Cambodia Securities and Exchange Commission (SECC) Derivative Broker License

Permissions

Licensing on derivative Instrument Related Business and Activities

Capital Requirement

• A minimum registered capital of at least 1 billion KHR (~ USD 250,000);
• 10 per cent of the capital must be exclusively used for derivatives trading;
• 15 per cent of the capital must be deposited in the SECC’s account, at the National Bank of Cambodia;

Local registered office is required

Enigmatig shall seek to understand your business activities and goals to assist with your business plan drafting that best encompasses this whilst still being compliant with the prevailing regulations. Enigmatig shall also advise on the possible questions that might be posed by the regulator.

Filing and Reporting Requirements

Company Documentation Required

• The result of meeting of Shareholders, Founder, or Board of Directors
• Certified true copy of Certificate of Incorporation and Memorandum of Articles of Association (Capital Hall)
• Certified true copy of Certificate of Tax Registration Value Added Tax and Patent Tax (Capital Hall)
• List of employees which shown the nationality, work situation, experience, and positions of each employee.
• Document certifies the minimum actual capital (according to Prakas, at least 10% of capital)
• Map of the building and campus in detail 01 copy
• Structure of appointed institution and management

Director and Personnel Requirement

• Appointment of a local resident Chief Executive office is required by the SECC as the point of contact for the company.
• Directors can be of any nationality; resident director is not required.

Local Derivative Agent Requirement

Appointment of a local derivative agent is required by the SECC as the point of contact for the company.

Due Diligence is necessary to formally verify the identity of all clients of the firm. The following documents are required to conduct due diligence for the license application:

• A copy of the photo page of the passport ceritifed by a notary public for each director and shareholder;
• A copy of proof of address (issued within the last 3 months) by a notary public for each director and shareholder;
• Curriculum Vitae (CV);
• Business Plan;
• Financial Forecast;
• Organisation Chart;
• For company directorship or shareholdership, a certified copy of the constitution documents of the company and above details on each director and shareholder of the company;
• Other supporting documents when necessary.

Please note for a company listed on a major stock exchange or subject to regulatory supervision in a country with equivalent AML regulations to Cambodia, evidence of such listing or regulation will suffice in place of the above information. Where the directors to be appointed are employees of such a listed or regulated company, a certified passport copy and confirmation of employment (to include position) will suffice.

Licensed Registration

• Company manuals for internal and external procedures
• Compliance procedures
• Fit and Proper test details
• Company Business Plan
• Securities Private Placement offering or prospectus

Bank Account Opening

• Certificate of Incorporation
• Articles of Memorandum and Association
• Certificate of Good Standing (If Company is older than 1 year)
• Resolution of Directors and Officers
• Copy of Share Certificates
• Other required supporting documents from the bank

Securities and Exchange Commission of Cambodia (SECC) is established under the law on The Issuance and Trading of Non-Government Securities (Preah Reach Kram No NS/RKM/ 1007/028). SECC regulates the securities industry in Cambodia to contribute to socio-economic development through capital mobilization from public/ securities investors to meet the demand of financing for investors.

The Missions of SECC are to:

• Develop and maintain the confidence of public investors in the Kingdom of Cambodia by protecting their lawful rights and ensuring that the offer, issue, purchase and sale of securities are carried out in a fair and orderly manner;
• Promote the effective regulation, efficiency and orderly development of the securities markets;
• Encourage the varieties of saving tools through buying of securities and other financial instruments;
• Encourage foreign investment and participation in the securities markets in the Kingdom of Cambodia; and
• Assist in facilitating the privatization of state-owned enterprises in the Kingdom of Cambodia;