SFC LICENSING FOR FINANCIAL MARKET PLAYERS
In an evolving financial market where regulatory requirements continue to grow more complex, navigating the Securities and Futures Commission (“SFC”) licensing process demands an understanding of the specific content of applicable laws, regulations and industry practices, as well as deep experience with regulatory practices. As part of our renowned Financial Services Regulatory practice, our SFC licensing lawyers have the necessary technical background and regulatory experience to guide clients through licensing applications under the Securities and Futures Ordinance (SFO) and the Anti-Money Laundering and Counter-Terrorist Financing Ordinance (“AMLO”) and to meet ongoing regulatory requirements following successful license applications.
Our reach extends from hedge fund managers to wealth managers, encompassing both seasoned market players and ambitious start-ups. Consistently recognized by IFLR1000, Legal 500, and more, we are committed to excellence, ensuring compliance and fueling growth.
Leveraging more than twenty years of experience serving clients in the financial sector, our firm has carved out a formidable standing as the preferred organisation for businesses in search of tailored and inventive legal guidance.
GETTING THE DEAL DONE
Understanding Contact Us
We clarify what activities fall under "regulated activities" under the SFO or “virtual asset services” under the AMLO, helping you understand whether your business or representatives are subject to licensing requirements.
License Contact Us
We evaluate whether an SFC license is required and if so, help to determine the specific license needed. We advise on how to meet licensing requirements, to ensure a smooth application process.
Personnel Contact Us
We advise on the personnel required for an SFC licensed corporation, such as responsible officers (ROs) and managers-in-charge (MICs), including on the credentials required to meet regulatory competency requirements.
Application Contact Us
We simplify the process of applying for an SFC license, including the regulatory requirements and expectations, including compliance with “fit and proper” standards, competency requirements under the Code of Conduct for Persons Licensed by or Registered with the SFC (“SFC Code of Conduct”), the Fit and Proper Guidelines and the Guidelines on Competence, and capital requirements under the Securities and Futures (Financial Resources) Rules (“FRR”).
FREQUENTLY ASKED QUESTIONS
To find out more about how we can assist in an SFC licence application, we set out below a list of common enquiries we receive from clients and our approach to addressing these enquiries.
Q1: Does my business activities constitute “regulated activities”? What type of SFC license do I need? Do I qualify for any exemptions from SFC licensing?
We will discuss your planned business activities and assess how the regulatory framework applies. We routinely handle licensing applications so we have a solid understanding of when the SFC normally expects a license and the type of license the SFC will likely require.
At the same time, we routinely represent clients in SFC enquiries and SFC investigations where the SFC alleges breach of licensing requirements. As a result, we understand the precise boundaries of the licensing requirements under the SFO and where those boundaries and the SFC’s normal expectations diverge, enabling us to advise clients on the availability of exemption from licensing.
Q2: Do I qualify as a responsible officer (“RO”)? How do I meet the responsible officer requirements? Is there a specific RO test? Am I eligible for any exemptions from the SFC licensing exam?
We will review the credentials of each responsible officer candidate and advise on the likelihood of the SFC approving him or her as a responsible officer and the conditions, if any, which the SFC may impose upon him or her in giving this approval.
Where the candidate is a borderline candidate for meeting SFC published competency requirements, we advise on how best to present the case for approval. We advise on whether exemptions may be available from examinations and if such exemptions may be available, we advise on how best to present any application for exemption.
As we routinely handle SFC licensing applications, we have a clear understanding of SFC practices and expectations.
Q3: How do I improve the chance of a successful SFC license application? How do I show that my firm and myself will be ready to comply with ongoing regulatory obligations if licensed?
The ability of an applicant to demonstrate to the SFC that it not only understands its regulatory obligations, but also how it can comply with those obligations dramatically increases the probability that a licensing application will be granted.
The regulations governing the ongoing operation of SFC licensed corporations and registered institutions are complex. It is not uncommon even for experienced investment professionals to miss or misunderstand the full range of regulatory requirements that could apply to their proposed business.
We have extensive background in these regulations. We review the proposed business activities and determine what regulatory requirements will apply and how the applicant can meet those requirements.
We prepare the business plan and the compliance manual that will form part of the application, thereby setting up the systems, policies and procedures that will help you comply with regulatory requirements and SFC expectations. We can prepare the full range of other policies and procedures which the SFC may expect the applicant to have in place.
We ensure that all the necessary forms are completed. We look at the application holistically to understand what areas of concern the SFC may have and we pre-empt those concerns, thus maximizing the probability of a quick and smooth application process.
Our legal team has been recognised by:
“Rising Star Partner”
“Securities Expert of the Year”
AML and Conduct of Business Compliance Review for Global Private Bank
Hong Kong counsel to a global private bank with over US$70 billion of assets under management in respect of a major review and revision of anti-money laundering compliance policies and procedures as well as policies and procedures to comply with SFC conduct of business requirements.