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SERVICE
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INTRODUCTION TO SECURITIES LICENSEES LICENSE
A Labuan securities licensee provides investment advice or administrative services, in respect of securities for the purposes of investment and dealing in securities, which is its principal activity. For an Islamic securities licensee, its operation shall comply with Shariah principles.
In addition, the Labuan securities licensee is not allowed to hold clients’ monies or assets.
The permissible activities of a Labuan securities licensees licenses may include:
（A）Investment advices
- Providing advice concerning securities including the issuance or promulgation of research report and analysis.
- Providing consultancy and advisory services relating to corporate finance and financial planning matters for corporate clients.
- Conducting and analysis making recommendations relating to investment based on client’s investment objectives and financial situation.
（B）Administrative services
- Making submissions on behalf of clients to Labuan FSA in respect of securities including any other reporting requirements.
- Issuing any documents which are deemed to be a prospectus under the LFSSA/LIFSSA and the Labuan Companies Act.
（C）Dealing in securities
- Quoting two-way prices and dealing in securities.
- Arranging for the sale or purchase of securities including that are not listed on a stock market or a stock exchange, issued by, belonging to or on behalf of clients.
- Other activity permitted under section 2 of LFSSA or LIFSSA.
Part V of the Labuan Islamic Financial Services and Securities Act 2010 provides for the licensing of Islamic securities licensees with the same scope of business as per securities licensees above. In addition, Islamic securities licensees shall also comply with the following requirements:
- Carry on business in compliance with Shariah principles.
- Appoint qualified person(s) to its internal Shariah Advisory Board and notify Labuan FSA in writing of the appointment.
Permitted activities
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Eligibility
An eligible applicant to carry on business as a Labuan securities licensee may include:
- An individual who holds relevant degree or professional qualification. Labuan FSA may also consider an applicant with at least minimum qualification of diploma holder and 3 years’ relevant experience in capital market or experience as specified in 1.2 permitted activities.
- A licensed/approved individual who undertakes such services as specified in 1.2 permitted activities, from relevant regulatory and supervisory Authority or a jurisdiction who is a member of the International Organization of Securities Commission (IOSCO).
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Application Requirements
The submission should include the following:
- Submit the application form and all the relevant supporting documents.
- Provide a business plan covering the business intentions, types of services to be provided, target market, revenue projections, expected profit and loss, and manpower, including the equity structure of company in regard to the percentage of shareholding.
- Demonstrate the existence of both adequate financial resources and insurance coverage:
- Maintain a minimum paid-up capital unimpaired by losses of MYR150,000 equivalent in any foreign currency throughout its operation. In addition, based on the securities licensee’s risk management assessment, additional capital may need to be injected to commensurate its risk profile as well as the nature and complexity of its business.
- Maintain a professional indemnity insurance policy with coverage of not less than MYR1,000,000 or its equivalent in any foreign currency throughout its operations.
- Adhere to requirements to provide additional information to Labuan FSA for the purpose of processing the application.
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Operational Requirements
Maintain a registered office in Labuan and ensure that the business must be carried on in, from or through Labuan. For a Labuan securities licensee that plans to establish a marketing office in Malaysia, the Guidelines on the Establishment of Labuan Marketing Office issued by Labuan FSA should be observed.
Ensure that the applicant for the Labuan securities licensee, the director(s) and principal officer including any other relevant persons, meet the requirements of the Guidelines on Fit and Proper Person Requirements issued by Labuan FSA.
Conduct its business with due diligence and sound principles, and maintain adequate and proper records and books of accounts in Labuan, in line with the Directive on Accounts and Record-keeping Requirement for Labuan Entities issued by Labuan FSA and indicate clearly its name and license or registration number on its letterhead, stationery and other documents.
Establish adequate internal policies and procedures for its operations, compliances, internal controls, corporate governance and risk management, including the business continuity plan. These have to be regularly reviewed to ensure that they remain appropriate, relevant and prudent.
Appoint an approved external auditor to carry out an annual audit of its accounts, in respect of the business operations pursuant to Section 174 of the LFSSA and Section 135 of the LIFSSA.
For Islamic securities licensee, appointment of a qualified person to its internal Shariah Advisory Board is required to ensure that its management and operation are in compliance with Shariah principles. In this regard, the Directive on Islamic Financial Business in Labuan IBFC shall also be observed.
Notify Labuan FSA in writing for the following:
- Any amendment or alteration to any of its constituent documents within thirty days of the changes being affected, including its business plan.
- For Islamic securities licensee, notification is required within thirty days from the appointment of its internal Shariah Advisory Board.
Obtain prior approval from Labuan FSA for any appointment of director(s) and shareholder(s).
The submission should include the following
Comply with relevant laws and regulations of the jurisdiction where it intends to operate in including obtaining the necessary approval.
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Market Conduct and Practices
A Labuan securities licensee must adhere with the following requirements to promote market integrity and investors’ confidence:
Integrity and fair dealing
（1）Conduct its business with integrity and fair dealing to avoid misleading and deceptive acts or representation.
（2）Conduct its business in a manner that promotes a fair and orderly market.
（3）Avoid any conflict of interest arising or, where a conflict arises, should ensure just treatment to all their clients by disclosure, internal rules on confidentiality or other accepted practices as deem fit.
Skills, care and diligence
（1）Conduct its business with due care, skill and diligence.
（2）Act competently and diligently, in regard to all transactions between themselves and their clients.
（3）Demonstrate that the advice provided, or exercise of discretion, are appropriate for the clients.
Acting in client’s interest
（1）Act in the best interest of its clients and must not jeopardise or prejudice clients’ interests.
（2）Provide relevant information to its clients in a manner that is fair, accurate and timely.
Complaints management
（1）Have procedures in place to deal with clients’ complaints effectively and fairly through a simple and equitable process. These procedures should be well disclosed and easily accessible.
（2）Details of the complaints, responses and any action taken must be recorded and maintained by the Labuan securities licensee.
Compliance
（1）Establish proper compliance function pursuant to the Guidelines on Compliance Function for Labuan Licensed Entities to ensure its business complies with the relevant directive, guidelines and reporting requirements issued by Labuan FSA from time to time.
（2）Ensure compliance with the Guidelines on Anti-Money Laundering and Counter Financing of Terrorism.
（3）Ensure proper policies and procedures are in place to ensure a sound compliance framework which safeguards clients’ interests.
（4）Take reasonable care to organize and control its affairs responsibly and effectively, with adequate risk management and supervisory system.
There is a processing fee payable to Labuan FSA for the license application. In addition, an annual fee of USD 1,500 is payable to Labuan FSA upon the grant of license. The subsequent payment of annual fee is payable not later than 15 January of each year.
Fees