be annexed or attached);
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(b) a copy of the report of the auditors certified as required in (a); and
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(c) a copy of its memorandum and articles of association.
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(3) The Commission may refuse to accept an application made under these Regulations if it is not accompanied by the application fee set out in Schedule 3.
6. Alteration of facts disclosed in applications
An applicant for a licence shall give written notice to the Commission of—
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(a) any proposed alteration to; or
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(b) the occurrence of any event which the applicant knows affects or may affect in a material respect,
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information supplied by the applicant to the Commission in relation to the application, being a proposal or event made or occurring while the application is pending a decision by the Commission.
7. Grant of Licence
The Commission on approval of an application for a licence, shall grant a licence to the applicant on payment by the applicant of the licence fees set out in Schedule 3.
8. General conditions
It is a condition of every licence that—
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(a) the licence is personal to the applicant and shall not be transferable;
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(b) the applicant shall give written notice to the Commission of—
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(i) any proposed alteration to, or
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(ii) the occurrence of any event which the applicant knows affects or may affect in any material respect,
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any matter in respect of which the applicant was required to supply information to the Commission in the course of the application for that licence;
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(c) the consent of the Commission shall be obtained prior to—
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(i) the implementation of any alteration of the kind referred to in paragraph (b)(i), or
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(ii) the taking of action resulting from any event of the kind referred to in paragraph (b)(ii); and
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(d) a licensee only carries on the securities business permitted by the licence and from the premises specified in the licence.
9. Renewal of Licence
On application for renewal of a licence, the Commission, if satisfied that the applicant has complied with the provisions of the Act and these Regulations, may grant the renewal on payment by the applicant of the annual renewal licence fee set out in Schedule 3.
10. Replacement of licence
If the Commission is satisfied that a licence has been lost, destroyed or defaced, the Commission may replace the licence on payment by the licensee of the fee set out in Schedule 3.
11. Display of licence
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(1) Every holder of a licence granted under the Act must display the licence at all premises in which it transacts with the public the securities business authorised by the licence.
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(2) The requirement in subregulation (1) shall not be satisfied unless the licence is displayed in a manner that is readily visible to the public.
12. Change of employer by representative
A representative must not change the employer in relation to which the licence was issued unless a notice in accordance with Form 9 set out in Schedule 2 is lodged with the Commission.
PART 3
OTHERS FEES
13. Securities exchange licence fee
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(1) A company applying to the Commission for a securities exchange licence under the Act shall pay the application fee set out in Schedule 3.
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(2) If the Commission is satisfied that the applicant has complied with the provisions of the Act it may grant a securities exchange licence on payment by the applicant of the licence fee set out in Schedule 3.
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(3) If the Commission is satisfied that the applicant has complied with the provisions of the Act it may grant a securities exchange licence on payment by the applicant of the licence fee set out in Schedule 3.
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(4) On application for renewal of a securities exchange licence the Commission may, if satisfied that the applicant has complied with the provisions of the Act, grant the renewal on payment by the applicant of the annual renewal licence fee set out in Schedule 3.
14. Proposed rule change fee
A securities exchange shall, on submission to the Commission of a draft proposed amendment to its rules in accordance with the provisions of the Act, pay the fee set out in Schedule 3.
15. Examination fee
An applicant, for a representative, principal or investment adviser licence that is required to take an examination shall pay the examination fee set out in Schedule 3.
16. Clearing agency licence fee
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(1) A person applying to the Commission for a clearing agency licence under the Act shall pay the application fee set out in Schedule 3.
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(2) If the Commission is satisfied that the applicant has complied with the provisions of the Act, it may grant a clearing agency licence on payment by the applicant of the licence fee set out in Schedule 3.
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(3) On application for renewal of a clearing agency licence the Commission may, if satisfied that the applicant has complied with the provisions of the Act, grant the renewal on payment by the applicant of the annual renewal licence fee set out in Schedule 3.
17. Advertisement filing fee
A licensee or authorised person shall when sending a copy of an advertisement to the Commission under the Act and its regulations, pay the advertisement filing fee set out in Schedule 3.
18. Self regulatory organisation fee
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(1) A person applying to the Commission for a self regulatory organisation licence under the Act shall pay the application fee set out in Schedule 3.
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(2) If the Commission is satisfied that the applicant has complied with the provisions of the Act, it may grant a self regulatory organisation licence on payment by the applicant of the licence fee set out in Schedule 3.
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(3) On application for renewal of a self regulatory organisation licence the Commission may, if satisfied that the applicant has complied with the provisions of the Act, grant the renewal on payment by the applicant of the annual renewal licence fee set out in Schedule 3.
19. Registration of corporate issuers fee
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(1) An existing public company required to file a registration statement with the Commission under the provisions of the Act, shall pay the registration fee set out in Schedule 3.
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(2) A company which proposes to issue securities to the public and is required to file a registration statement with the Commission under the provisions of the Act shall pay the registration fee set out in Schedule 3.
20. Authorisation of collective investment scheme fee
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(1) The Commission may, if it is satisfied that an application for the authorisation of a collective investment scheme is in accordance with the Act and the Securities (Collective Investment Scheme) Regulations, grant the authorisation of the scheme on payment by the applicant of the authorisation fee set out in Schedule 3.
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(2) On application for renewal of the authorisation of a collective investment scheme, the Commission may, if satisfied that the applicant has complied with the Act and the Securities (Collective Investment Scheme) Regulations, grant the renewal on payment by the applicant of the annual renewal authorisation fee set out in Schedule 3.
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(3) When making an application to the Commission for the authorisation of a collective investment scheme, the applicant shall pay the application for authorisation fee set out in Schedule 3.
21. Waiver of fees
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(1) If the Commission considers it appropriate in the exceptional circumstances of a particular case, the Commission may in its discretion waive payment of all or part of the fee which would otherwise be payable under these Regulations.
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(2) If it appears to the Commission that, owing to the exceptional circumstances of a particular case, the retention by the Commission of a fee which has been paid would be inequitable, the Commission may in its discretion refund all or part of the fee.