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  • Part 5: Part 5: Authorisation Requirements and Process

    • Article 27 - Application

      (1) An Application for an Authorisation may be made to the Regulatory Authority by:
      (C) a body corporate;
      (D) a partnership; or
      (E) an unincorporated association.
      (2) Authorisation constitutes an approval, authorisation or licence for the purposes of Article 11(2) of the QFC Law.
      (3) An Authorised Firm may apply to the Regulatory Authority to vary its Authorisation. A variation may include:
      (A) extending an Authorised Firm's Authorisation to include Regulated Activities other than those in respect of which it al has an Authorisation;
      (B) varying conditions restrictions or requirements imposed on its Authorisation in accordance with Article 29(1) or 31(2); or
      (C) withdrawing its Authorisation in respect of one or more Regulated Activities.
      (4) The Applicant for an Authorisation, variation of an Authorisation or withdrawal of Authorisation as a whole may withdraw its Application by giving the Regulatory Authority notice at any time before the Regulatory Authority determines the Application.
      Amended by QFC Reg 2010-2 (as from 9th December 2010)

    • Article 28 - Form and content of Application

      (1) An Application for an Authorisation or variation or withdrawal of an Authorisation shall be in such form and contain such information as may be prescribed by the Regulatory Authority from time to time.
      (2) The Regulatory Authority may waive all or any part of its generally adopted requirements as to form and contents either in individual cases or generally, provided it is satisfied in either case that:
      (A) materially similar, up-to-date information is provided in other documentation al issued or completed by the Applicant;
      (B) such information is not necessary in the light of any registration or authorisation the Applicant may have in a jurisdiction outside the QFC; or
      (C) such information is not considered by the Regulatory Authority to be relevant in the context of any particular Application.
      (3) The Regulatory Authority may require the Applicant to provide further information which the Regulatory Authority reasonably requires to be able to decide whether to approve an Application to which Article 28 relates.
      (4) If at any time between the making of the Application and the grant of the Authorisation, variation or, as the case may be, withdrawal, the Applicant or the signatories to the relevant Application become(s) aware of a material change which is reasonably likely to be relevant to the Application under consideration by the Regulatory Authority, the Applicant or signatories (as the case may be) shall inform the Regulatory Authority of such a change without delay.
      Amended by QFC Reg 2010-2 (as from 9th December 2010)

    • Article 29 - Grant of Authorisation, variation or withdrawal and rejection of an Application

      (1) The Regulatory Authority may:
      (A) grant an Application for an Authorisation, variation or withdrawal of an Authorisation either without conditions, restrictions or requirements or with such conditions, restrictions or requirements as it considers appropriate; or
      (B) reject the Application.
      (2) The Regulatory Authority may make Rules setting out the criteria which an Application for an Authorisation, or for variation or withdrawal of an Authorisation, must satisfy before an Application can be granted by the Regulatory Authority. Such criteria shall include requirements (as appropriate) relating to:
      (A) the fitness and propriety of an Applicant having regard to all the circumstances, including his connection with any Person, the nature of any Regulated Activity that he carries on or seeks to carry on and the need to ensure that his affairs are conducted soundly and prudently;
      (B) the legal form that an Applicant must adopt;
      (C) the resources of the Applicant, whether financial or otherwise;
      (D) the Applicant's systems and controls;
      (E) the location of the Applicant's offices;
      (F) in the case of an Application for a withdrawal, the interests of the clients or customers of the Authorised Firm, and the effective supervision of the Financial System; and
      (G) the Regulatory Authority's ability to effectively supervise the Applicant or Authorised Firm.
      (3) In considering an Application for an Authorisation or to vary or withdraw an Authorisation, the Regulatory Authority may have regard to any person appearing to it to be, or likely to be, in a contractual relationship with the Applicant or connected with the Applicant.
      (4) An Authorisation or variation of an Authorisation may only be granted if the Applicant is at the time the Application is granted or immediately thereafter, a QFC Entity, or otherwise has registered a place of business in the QFC with the CRO and has a Licence issued by or on behalf of the QFCA.
      (5) Without limitation to Article 29(2)(G), if the Applicant has Close Links with another Person, the Regulatory Authority must be satisfied in considering an Application for Authorisation or variation of an Authorisation:
      (A) that those links are not likely to prevent the Regulatory Authority's effective supervision of the Applicant; and
      (B) if it appears to the Regulatory Authority that such other Person is subject to the laws, regulations or administrative provisions of a jurisdiction outside the QFC, that neither those provisions, nor any deficiency in their enforcement, would prevent the Regulatory Authority's effective supervision of the Applicant.
      (6) Where the Regulatory Authority:
      (A) grants an Application for Authorisation or variation or withdrawal of an Authorisation, the Regulatory Authority must notify the Applicant accordingly; or
      (B) rejects an Application for Authorisation or variation or withdrawal of an Authorisation, the Regulatory Authority shall promptly inform the Applicant in writing of such refusal and, where requested by the Applicant, the reasons for such refusal, and of the Applicant's right to appeal that decision to the Appeals Body.
      (7) Where the Regulatory Authority grants an Application for Authorisation or variation of an Authorisation, it must also notify the Applicant of the Regulated Activity or Regulated Activities that may be carried out following such grant (and of any restriction, condition or requirement imposed on the Applicant) in a format which the Regulatory Authority considers appropriate.

    • Article 30 - Status of Authorisation

      (1) An Authorisation granted pursuant to this Part is not transferable.
      (2) If the Authorised Firm is a partnership or an unincorporated association:
      (A) it is authorised to carry on the Regulated Activities concerned in the name of the partnership or unincorporated association; and
      (B) its Authorisation is not affected by any change in its membership.
      (3) Article 30(2)(B) is subject to the requirements as to the approval of and notification of Controllers and changes of control contained in Part 6.

    • Article 31 - Own initiative action by the Regulatory Authority

      (1) The Regulatory Authority may exercise any of the powers or take any of the steps set out in Article 31(2) at any time where it considers it appropriate to do so in accordance with the Regulatory Objectives, including where it is satisfied that:
      (A) an Authorised Firm is failing, or is likely to fail, to satisfy the criteria referred to in Articles 29 (2)-(5) (Grant or Rejection of Applications for Authorisation, variation or withdrawal);
      (B) an Authorised Firm has failed, during a period of at least 12 months, to carry on a Regulated Activity for which it has an Authorisation;
      (C) it is desirable to take such steps to exercise such power in order to protect the interests of clients or customers of an Authorised Firm or the Financial System;
      (D) an Authorised Firm is in breach of, or has been, in breach of one or more conditions, restrictions or requirements applicable to its Authorisation;
      (E) an Authorised Firm is (or has been) otherwise in breach of the QFC Law, these Regulations or any Rules or other relevant legislation;
      (F) an Authorised Firm is in breach of a requirement under Part 6 (Controllers); or
      (G) a request has been received from an Overseas Regulator in accordance with Article 20 (International Relations and Co-operation).
      (2) The powers and steps referred to in Article 31(1) are, by written notice to the Authorised Firm, to:
      (A) impose or vary such conditions, restrictions and requirements on an Authorisation as the Regulatory Authority shall consider appropriate;
      (B) require a Person specified in the condition, restriction or requirement to take or refrain from taking such action as the Regulatory Authority considers appropriate; or
      (C) withdraw the Authorised Firm's Authorisation or vary its Authorisation to remove one or more Regulated Activities.
      (3) Subject to Article 31(4), the Regulatory Authority may only exercise powers or take steps pursuant to Article 31(2) where it has provided the relevant Authorised Firm beforehand with an appropriate opportunity to make representations to the Regulatory Authority in relation to the proposed steps and has given due consideration to those representations in determining the steps to be taken.
      (4) The requirement on the Regulatory Authority under paragraph 31(3) above shall not apply:
      (A) where the Regulatory Authority concludes that any delay likely to arise as a result of the requirement to allow representations contained in Article 31(3) is prejudicial to the interests of the clients or customers of the Authorised Firm, or the Financial System (provided in such case that the Regulatory Authority shall provide the Authorised Firm with an opportunity to make such representations promptly after such powers have been exercised or steps taken and shall give due consideration to such representations); or
      (B) the powers to be exercised or steps to be taken follow a determination by the Regulatory Authority pursuant to Part 9 (Disciplinary and Enforcement Powers) or a decision by the Appeals Body or Tribunal relating to or affecting the Authorised Firm in question.

    • Article 32 - Right to refer matters to the Appeals Body

      Any decision made by the Regulatory Authority pursuant to Articles 29 or 31 may be referred to the Appeals Body by the Applicant or Authorised Firm to which the decision relates.

    • Article 33 - Enforceability of agreements

      (1) An agreement made in the course of carrying on a Regulated Activity by a Person who is not an Authorised Firm shall be unenforceable against the other party to the agreement.
      (2) The other party to the agreement may apply to the Tribunal to recover:
      (A) any money paid or property transferred by him under the agreement; and
      (B) compensation for any loss suffered by him as a result of such payment or transfer.
      (3) If the other party chooses not to perform his obligations under the agreement or recovers any money paid or property transferred by him under the agreement, he shall repay any money or property received by him under the agreement.
      (4) Where property transferred under the agreement has been transferred to a third party, references in this Article 33 to such property shall be interpreted as references to the value of the property at the time of the transfer under the agreement.
      (5) If the Tribunal is satisfied that:
      (A) the Person referred to in Article 33(1) reasonably believed that he was not in breach of the Authorisation requirement set out in Article 11(2) of the QFC Law, and
      (B) it is just and equitable in all the circumstances to do so,
      the Tribunal may make an order declaring that the agreement referred to in Article 33(1) shall be upheld and that money and property paid or transferred under the agreement be retained, or otherwise dealt with in such way as the Tribunal shall determine.