Seychelles Securities Dealer License

Pre-application Planning
We start by incorporating a Seychelles International Business Company (IBC) which will be the entity to be licensed. This company will need a unique name (often including words like “Capital”, “Markets”, etc., since standard broker-related names are acceptable). We reserve the name and draft the Memorandum & Articles of Association with the appropriate clauses allowing securities dealing activities. At incorporation, we usually put a nominal capital (e.g., $50,000 or higher) because the paid-up capital needs to reach $50k before licensing. The IBC incorporation is quick, usually 1-2 days.

Gathering of Required Documents
For the license application, the FSA requires a comprehensive set of documents. Key ones include:

 

• Detailed Business Plan
  Explaining your brokerage model – e.g., will you be a market maker or STP? Target markets, marketing plan, revenue model (spreads, commissions, etc.), projected financials for 3 years. It should also list the types of instruments you’ll offer (forex, indices, commodities, crypto CFDs, etc.) and on what platforms (MT4/MT5 or others).
   

• CVs and Due Diligence for Principals
  You must provide CVs, passport copies, proof of address, police clearance for directors, shareholders (above certain threshold, often 10%+), beneficial owners, and key officers (like the compliance officer, if appointed separately). The FSA wants to ensure management has relevant experience in finance/trading and clean backgrounds. If experience is lacking, adding an advisory director or undergoing training can be solutions.
   

• Auditor’s Consent
  You need to appoint a local authorised Seychelles auditor or an international auditor approved in Seychelles. A letter of consent from the auditor to act for your company is usually required.
   

• Compliance and AML Manuals
  The FSA expects an AML/Combatting Financing of Terrorism manual tailored to your business (how you will onboard clients, risk-rate them, monitor transactions, report suspicious activity to FIU, etc.). Also, a compliance manual covering how you’ll comply with the Securities Act and FSA rules (e.g., record-keeping, fair marketing, etc.). We draft these in line with Seychelles regulations.
   

• Insurance (if any)
  While not explicitly mandatory, showing professional indemnity insurance or a plan to obtain it can strengthen the application. The FSA often requires brokers to have brokerage risk insurance covering potential fraud or errors. We typically arrange a quote for such insurance to include or note in the application.
   

• Financial Projections and Capital Confirmation
  Provide financial forecasts including anticipated income and expenses. Also, show evidence of capital availability: e.g., a bank account statement or escrow letter showing $50k is ready to be injected (some clients deposit the capital into a newly opened bank account of the company, or it can be shown in a corporate shareholder’s account with an undertaking to transfer upon approval). Eventually, you’ll need to show the $50k is indeed in the company’s bank before license issuance.
   

Personal Questionnaires
The FSA has fit-and-proper person questionnaires for each significant person. These ask about past bankruptcies, litigation, convictions, regulatory sanctions, etc. We help fill those accurately.

Submission of Application to FSA
Once all documents are compiled, we submit the full application pack to the Financial Services Authority. An application fee must be paid (around US$1,000). The FSA will acknowledge receipt and begin their review. We act as your liaison via our local authorized representative in Seychelles (all applications typically must be submitted through a licensed Seychelles advisor or lawyer).

FSA Review and Interaction
The FSA will examine the application and typically respond with initial comments or requests within a few weeks. Common queries or requirements can be:

• Request for clarification on business plan points, e.g., “How will you ensure client fund segregation?” (Though Seychelles doesn’t mandate strict segregation, they expect you to outline how you’ll handle client money – many brokers use separate accounts.)

• Additional due diligence: If any owner or director is a national of or resides in a higher-risk jurisdiction, FSA might ask extra questions or for a due diligence report.

• They may impose a requirement to appoint a local representative (this is often a licensed company service provider who ensures liaising with FSA; we usually fulfill this role as part of service).

• Confirming that at least one director is knowledgeable in finance/investments. If not satisfied, they may ask to appoint an additional qualified director or show evidence of training/certification.

• Minor corrections to the AML/compliance manuals to align with latest laws.

We coordinate all responses and adjustments. FSA’s communication is usually done via email letters which we get and then address.
 

Pre-approval and FSA Inspection (if applicable)
In some cases, before granting the license, FSA might want to conduct an interview (often virtual) with the directors or the compliance officer to gauge their understanding. We prepare you for this, though it’s not always required. Sometimes they might also request evidence of your trading platform arrangements – e.g., a contract with a platform provider or liquidity provider – to ensure you’re ready to operate. We ensure all such aspects are in place or at least firmly planned.
 

License Approval
Once FSA is satisfied, they will issue an approval letter. Before the actual license certificate is released, you’ll need to pay the license fee (around US$1,500 initial and then annually a similar amount – the exact fee will be indicated by FSA). Also, you need to show final proof of the paid-up capital being in the company’s bank account in Seychelles (or sometimes an approved bank abroad if allowed). We assist in opening this bank account if not done already. After these are done, the FSA will issue the Securities Dealer License.
 

Post-licensing Compliance Setup
We then proceed with post-license requirements:

• Appoint the licensed Securities Dealer Representative in Seychelles. The law requires that you have at least one licensed individual (a Seychelles resident) as a representative. This person acts as a point of contact for FSA and must have knowledge of securities. Often, our local partner firm provides such a representative service if needed.

• File any final documents with the FSA, like notifying them of the commencement of business, etc. You will also need to ensure you have a local company secretary and registered office continuously (we provide this as part of our corporate service in Seychelles).