GUIDELINES LICENSING OF FINANCIAL INSTITUTIONS

Transcription

1 GUIDELINES FOR THE LICENSING OF FINANCIAL INSTITUTIONS IN TRINIDAD AND TOBAGO UNDER THE FINANCIAL INSTITUTIONS ACT, 1993 I. DEFINITIONS: Institutins may be licensed under the Financial Institutins Act, 1993 (the FIA), t carry ut either the business f banking r business f a financial nature. These are defined as fllws:- Banking business r business f banking means the business f receiving f depsits f mney frm the public n current accunt r depsit accunt which may be withdrawn n demand, by cheque, draft, rder r ntice, and the making f lans, r the granting f credit facilities, and generally the undertaking f any business pertaining t the business f a cmmercial bank. Business f a financial nature means the cllectin f funds in the frm f depsits, shares, lans, premiums, and the investment f such funds in lans, shares and ther securities and includes the perfrmance fr reward, f the functins and duties f a trustee, administratr, executr r attrney as well as the types f business set ut in the First Schedule f the FIA but des nt include the business f banking.

2 II. FIRST SCHEDULE OF THE FIA Business f a financial nature includes the fllwing types f business:- Class f Business Cnfirming Huse r Acceptance Huse Finance Huse r Finance Cmpany Leasing Crpratin Merchant Bank Mrtgage Institutins Trust Cmpany Unit Trust Credit card business Financial services Activities Cnfirming, accepting r financing imprt and exprt bills Hire Purchase and installment credit Accunts receivable Trade and inventry financing Factring Blck discunting Lease financing Flating and underwriting stcks, shares and bnds Lans syndicatin Dealing in gld Prviding cnsultancy and investment management services and crprate advisry services Acceptance credit Prject develpment Lease financing Freign exchange dealing Inter-bank financing Mrtgage lending Managing trust funds Perfrming duties f trustees, executr r administratr and attrney Administratin f pensin funds Mrtgage lending Prviding facilities fr the participatin by persns as beneficiaries under a trust r ther scheme, in prfits r incme arising frm the acquisitin, hlding, management r dispsal f securities r any ther prperty whatever. Issuing payment, credit r charge cards and in c-peratin with thers including ther financial institutins, perating a payment, credit r charge card plan. Prviding financial services relating t future and cntingent liabilities in relatin t freign exchange and cmmdities. 2

3 Applicatins fr a licence t cnduct business f a financial nature shuld specify the class/classes f business. III. SUBMISSION OF FORMAL APPLICATION Sectin 7 f the FIA requires that an applicatin fr licensing must be made in writing t the Central Bank f Trinidad and Tbag. The applicatin is t be accmpanied by the fllwing dcumentatin: - (a) A statement f the applicant s name and the address f its registered ffice in Trinidad and Tbag; (b) The name, address, natinality, experience, and ther relevant infrmatin pertaining t each directr, chief executive and manager r prpsed directr, chief executive and manager; (c) If the applicant is different frm the prpsed licensee, a cncise histry f the applicant s business experience must be prvided, as well as: - A detailed business plan - cvering the medium t lng-term peratins f the prpsed licensee, the management arrangements fr the institutin. Feasibility study including infrmatin n market representatins and markets t be served by prpsed licensees. (d) A certified statement r such prf as the Central Bank may require f the applicant s ability t meet a minimum paid-up share capital f fifteen millin dllars ($15,000,000) r such increased amunts as may be required; (e) A certified cpy f the Articles f Incrpratin and By-laws (r Articles f Cntinuance filed pursuant t the Cmpanies Act, 1995) r ther instrument under which the applicant is incrprated; 3

4 (f) In the case f an applicant wh has been carrying n business prir t its applicatin fr a licence, a cpy f its Prfit and Lss Accunts, Balance Sheet, and the auditr s reprt theren fr the three cnsecutive years immediately preceding its applicatin. Except that where such applicant has been functining fr less than three years, a cpy f its Prfit and Lss Accunts, Balance Sheet and the auditr s reprt theren fr each year that the applicant has been in peratin shall be sufficient; (g) Cmpanies which have nt yet cmmenced peratins must prvide prjected financial statements including Balance Sheets, Prfit and Lss Accunts, and Cash Flw Statements ver a minimum perid f three years, indicating the pint in time at which break-even is expected; (h) The identificatin f sharehlder/s f the applicant and/r prpsed licensee wh wn 5% and mre f its paid up capital; (i) The identificatin f any cntrlling sharehlder/s f the applicant i.e. persns wh either alne r with anther are entitled t exercise r cntrl 20% r mre f the vting pwer at any general meeting f the institutin, r its parent cmpany. (Nte: a persn shall nt becme a cntrlling sharehlder f a licensed institutin withut having first btained a permit frm the Central Bank - Sectin 39 (1) f the FIA refers). Please click here fr Cntrlling sharehlder frms; (j) An rganizatinal chart shwing the structure and/r prpsed structure f the institutin; (k) Such further infrmatin as the Central Bank may require. Other infrmatin that may be requested include: - A cpy f the current Ntice f Directrs filed with the Registrar f Cmpanies tgether with the name f the Chief Executive Officer r Managing Directr; A cpy f the current Ntice f Secretary filed with the Registrar f Cmpanies; A cpy f the Ntice f the address f registered ffice filed with the Registrar f Cmpanies; 4

5 Ttal issued and paid-up share capital; Whether the cmpany is a private r public cmpany; Where the applicant is part f a grup, cnslidated financial statements fr the grup; An up-t-date grup structure, detailing the varius cmpanies, subgrups and their respective asset size; Evidence f the ability f sharehlders t inject additinal capital if it becmes necessary t assist the prpsed licensee in penetrating the target market; A statement as regards any cnflict f interest with respect t membership f the Bard f the prpsed licensee and membership f the Bard f cntrlling sharehlders that are crpratins. Further infrmatin/dcumentatin n the applicant s affiliates which may be required, include, but is nt limited t the fllwing: - List f affiliate cmpanies The structure and wnership prfile f these cmpanies Audited statement f these cmpanies peratins fr the previus three financial perids. Freign Applicants Where an applicatin t establish a licensed financial institutin is made by a freign individual r cmpany, in additin t the requirements abve the fllwing is required: Ntarized PQD/CQD by a ntary public Ntarial Certificate indicating that the ntary is authrized IV. OTHER MATTERS TO BE CONSIDERED Apprval fr the use f the wrd bank in the Name f the Prpsed Licensee- Sectin 3(2) f the FIA refers 5

6 Where an applicatin fr a licence t carry n business f a financial nature includes the use f the wrd bank r any variatin f the wrd bank in the name f the prpsed licensee a written request fr such apprval must be submitted with the applicatin fr a licence. Apprval is granted by the Central Bank under the signature f the Gvernr n the recmmendatin f the Inspectr f Banks. Articles f Incrpratin and By-Laws Where the prpsed licensee has nt yet been incrprated, a draft cpy f the Articles f Incrpratin and By-Laws f the cmpany is t be prvided t the Central Bank fr review prir t incrpratin. Prpsed cntrlling sharehlders that are crprate entities are als required t prvide certified cpies f their Articles f Incrpratin and By-Laws, and Certificate f Incrpratin t the Central Bank. The prpsed licensee shuld prceed t incrprate, fllwing: - (a) (b) (c) A review f its draft Articles f Incrpratin and By-Laws by the Central Bank. The apprval f the Central Bank, where necessary, t use the wrd bank In the case f a nn-exempt freign investr, submissin f the relevant infrmatin t the Minister f Finance under Sectin 4 f the Freign Investment Act, 1990 and receipt f a favurable respnse frm the Ministry f Finance. Once incrprated, a true cpy f the applicant s incrpratin dcuments is t be prvided t the Central Bank. V. FIT AND PROPER ASSESSMENT OF THE PROPOSED MANAGEMENT OF THE FINANCIAL INSTITUTION In accrdance with Sectin A f the Secnd Schedule f the FIA, every persn wh is, r is t be, a directr, cntrlling sharehlder, cntrller, r manager f a financial institutin must be a fit and prper persn t hld the particular psitin which he hlds r is t hld. As part 6

7 f that fit and prper assessment, all persns wh are prpsed as directrs, cntrllers, cntrlling sharehlders and managers f a financial institutin including cmpanies that are cntrlling sharehlders and their directrs, must cmplete Persnal Questinnaire Declaratin frms ( PQD ) r Crprate Questinnaire Declaratin frms ( CQD ) where applicable. Please click here fr PQD and CQD frms. Sectin B f the Secnd Schedule f the FIA, stipulates that the management team f a financial institutin shuld include at least tw individuals with sufficient experience and knwledge f the business t direct effectively the business f the licensee. VI. PRELIMINARY EVALUATION OF APPLICATION An applicatin is reviewed t determine whether all dcumentatin required have been submitted and whether there is need t request additinal infrmatin. The circumstances f each particular applicatin will dictate the additinal infrmatin required t assess risks arising frm the peratins f the prpsed licensee. VII. ASSESSMENT MEETINGS WITH THE APPLICANT Preliminary discussins are held with prspective applicants fr a licence t prvide further guidance n dcuments t be submitted with an applicatin. Subsequently, meetings are held with the applicant (r representative) t discuss matters arising frm the evaluatin f the applicatin and supprting dcumentatin. VIII. REJECTION OF AN APPLICATION In accrdance with Sectin (8)(1) f the FIA, The Central Bank, after evaluating all infrmatin cming t its attentin and dcumentatin prvided in supprt f an applicatin, may reject an applicatin after cnsultatin with the Minister f Finance. 7

8 IX. LICENCE FEES Once apprval is granted fr the establishment f a financial institutin, a licence fee becmes payable: - A fee f fifty thusand dllars (TT$50,000) is applicable fr an institutin licensed t carry n the business f banking. A fee f twenty thusand dllars (TT$20,000) is applicable fr an institutin licensed t carry n business f a financial nature. A fee f ten thusand dllars (TT$10,000) is applicable fr each branch. Where the licence is issued after March 31, f the calendar year, the fee payable is calculated n a pr rata basis, using a 365-day year. Where the licence is issued befre March 31, the full yearly fee is applicable. Licence fees must be paid befre a licence is issued t the institutin. X. ISSUE OF LICENCE In accrdance with Sectin 8(1 & 2) f the FIA, 1993, the Central Bank, after cnsultatin with the Minister f Finance and upn payment f the relevant licence fee, may issue a licence t the applicant duly signed by the Gvernr. A licence issued under the FIA is valid until revked. 8