Securities & Futures Commission of Hong Kong

Application procedures

 

New licence or registration

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Completing the application form

If you wish to apply for a licence or registration, you should submit your application to the SFC through the following channels:

  • All individual-related applications should be submitted through the SFC Online Portal (https://portal.sfc.hk). If you do not have a portal account, you may open a Self-registered Account for submitting your online licensing application forms. A user guideonline demoFAQs and practical tips of the SFC Online Portal are available on the SFC’s website.

  • Corporate applications may be submitted using paper forms published on the SFC’s website or via the SFC Online Portal. For an individual substantial shareholder or responsible officer whose application is a necessary component of a corporate application, the application may be submitted together with the corporate application in paper form.

If you wish to submit a corporate application in paper form, application forms (in pdf format) can be downloaded from the SFC’s web site under the section Licensing: application & notification forms. Please also see "Required application forms and supplements for applications for new corporate licence/registration" below on the required forms and supplements for various kinds of applications.

In the application forms concerning licensed corporations, registered institutions or responsible officers, the applicants are required to declare that the relevant board of directors has passed a resolution approving the application. It would be acceptable if the board of directors has passed a resolution authorizing a specified committee or person to approve the application and that committee or person has so approved the application.

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Submitting the application

Before submitting your application, please check that you have provided everything that we need to process your application. In particular, you should:

  • answer every question in the application form, supplement(s) and questionnaires, where applicable; and
  • provide all necessary supporting documents, preferably by submission of electronic copies through the SFC Online Portal.

If submitted online, you will upon our acceptance of your application receive a portal message requesting payment of the required application fee (for individual applications, please avoid duplicate payments by the firm as well as the individual applicant). An online payment facility is provided on the SFC Online Portal. In case of paper submission, please enclose (together with the application documents) a cheque payable to “Securities and Futures Commission” for the required application fee (as shown in the table below).

Type of application

Type of regulated activity (RA)

Application fee amount

Licensed corporation (LC)

Types 1, 2, 4, 5, 6, 7, 8, 9, 10

$4,740 per RA

Type 3

$129,730

Temporary licensed corporation

Types 1, 2, 4, 5, 6, 10

$4,900 per RA

Registered institution (RI)

Types 1, 2, 4, 5, 6, 7, 9, 10

$23,500 per RA

Licensed representative

Types 1, 2, 4, 5, 6, 7, 8, 9, 10

$1,790 per RA

Type 3

$2,420

Provisional licensed representative

Not applicable

$800 per application

Temporary licensed representative

Types 1, 2, 4, 5, 6, 10

$1,850 per RA

Approval to become responsible officer

 

Types 1 through 10

$2,950 per RA

For paper submission, you may submit your application package:

  • in person to the SFC’s office; or
  • by post to the Licensing Department of the SFC.
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Responsibilities of licensed corporation supporting an individual licence application

An application by an individual seeking to be licensed as a representative and/or approved as a responsible officer, is made to the SFC jointly by the individual and the licensed corporation to which he/she is, or is proposing to become, accredited. It is the responsibility of the individual to ensure that the information provided in support of his/her application is neither false nor misleading, and the responsibility of the licensed corporation to verify this and to endorse the application.

Because the licensed corporation is responsible for verifying the accuracy of the supporting information, the SFC requires that communications concerning any such application are conducted directly between the SFC and the licensed corporation or its professional services provider, if any. This ensures that the information comes from a single source and avoids situations in which an individual applicant provides information that the licensed corporation is unaware of and has not had the opportunity to verify or endorse. This means that licensed corporations must work closely with individual applicants to ensure that they are fully aware of all communications from the SFC and that any information provided to the SFC in support of such applications is neither false nor misleading.

The SFC will enter into direct communication with individual applicants only in exceptional circumstances, for example, where the communication concerns a matter of a criminal or regulatory nature in relation to which an individual has a legal obligation or entitlement to maintain confidentiality to the exclusion of the licensed corporation.

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Return of application

We may return your application if it is incomplete and/or it has unresolved fundamental issues. You may re-submit it later with additional documents and/or information for our re-consideration and further processing. Examples of situations in which we may return your application are:

  1. You have not applied for the appropriate type(s) of regulated activity.

  2. You have not completed the required forms, supplements and questionnaires, or have not provided necessary supporting documents.

  3. You have not provided explanations as to why you are fit and proper to be licensed in the light of your “Yes” answer to any question in the following sections of the respective forms or supplements:

    • Disciplinary Actions and Investigations
    • Financial Status
    • Character
    • Mental Health (for individuals only)

  4. You do not appear to have met the competence requirements set out inGuidelines on Competence. (Note: Section 4/Appendix A and section 5/Appendix B of the Guidelines set out the competence requirements applicable to corporations and individuals respectively for licensing purposes. If there are exceptional circumstances which you would like us to take into account in your application, please provide us with further information.)

  5. You indicated that you are required to have an employment visa in Hong Kong to carry out the proposed regulated activities but you have not applied for it.

  6. You are a director (as defined under Schedule 1 to the SFO) of your proposed accredited principal and only apply to be its licensed representative but not responsible officer.

  7. You have not provided sufficient information on your proposed business and operational workflow.

  8. You do not have at least two proposed responsible officers who appear to have met the competence requirements (with one of them being fully competent) for each regulated activity that you intend to carry on.
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Withdrawal of application

You may choose to withdraw your application prior to the approval or refusal of the application by the SFC. In such circumstances, the application fee will not be refunded.

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Processing time

The processing of an application submitted to the SFC by a new industry participant normally takes approximately:

  • 7 business days (for a provisional licensed representative application);
  • 8 weeks (for a normal licensed representative application);
  • 10 weeks (for a responsible officer application); or
  • 15 weeks (for a licensed corporation application).

The time it takes to process an application may vary depending on a number of factors such as:

  • the types of service or product you propose to provide;
  • the quality and completeness of your application;
  • the quality of the supporting documents;
  • subsequent changes made to your application concerning, for instance, business scope, substantial shareholders, responsible officers and MICs;
  • the time taken for individual applicants to obtain Hong Kong employment visas, where applicable;
  • the time taken for capital injection to meet the financial resources requirements;
  • the time taken for other regulatory bodies to respond to our vetting requests, where applicable;
  • your response time to provide any further information requested during the assessment process; and
  • the number of applications we are processing at any particular time.
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Refusal of application

We will refuse your application if you do not meet the statutory licensing requirements or you fail to satisfy us that you are a fit and proper person to be licensed or registered. Before we refuse your application, you will be given an opportunity to be heard (section 140 of the SFO). Any representations that you make will be carefully considered before we reach our final decision. If we refuse your application, you may, within 21 days, apply to the Securities and Futures Appeals Tribunal for a review of our decision (section 217 of the SFO). Please address your correspondence relating to the review to:

The Secretary to the Securities and Futures Appeals Tribunal
38th Floor, Immigration Tower
7 Gloucester Road
Wanchai
Hong Kong

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Approval of application

Once all licensing requirements are met and the SFC is satisfied that you are fit and proper, we may grant you a licence or registration (as the case may be). You will be notified of the approval in writing.

For a licensed corporation or registered institution, a licence certificate or a certificate of registration will be posted by registered mail. No licence certificates are issued to individual licensees.

For individual licensees, the SFC will only issue approval letters by e-mail. To ensure receipt, you should promptly update the SFC of changes to your e-mail addresses.

The approval dates of an individual’s licence, type(s) of regulated activity, and accreditation to principal(s) can be found in the public register on the SFC web site.

You may refer to the public register on the SFC web site to confirm that your licence/registration status and related particulars are correctly reflected. Please notify the SFC immediately if there is any discrepancy.

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Further guidance for licensed corporations

Complaints officer or emergency contact person

An unlicensed staff member can be nominated as a complaints officer or an emergency contact person of a licensed corporation. For group companies, it is preferable that the emergency contact person should have sufficient authority and be familiar with the overall affairs of the group.

Notification of financial year end

As a licensed corporation, you are required to notify the SFC of your financial year end within one month upon the grant of your licence (section 155(1)(a) of the SFO).

Bank account information

As required by the Securities and Futures (Licensing and Registration) (Information) Rules, the SFC will not grant a licence to a corporate licence applicant unless it has provided details of its bank account information. You are normally not required to provide your bank account details up front when you submit your application. However, such information must be provided to the SFC before your application is approved.

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Further guidance for licensed representatives (including responsible officers)

Responsible officers not having any actual duties

Responsible officers of a licensed corporation should have sufficient authority to supervise the business of regulated activity in the licensed corporation. It is not acceptable to hire responsible officers in name only, where those responsible officers in reality do not participate in the supervision of the business activities of a licensed corporation, or they lack sufficient authority to do so.

For further information, please refer to the “Circular to Licensed Corporations on Responsible Officers and Substantial Shareholders”.

Responsible officers must be licensed representatives

Only licensed representatives can apply for approval to become responsible officers. However, in practice, a person may apply to be a licensed representative and for approval as responsible officer contemporaneously.
 
A person cannot be provisionally approved to be a responsible officer. However, this does not preclude an applicant who has been granted a provisional licence as a representative from submitting an application also to be a responsible officer. The SFC will consider the responsible officer application in parallel with the earlier application for a full representative’s licence.

Accreditation to specified principal(s)

As a licensed representative, you can only act for the licensed corporation(s) to which you are accredited, i.e. your principal(s), in carrying out your licensed regulated activity or activities.

Cessation of accreditation

When you cease to act for your principal(s), the relevant principal(s) should, within 7 business days after such cessation, notify the SFC of the cessation (section 123(1)(a) and (b) of the SFO) through the SFC Online Portal.

Transfer of accreditation

Upon ceasing to act for your principal(s), you may apply for a transfer of accreditation through the SFC Online Portal within 180 days after the cessation in order to act for another licensed corporation. It takes approximately seven business days to process an application for transfer of accreditation to carry on the same type(s) of regulated activity for which you were licensed immediately prior to your cessation.

Disclosure of warning record

If you have previously received a warning from a regulator (regardless how long the warning was given), you should disclose such a warning record in the application form to enable the SFC to make an assessment on a fully informed basis.
 
If you disclose to your employer (i) the fact that you have previously received a warning letter from the SFC and (ii) the contents of the warning letter, the SFC is of the view that such a disclosure does not breach any secrecy provisions in the SFO.

Disclosure of convictions that were spent, dismissed or expunged

If you have a conviction which was subsequently spent, dismissed or expunged and where you wish to maintain confidentiality in relation to such conviction, you may check “No” to relevant questions in the disciplinary actions, investigations and character sections of your application form. However, you are obliged to disclose details of the offence(s) involved and the relevant conviction to the SFC.

The protection under the Rehabilitation of Offenders Ordinance (Cap 297) does not apply to proceedings relating to a person’s suitability to be granted a licence. You are therefore required to provide the relevant details in a separate submission, which you must sign, date and send directly to the SFC, within two business days of the date your application is submitted.

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Further guidance for registered institutions

Complaints officer or emergency contact person

A staff member not being an executive officer or a relevant individual can be nominated as a complaints officer or an emergency contact person of a registered institution. For group companies, it is preferable that the emergency contact person should have sufficient authority and be familiar with the overall affairs of the group.

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Further guidance for substantial shareholders

Certain substantial shareholders (as defined in section 6 of Part 1 of Schedule 1 to the SFO) are considered not having a “close link” with the corporate licence applicant. To streamline the application process, such substantial shareholders may be allowed to provide less information to the SFC (subject to the SFC’s sole discretion to require additional information and/or documents to be submitted in support of the application). In particular, a “close link” is likely absent if the substantial shareholder:

  1. alone, does not have a direct or indirect interest in the corporate licence applicant as described in section 6 of Part 1 of Schedule 1 to the SFO;  
  2. together with any of its associates, has a direct or indirect interest in the corporate licence applicant as described in section 6 of Part 1 of Schedule 1 to the SFO; 
  3. is and will be controlled or influenced by other existing or potential substantial shareholder(s); and
  4. does not and will not have any involvement in the management and operation of the corporate licence applicant.

The above would similarly apply to substantial shareholder applications made in connection with existing licensed corporations under section 132 of the SFO. For details, please refer to relevant sections in Form D, Supplement A or Supplement B.

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Required application forms and supplements for applications for new corporate licence/registration

The application forms and supplements required for applications for new corporate licence/registration are listed below.

New Licence / Registration Applications

If you

Please submit

Are a corporation which is not currently licensed and would like to apply for a new licence

  • Form A
  • Supplements A and B (as appropriate)
  • Supplement C (at least 2 responsible officers should be nominated), D and E
  • Questionnaire A
  • Questionnaire B (if applicable)
  • Application fee

Are an authorized institution and would like to apply for registration to become a registered institution

  • Form C
  • Copies of application forms for approval to become an executive officer submitted to the HKMA (at least two executive officers should be nominated)
  • Application fee

Change to existing licences or registrations

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General

This page sets out certain changes that require the prior approval of the SFC.  If you are a licensed corporation or a registered institution and intend to make any such changes, you or the person concerned (e.g. the proposed substantial shareholder of a licensed corporation) should lodge an application with the SFC via the SFC Online Portal or by completing the required paper forms (see below). Individual licensees must submit relevant applications through the SFC Online Portal.

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Licensed corporations

Changes to the licences of licensed corporations that require prior approval are listed below. Form B is generally required for these applications. However, for applications concerning substantial shareholders, Form D should be submitted. Submissions can also be made through the SFC Online Portal.

Type of change
(relevant SFO section)

Application fee

Remarks

Addition of regulated activity

(Section 127(1))

Type 3: $129,730

Regulated activity other than Type 3: $4,740 per RA

 

If the application is approved, the licensed corporation should return its old licence to the SFC for amendment or cancellation (as the case may be).

Submission of Supplements C, D and E may be required.

Submission to act as Sponsor

Nil

Submission of Supplements C, D and E may be required.

Reduction of regulated activity

(Section 127(1))

$200 per RA

If you intend to cease conducting the last regulated activity for which you are licensed, you are only required to notify the SFC of the intended change.  No application fee is payable.

Modification or waiver of licensing or registration condition

(Section 134)

$2,000

If the application is approved, the licensed corporation should return the old licence to the SFC for amendment where necessary.

Modification or waiver of “fit and proper” requirements under section 129

(Section 134)

$4,000

 

 

Change of financial year end and/or adoption of period exceeding 12 months as financial year

(Section 155(3))

$2,000

This is applicable to the licensed corporation as well as associated entities of the licensed corporation which are not authorized financial institutions.

If this application is made in conjunction with an application for extension of deadline for submission of audited accounts (under section 156(4)), it should be made at least one month before the relevant deadline.

Extension of deadline for submission of audited accounts

(Section 156(4))

$2,000

This is applicable to the licensed corporation as well as associated entities of the licensed corporation which are not registered institutions.

SFC may grant an extension if it is satisfied that there are special reasons for doing so.  If a licensed corporation or an associated entity anticipates that an extension of the submission deadline may be required, it should submit its application to extend the submission period at least one month before the relevant deadline.

New premises to be used for keeping records or documents

(Section 130)

$1,000

This application is required for any intended new business address.

The fee is payable on a per application basis regardless of the number of premises proposed in an application.

See also: FAQ (Premises for business and record keeping) 

Becoming a substantial shareholder of a licensed corporation

(Section 132)

$3,000

A person (including a corporation) is required to apply for the SFC’s approval before s/he can become or continue to be a substantial shareholder of a licensed corporation

A person, being aware that s/he became a substantial shareholder of a licensed corporation without the SFC’s prior approval should as soon as reasonably practicable and in any event within 3 business days after s/he became so aware, apply to the SFC for approval to continue to be a substantial shareholder of the corporation.

The SFC shall refuse this application unless the applicant satisfies the SFC that the corporation will remain fit and proper to be licensed if the application is approved.

This fee is payable on a per application basis regardless of the number of substantial shareholders proposed and the number of licensed corporations concerned in an application.

The approval (if granted) will initially be valid for 6 months, within which the intended share transfer(s) should be completed.


An applicant not having a “close link” with the licensed corporation may be allowed to provide less information for the application, although the SFC may subsequently require additional information and/or documents to be submitted if deemed necessary.

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Licensed representatives (including responsible officers)

Post-licence applications concerning licensed representatives (including responsible officers) are listed below. Submissions can only be made through the SFC Online Portal.

Type of change
(relevant SFO section)

Application fee

Remarks

Addition of regulated activity

(Section 127(1))

Type 3: $2,420

Regulated activity other than Type 3: $1,790 per RA

 

 

Reduction of regulated activity

(Section 127(1))

$200 per RA

If you intend to reduce the last regulated activity for which you are licensed, you are only required to notify the SFC of the intended change.  No application fee is payable.

Modification or waiver of licensing or registration condition

(Section 134)

$2,000

 

Modification or waiver of “fit and proper” requirements under section 129 of the SFO

(Section 134)

$4,000

 

Addition of accreditation

(Section 122)

$200

This fee is payable on a per application basis regardless of the number of new principals proposed in an application.

Transfer of accreditation

(Section 122)

$200 per RA

If a licensed representative ceases to be accredited to her/his principal, s/he has 180 days to apply for transfer of accreditation to another corporation before revocation of her/his licence.  The SFC has no power to extend this period. 

However, where the representative re-applies for a licence in respect of the regulated activities for which s/he had been licensed within 3 years after resigning from her/his previous position, s/he will not be required to sit the relevant entry examinations.

Licensed representative becoming responsible officer

(Section 126)

$2,950 per RA

Please refer to Responsible officers.

The application fee payable for Type 7 regulated activity is waived if the applicant’s proposed carrying on of Type 7 regulated activity is incidental to the carrying on, or proposed carrying on, of Type 1 or Type 2 regulated activity by that applicant.

 
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Registered institutions

Post-registration applications concerning registered institutions are listed below. Form C should be submitted. Submissions can also be made through the SFC Online Portal.

Type of change
(relevant SFO section)

Application fee

Remarks

Addition of regulated activity

(Section 127(1))

$23,500 per RA

If the application is approved, the registered institution should return its old certificate of registration to the SFC for amendment or cancellation (as the case may be).

Reduction of regulated activity

(Section 127(1))

$200 per RA

If you intend to reduce the last regulated activity for which you are registered, you are only required to notify the SFC of the intended change.  No application fee is payable.

Modification or waiver of licensing or registration condition

(Section 134)

$2,000

If the application is approved, the registered institution should return the old certificate of registration to the SFC for amendment where necessary.

Modification or waiver of “fit and proper” requirements under section 129 of the SFO

(Section 134)

$4,000

 

Substantial change in particulars which necessitates the grant of a new certificate of registration 
(e.g. change in name)

$200

This fee is waived if the change event is related to another application which requires a separate application fee payable to the SFC (e.g. application for variation of regulated activities, application for modification or waiver of registration conditions) or if the relevant notification is submitted through the SFC Online Portal.

Approval of FRR signatory

Please submit:

1. Job title and a description of the proposed signatory's responsibilities

2. Contact information (office, residential, email, phone and fax numbers)

3. Copy of Hong Kong Identity Card or passport

4. Resume detailing the proposed signatory's academic/industry qualifications

5. Organisation chart depicting the position and reporting line of the proposed signatory

6. Written statement by the proposed signatory

7. Written statement by a responsible officer of the licensed corporation

8. Application fee of $6,000 payable to the SFC for each signatory proposed

5.6333 s