SFC Licensed Corporation Application

Professional Financial Advisory Services

Licensed corporations under the SFC are the primary type of licensed intermediaries. We assist with all 13 categories of regulated activities (RAs).

Key Requirements for Corporate License Application

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Incorporation: Applicant must be a company incorporated in Hong Kong or an overseas company registered with the Companies Registry under Part 16 of the Companies Ordinance.

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Capital Requirements: Minimum liquid capital and paid-up share capital vary by RA (see table below for reference).

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Management and Governance: Robust internal controls, include but not limited to segregation of duties, risk management, and proper manager-in-charge (MIC) structure.

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Premises and Operations: Secure and suitable office premises in Hong Kong, with adequate IT systems and business continuity plans.

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Fit and Proper Assessment: Applies to the corporation, substantial shareholders, directors, and ROs. Factors include criminal records, disciplinary history, and relevant experience.

Responsible Officer (RO) Requirements

Responsible officer (“RO”), in relation to a licensed corporation, means an individual who is approved by the SFC under section 125 of the SFO as a RO of the licensed corporation. A RO of a licensed corporation is also a licensed representative of that corporation for the regulated activities under his or her supervision.

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Number of RO Required: At least two ROs per RA, with at least one being an executive director of the corporation. This ensures continuous supervision; additional ROs may be needed for complex operations.

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Relevant Industry Experience: At least 3 years over past 6 years. For certain RAs (e.g. Type 6 if apply with takeovers codes; VA-related License etc.) additional experience is required.

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Local regulatory framework paper (“LRP”) Requirements: ROs must pass related Exam Papers, set out in clause 4.2.3.1 of the Guidelines on Competence.

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Role and Responsibility: ROs must be available at all times to oversee the RA, demonstrate industry knowledge.

Minimum Paid-up Share Capital and Liquid Capital Requirements

RAs NumberRAsMinimum Paid-up Share Capital (HKD)Minimum Liquid Capital (HKD)
1As approved introducing agentN/A500,000
1Provides securities margin financing; or Acts as custodian of private OFC10,000,0003,000,000
1in any other case5,000,0003,000,000
2Acts as approved introducing agent, trader, or futures non-clearing dealer.N/A500,000
2in any other case5,000,0003,000,000
3As approved introducing agent5,000,0003,000,000
3in any other case30,000,00015,000,000
4Not hold client assetsN/A100,000
4in any other case5,000,0003,000,000
5Not hold client assetsN/A100,000
5in any other case5,000,0003,000,000
6Act as sponsor; and hold client assets10,000,0003,000,000
6Act as sponsor; and not hold client assets10,000,000100,000
6Not act as sponsor; and hold client assets5,000,0003,000,000
6Not act as sponsor; and not hold client assetsN/A100,000
7N/A5,000,0003,000,000
8N/A10,000,0003,000,000
9Not hold client assetsN/A100,000
9in any other case5,000,0003,000,000
10Not hold client assetsN/A100,000
10in any other case5,000,0003,000,000
11N/A(To be determined)(To be determined)
12N/A(To be determined)(To be determined)
13N/A10,000,0003,000,000

Virtual Asset-Related Activities

Virtual assets (“VAs") include cryptocurrencies and tokens that may or may not qualify as securities under the SFO. Table below fall under existing RAs but have Virtual asset-related activities:

Regulated Activities (RAs)Virtual Asset-related Activities
RA1 and RA7*Operating a Virtual Asset Trading Platform (“VATP”)
RA1*Providing VA Dealing Services under an Omnibus Account Arrangement
RA1*Acting as an Introducing Agent for a VATP
RA4*Providing VAs Advisory Services
RA9*Managing Portfolios that Invest More than 10% in VAs
RA9#Managing Portfolios that Invest Less than 10% in VAs

*subject as licensing condition

#not subject as licensing condition

Before You Start

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Define a shareholding structure and incorporate a Hong Kong limited company.

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Appoint 2 proposed ROs who meet the competence requirements.

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Establish the organizational structure and MICs of Core Functions.

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Develop your business plan and line of business.

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Design the internal controls that fits your proposed business.

Timeline

Under normal circumstances, the entire process takes approximately 5 to 9 months.

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Preliminary Preparations: Approximately 1 to 2 months.

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RO Recruitment (if needed): Approximately 1 month.

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SFC Review: Upon submission, typically 4 to 7 months. timeframe may extend based on factors including complexity and volume of applications.

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