Securities (Licensing, Fees and Levies) Rules

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia THE SECURITIES (LICENSING, FEES AND LEVIES) RULES ARRANGEMENT OF RULES PART I PRELIMINARY Rule

1. Title
2. Interpretation PART II LICENCES
3. Applications
4. Directions in forms
5. Manner of application for licence
6. Alteration of facts disclosed in applications
7. General conditions
8. Replacement of licence
9. Display of licence
10. Change of principal PART III FEES AND LEVIES
11. Fees
12. Waiver, etc. by Commission
13. Compensation fund levy FIRST SCHEDULE-List of Forms SECOND SCHEDULE-Forms THIRD SCHEDULE

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia SECTION 78-SECURITIES (LICENSING, FEES AND LEVIES) RULE Rules by the Securities and Exchange Commission Statutory Instrument 165 of 1993 153 of 1995 PART I PRELIMINARY

1. These Rules may be cited as the Securities (Licensing, Fees and Levies) Rules. Title
2. In these Rules, unless the context otherwise requires- Interpretation "financial year" means the period from 1st April to 31st March; "licence" means a licence under Part IV of the Act and "licensee" shall be construed accordingly. PART II LICENCES
3. Applications for the purposes described in the second column of the First Schedule shall be in the form specified in the third column, such forms being set out in the Second Schedule. Applications
4. A form prescribed by these Rules shall be completed in accordance with any directions specified in the form. Directions in forms
5. (1) An application for a licence or renewal of a licence in the form prescribed together with any relevant annexures shall be enclosed in a sealed envelope and lodged with the Commission. Manner of application for licence (2) Each application for a licence, or for the renewal thereof, shall be accompanied by a detailed statement of the applicant's assets and liabilities signed by the applicant, or, in the case of an applicant which is a company- (a) copies certified by a director of the company to be true copies of the last balance sheet and of the last profit and loss account (if any), incorporating the results of the last financial year, and which have respectively been audited by the company's auditors (including every document required by law to be annexed or attached thereof); and

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia (b) a copy of the report of the auditors thereon (certified as aforesaid). (3) An application by a company to be licensed as a securities exchange shall be made in the prescribed form and shall be accompanied by a copy of its rules and its Memorandum and Articles of Association certified to be true copies by the person signing the application, and shall be lodged with the Commission. (4) The Commission may refuse to accept any application made under these Rules if it is not accompanied by the licence fee prescribed. 6. An application for a licence under Part IV of the Act shall forthwith give written notice to the Commission of- (a) any proposed alteration to; or (b) the occurrence of any event which he knows affects or may affect in a material respect; information supplied by him to the Commission in relation to his application, being a proposal or event made or occurring while the application is pending a decision by the Commission. Alteration of facts disclosed in applications 7. It shall be a condition of every licence that- (a) the licence shall be personal to the applicant and shall not be transferable; (b) the holder of the licence shall forthwith give written notice to the Commission of￾General conditions (i) any proposed alteration to, or (ii) the occurrence of any event which he knows affects or may affect in any material respect, any matter in respect of which he was required to supply information to the Commission in the course of his application for that licence; (c) the consent of the Commission shall be obtained prior to- (i) the implementation of any alteration of the kind referred to in subrule (b) (i); or (ii) the taking of action resulting from any event of the kind referred to in subrule (b) (ii); and (d) a licence shall not carry on, nor hold himself out as carrying on, any securities business other than that permitted by his licence and from any premises specified in his licence.

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia 8. Where the Commmission is satisfied that a licence has been inadvertently lost, destroyed or defaced, the Commission shall replace the licence on payment by the licensee of the prescribed fee. Replacement of licence 9. (1) Every holder of a licence granted under Part IV of the Act shall display his licence at all premises in which he transacts with the public the securities business authorised by the licence. Display of licence (2) The requirement in sub-rule (1) shall not be satisfied unless the licence is displayed in such a manner as to be readily visible to the public. 10. A dealer's representative or an investment representative shall not change his principal in relation to which his licence was issued unless he has lodged a notice in Form 12 with the Commission. Change of principal PART III FEES AND LEVIES 11. The fees prescribed in the Third Schedule shall be payable to the Commission, with respect to- (a) the grant and renewal of licences; (b) the registration of securities under Part V of the Act; and (c) the authorisation of collective investment schemes under Part X of the Act. Fees 12. (1) Where the Commission considers it appropriate in the exceptional circumstances of a particular case, the Commission may in its discretion waive payment of all or part of the fee which would otherwise be payable under these Rules. Waiver, etc. by Commission (2) Where it appears to the Commission that, owing to the exceptional circumstances of a particular case, the retention by the Commission of a fee which has been paid would be inequitable, the Commission may in its discretion refund all or part of the fee. 13. (1) The amount to be deposited under subsection (1) of section thirty-one of the Act shall be￾Compensation fund levy (a) five per cent of the net capital employed in the licensee's business; or

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia (b) one million kwacha, whichever is less. (2) Such amount shall be payable- (a) within seven days, or such further time as the Commission may in a particular case allow, after grant of the licence; and (b) at such times thereafter as the Commission, having regard to the purposes and requirements of Part IX of the Act, shall direct. (As amended by S.I. No. 153 of 1995) FIRST SCHEDULE (Rule 3) LIST OF FORMS First Column Second Column Third Column Provisions of Act or Rules Description of Form Number of Form in Second Schedule section 8 (1) Application by company to be 1 licensed as a securities exchange section 21 (1) Application by a company for 2 dealer's licence section 21 (1) Application by an individual for 3 investment adviser's licence section 21 (1) Application by a company for 4 investment adviser's licence section 21 (1) Application for renewal of dealer's 5 licence or investment adviser's licence section 21 (1) Application for representative's 6 licence section 21 (1) Application for renewal of 7 representative's licence section 28 (1) Record of securities 8 section 29 (1) Notice of place at which record is to 9 be kept section 29 (3) Notice of change of place of business 10 and change of place at which record is kept section 29 (2) Notification of cessation of business 11 Rule 11 Notice of change of representative's 12 principal and notice of change of place at which record is kept

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia SECOND SCHEDULE FORMS (Section 8 and Rule 3)

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 1 THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 APPLICATION BY COMPANY TO BE LICENSED AS A SECURITIES EXCHANGE Application is hereby made to be licensed as a securities exchange under the Act and the following statements are made in respect thereof: Note: This application must be accompanied by- (a) the last audited balance sheet and profit and loss account certified as required by rule 6 of the Securities (Licensing and Fees) Rules, 1993; (b) a certified true copy of the rules of the proposed securities exchange; (c) a certified true copy of the applicant's certificate of incorporation; and (d) a certified true copy of the applicant's memorandum and articles of association. Name of company: Date of incorporation: Registered office: Proposed name of securities exchange: Hours of business: Number of members: Number of members who will carry on business of dealing in securities independently of and in competition with each other: Dated this..............................................................day of.......................................................19.......... Signature........................................................ Name.............................................................. Chairman of the Securities Exchange

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 2 (Section 21 (1)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 APPLICATION BY COMPANY FOR DEALER'S LICENCE Application is hereby made for a dealer's licence under the Act and the following statements are made in respect thereof: Notes: (1) If space is insufficient to provide details, please attach annexure(s). Any such annexure should be identified as such and signed by the signatory to this application. (2) This application must be accompanied by the last audited balance-sheet and profit and loss account certified as required by rule six of the Securities (Licensing and Fees) Rules, 1993. PART 1 INFORMATION ON THE APPLICANT

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia

1. (a) Name of applicant: (b) Registered office: (c) Place of incorporation: (d) Full address and telephone number of the principal place at which the business of the applicant is to be carried on: (e) The authorised and paid-up capital of the applicant, including the types of shares issued: (f) The details of shareholders of the applicant's, including the name, address, amount of shares being held and date of acquisition: (g) Address of place at which applicant's record under section twenty-eight of the Act will be kept: (h) Set out as an annexure hereto details of each director and secretary showing full name, residential address, date of birth, office held and date of appointment:
2. State the nature of the principal business of the applicant:
3. (a) State in detail the activity and the manner in which the applicant proposes to conduct the business for which the applicant requires a dealer's licence: (b) The type of clients with whom the applicant proposes to do business: (c) Describe in detail the organisation structure and internal control procedures which the applicant has adopted or proposes to adopt for its proposed business.
4. Set out name and address of each person who, directly or indirectly, exercises or has power to exercise a controlling influence over the management and policies of the applicant other than those shown as directors:
5. Is any director or secretary of the applicant a director or secretary of any other corporation? Using an annexure, answer "Yes" or "No" for each person; if "Yes", give details of: (a) names of corporations; (b) places of incorporation; and (c) dates of appointment. (For questions 6 to 8, answer "Yes" or "No" in space provided. If "Yes", attach annexures giving all relevant particulars.)
6. Has the applicant or any director or secretary of the applicant within the past 10 years- Answer (a) been licensed or registered in any place under any law which requires licensing or registration in relation to dealing in securities? .......................................... (b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession in any place? .......................................... (c) been refused the right or restricted in its or his right to carry on any trade, business or profession for which a specific licence, registration or other authority is required by law in any place? ..........................................
7. Has any director or secretary of the applicant within the past 10 years- Answer (a) been a member or partner in a member firm of any securities exchange? .......................................... (b) been suspended from membership of any securities exchange or other￾wise disciplined by a securities exchange? .......................................... (c) been refused membership of any securities exchange? .......................................... (d) been known by any name other than the name or names shown in this application? .......................................... (e) been convicted of any offence other than a traffic offence in Zambia or elsewhere or are there any proceedings now pending which may lead to such a conviction? .......................................... (f) had judgement including findings in relation to fraud, misrepresenta￾tion or dishonesty been given against him in any civil proceedings, in Zambia or elsewhere? (If "Yes", using an annexure, give full details, including whether judgement is unsatisfied.) .......................................... (g) been declared bankrupt or compounded with or made an arrangement for the benefit of his creditors, in Zambia or elsewhere? .......................................... (h) been engaged in the management of any corporation other than those referred to in answer to question 5? ..........................................

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia PART 2 MISCELLANEOUS

1. We are aware of the provisions of section thirty of the Act relating to fraudulent applications.
2. We declare that all information given in this application and in the attached annexures (if any) are true and correct. Dated this.........................................................day of..........................................................19............ Signature.......................................................... Signature.................................................................. ............................................................................ .................................................................................. (Name of Director) (Name of Director/Secretary)* *This application is to be signed by two directors, or a director and the secretary of the applicant. **Delete whichever is inapplicable.

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 3 (Section 21 (1)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 APPLICATION BY AN INDIVIDUAL FOR INVESTMENT ADVISER'S LICENCE

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Application is hereby made for an investment adviser's licence under the Act and the following statements are made in respect thereof: Note: (1) If space is insufficient to provide details, please attach annexure(s). Any such annexure should be identified as such and signed by the signatory to this application. (2) This application shall be accompanied by a detailed statement of the applicant's assets and liabilities and shall be signed by the applicant.

1. Personal particulars of the applicant. (a) Name of applicant: (b) Full address and telephone number of the principal place at which the business of the applicant is/is to be carried on: (c) National Registration Card ID number: (d) Residential address: (e) Address of place at which applicant's record under section twenty-eight of the Act will be kept:
2. (a) Indicate area of proposed business for which the applicant requires an Investment Adviser's licence: advising others concerning securities. issues or promulgates analyses or reports concerning securities. pursuant to a contract or arrangement with a customer, undertakes on behalf of the customer (whether on a discretionary authority granted by the customer or otherwise) the management of a portfolio of securities for the purpose of investment. (b) For each indicated area of proposed business, state in detail the manner in which the business will be conducted and the experience of the applicant and his management staff in that business. (c) Describe in detail the organisation structure and internal control procedures which the applicant has adopted or proposes to adopt in the conduct of his business.
3. The type of customers with whom the applicant proposes to do business.
4. Is the business of investment adviser the principal business carried on by the applicant? (Answer "Yes" or "No", give details of the applicant' principal business.)
5. Does the applicant have an interest in one or more shares in any company the shares of which are quoted on a securities exchange, the aggregate of the nominal amount of which constitutes not less than 5% of the aggregate of the nominal amount of all the issued shares of the corporation? (Answer "Yes" or "No". If "Yes", give full details of such interest including names of companies and percentage of interest.)
6. Is the applicant a director of any corporation in Zambia or elsewhere? (Answer "Yes" or "No".) If "Yes", using an annexure, give details of- (a) names of the corporations; (b) places of incorporation; and (c) the relevant interests. (Answer questions "Yes" or "No" in space provided. If "Yes", attach annexures giving all relevant particulars.)
7. Has the applicant within the past 10 years- Answer (a) been licensed or registered in any place under any law which requires licensing or registration in relation to dealing in securities or acting as investment adviser? .......................................... (b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession in any place? .......................................... (c) has been refused the right or restricted in his right to carry on any business or profession for which a specific licence, registration or other authority is required by law in any place? .......................................... (d) has been a member or partner in a member firm or a securities exchange? .......................................... (e) been suspended from membership of any securities exchange or otherwise disciplined by a securities exchange? .......................................... (f) been refused membership of any securities exchange? .......................................... (g) carried on business under any name other than the name or names shown in this application? .......................................... (h) b i t d f ff th th t ffi ff i Z bi

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 4 (Section 21 (1)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 APPLICATION BY A COMPANY FOR INVESTMENT ADVISER'S LICENCE Application is hereby made for an Investment Adviser's licence under the Act and the following statements are made in respect thereof: Notes: (1) If space is insufficient to provide details, where necessary, please attach annexure(s). Any such annexure should be identified as such and signed by the signatory to this application. (2) This application shall be accompanied by the last audited balance-sheet and profit and loss account certified as required by rule six of the Securities (Licensing and Fees) Rules, 1993. PART 1 INFORMATION ON THE APPLICANT

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia

1. (a) Name of applicant: (b) Registered office: (c) Place of incorporation: (d) Full address and telephone number of the principal place at which the business of the applicant is or is to be carried on: (e) The authorised and paid-up capital of the applicant, including the types of shares issued or to be issued: (f) The details of shareholders of the applicant, including the name, address, amount of shares being held and date of acquisition: (g) Address of place at which applicant's record under section twenty-eight of the Act will be kept: (h) Set out as an annexure hereto details of each director and secretary showing full name, residential address, date of birth, office held and date of appointment:
2. State the nature of the principal business of the applicant.
3. (a) Indicate areas of proposed business for which the applicant requires an Investment Adviser's licence: advisers others concerning securities. issues or promulgates analyses or reports concerning securities. pursuant to a contract or arrangement with a customer, undertakes on behalf of the customer (whether on a discretionary authority granted by the customer or otherwise) the management on behalf of customers of a portfolio of securities for the purpose of investment. (b) For each indicated area of proposed business, state in detail the manner in which business will be conducted and the experience of the applicant and its management staff in that business. (c) The type of customers with whom the applicant proposes to do business. (d) Describe in detail the organisation structure and internal control procedures which the applicant has adopted or proposes to adopt in the conduct of its business.
4. Set out name and address of each person who directly or indirectly exercises or has power to exercise a controlling influence over the management and policies of the applicant other than those shown as directors.
5. Is any director or secretary of the applicant a director of any other corporation? Using an annexure, answer "Yes" or "No" for each person; if "Yes", give details of: (a) names of corporation; (b) places of incorporation; and (c) dates of appointment. (For questions 6 and 7 answer "Yes" or "No" in space provided. If "Yes" attach annexures giving all relevant particulars.)
6. Has the applicant or any director or secretary of the applicant within the past 10 years- Answer (a) been licensed or registered in any place under any law which requires licensing or registration in relation to dealing in securities or acting as an investment adviser? .......................................... (b) been licensed, registered or otherwise authorised by law to carry on any trade, business or profession in any place? .......................................... (c) been refused the right or restricted in its or his right to carry on any trade, business or profession for which a specific licence, registration or other authority is required by law in any place?
7. Has any director or secretary of the applicant within the past 10 years- Answer (a) been a member or partner in a member firm of any securities exchange? .......................................... (b) been suspended from membership of any securities exchange or other￾wise disciplined by a securities exchange? .......................................... (c) been refused membership of any securities exchange? .......................................... (d) been known by any name other than the name or names shown in this application? .......................................... (e) been convicted of any offence other than a traffic offence in Zambia or elsewhere or are there any proceedings now pending which may lead to such a conviction? .......................................... (f) had judgement including findings in relation to fraud, misrepresen￾tation or dishonesty been given against him in any civil proceedings, in Zambia or elsewhere? (If "Yes", using an annexure, give full

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia PART 2 MISCELLANEOUS

1. We are aware of the provisions of section thirty of the Act relating to fraudulent applications.
2. We declare that all information given in this application and in the attached annexures (if any) are true and correct. Dated this.........................................................day of..........................................................19............ Signature.......................................................... Signature.................................................................. ............................................................................ .................................................................................. (Name of Director) (Name of Director/Secretary)* *This application is to be signed by two directors or a director and the secretary of the applicant. **Delete whichever is inapplicable.

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 5 (Section 21 (1)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 APPLICATION FOR RENEWAL OF DEALER'S LICENCE OR INVESTMENT ADVISER'S LICENCE

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Application is hereby made for the renewal of: A Dealer's/An Investment Adviser's* licence and the following statements are made in respect of the applicant:

1. (a) Applicant's name: (b) Expiry date of licence: (c) Licence No.:
2. Where the applicant is a company to complete the following: (Answer "Yes" or "No" in space provided. If "Yes" attach annexures giving all relevant particulars.) (a) Since the last application- Answer (i) Has there been a change in the shareholders of the applicant? .......................................... (ii) Has there been a change in the applicant's directors, secretary, senior management personnel or external auditor? .......................................... (iii) Has the applicant been convicted of any offence other than a traffic offence in Zambia or elsewhere or are there any proceedings now pending which may lead to such a conviction? .......................................... (iv) Have any of the applicant's directors been a director of any company other than those referred to in the last application? .......................................... (v) Has the applicant taken any disciplinary action against any of its representatives? .......................................... (vi) Has the applicant received any complaint? .......................................... (vii) Has the applicant undertaken to conduct any material new business activity, and if so, state the nature of the activity? .......................................... (b) Please furnish details of any other event which has occured which is likely to have a significant effect on the applicant's business during the currency of the licence, if granted (including any legal claim against the applicant).
3. Where the applicant is an individual please complete the following: (Answer "Yes" or "No" in space provided. If "Yes" attach annexures giving all relevant particulars.) Since the last application has the applicant- Answer (a) been suspended from membership of any securities exchange or other￾wise disciplined by a securities exchange? .......................................... (b) been convicted of any offence other than a traffic offence in Zambia or elsewhere or are there any proceedings now pending which may lead to such a conviction? .......................................... (c) had judgement including findings in relation to fraud, misrepresen￾tation or dishonesty been given against him in any civil proceedings, in Zambia elsewhere? (If "Yes", using an annexure, give full details, including whether judgement is unsatisfied.) .......................................... (d) been declared bankrupt or compounded with or made an assignment for the benefit of his creditors, in Zambia or elsewhere? .......................................... (e) been engaged in the management of any company other than those referred to in the last application? .......................................... (f) been refused a fidelity or surety bond in Zambia or elsewhere? .......................................... (g) undertaken to conduct any material new business activity, and, if so, state the nature of the activity? .......................................... (h) been disciplined by any professional body or other membership body? ..........................................
4. I am/We are* aware of the provisions of section thirty of the Act relating to fraudulent applications.
5. I/We* declare that all information given in this application and in the attached annexure (if any) are true and correct. Dated this........................................................day of.........................................................19.............. *Signature...................................................................... .................................................................................................... (Name of Applicant/Director/Secretary) *Delete whichever is inapplicable. **Where the applicant is a body corporate, this application is to be signed by a director or secretary of the applicant.

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 6 (Section 21 (1)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 APPLICATION FOR REPRESENTATIVE'S LICENCE Application is hereby made for: A dealer's representative's/an investment representative's* licence and the following statements are made in respect of the application.

1. (a) Applicant's name Other names (b) Residential address Tel: No. (c) Date of birth Place of birth (d) No. of years applicant has resided in Zambia Nationality

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia (e) Occupation for which representative's licence is sought (f) Full name of principal (g) The full address at which the business of the principal is to be carried on Tel: No. (h) Nature of business of the principal (i) Address of place at which Record under section twenty-eight of the Act will be kept (j) Present remuneration arrangement with principal: salary, commission or both *Delete whichever is inapplicable. (k) Directorship in companies in Zambia or elsewhere (l) National Registration Card ID number 2. (Answer "Yes" or "No" in space provided. If "Yes" attach annexures giving all relevant particulars.) Has the applicant within the past 10 years- Answer (a) been licensed or registered in any place under any law which requires licensing or registration to deal or trade in securities or act as invest￾ment adviser? .......................................... (b) been licensed, registered, or otherwise authorised by law to carry on any trade, business or profession in any place? .......................................... (c) been refused the right or restricted in his right to carry on any trade, business or profession for which a specific licence, registration or other authority is required by law in any place? .......................................... (d) been a shareholder in a member firm of any securities exchange? .......................................... (e) been suspended from membership of any securities exchange or other￾wise disciplined by a securities exchange? .......................................... (f) been refused membership of any securities exchange? .......................................... (g) carried on business under any name other than the name or names shown in this application in paragraph 1 (a)? .......................................... (h) been convicted of any offence, other than a traffic offence, in Zambia or elsewhere or are there any proceedings now pending which may lead to such a conviction? .......................................... (i) had judgement including findings in relation to fraud, misrepresen￾tation, or dishonesty been given against him in any civil proceedings, in Zambia or elsewhere? (If "Yes" attach annexure giving full details, including whether judgement is unsatisfied.) .......................................... (j) been refused a fidelity or surety bond, in Zambia or elsewhere? .......................................... (k) been declared a bankrupt or compounded with or made an assignment for the benefit of his creditors in Zambia or elsewhere? .......................................... (l) been disqualified as a director of a company, or been a director of a company that has gone into receivership or liquidation, in Zambia or elsewhere? .......................................... 3. Has the applicant had any experience in performing the functions of a dealer's representative or an investment representative? (Answer "Yes" or "No") If "Yes" attach annexures giving all relevant particulars. 4. Set out below details of the applicant's employment and business activities during the previous 10 years: Name and Period of address of Description of employment employer (if duties in relation or activity self-employed, Natue of to the employ- (give exact so state) business ment or activity dates) 5. Set out below details of two persons (who shall not be related to the applicant, and neither of whom shall have any interest in the success or otherwise of this application) with whom the applicant has had regular contact over the past 5 years and of whom the Commission may enquire regarding the applicant's character and reputation: Name Address Occupation 6. Does the applicant have an interest in one or more shares in any company, the shares of which are quoted on a securities exchange, the aggregate of the nominal amount of which constitutes not less than 5% of the aggregate of the nominal amount of all issued shares of the company? (Answer "Yes" or "No" If "Yes" give full details of such interest

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 7 (Section 21(1) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 APPLICATION FOR RENEWAL OF REPRESENTATIVE'S LICENCE

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Application is hereby made for the renewal of: A dealer's representative's/an investment representative's* licence and the following statements are made in respect of the application. *Delete whichever is inapplicable.

1. (a) Applicant's name (b) Expiry date of licence Licence No. (c) Residential Address Telephone No. (d) Present remuneration arrangement with principal; salary, commission or both
2. (Answer "Yes" or "No" in space provided. If "Yes" attach annexures giving all relevant particulars.) Since the last application has the applicant- Answer (a) been suspended from membership of any securities exchange or other￾wise disciplined by a securities exchange? .......................................... (b) been convicted of any offence other than a traffic offence in Zambia or elsewhere or are there any proceedings now pending which may lead to such a conviction? .......................................... (c) had judgement including findings in relation to fraud, misrepresen￾tation or dishonesty been given against him in any civil proceedings, in Zambia or elsewhere? (If "Yes", using an annexure, give full details, including whether judgement is unsatisfied.) .......................................... (d) been declared bankrupt or compounded with or made an assignment for the benefit of his creditors, in Zambia or elsewhere? .......................................... (e) been engaged in the management of any corporation other than those referred to in the last application? .......................................... (f) been a director of any corporation other than those referred to in the last application? .......................................... (g) been refused a fidelity or surety bond in Zambia or elsewhere .......................................... (h) been the subject of any disciplinary action taken by his firm? .......................................... (i) been disciplined by any professional or other membership body? ..........................................
3. I am aware of the provisions of section thirty of the Act relating to fraudulent applications.
4. I declare that all information given in this application and in the attached annexure (if any) are true and correct. Dated this..........................................................day of...........................................................19.......... Signature............................................................ Name of Applicant................................................................................ Note: (a) This application should be accompanied by a certificate in or to the effect of the following form: To the Commission; On the basis of due and diligent enquiry made of the background of the applicant named in this form who is in my direct employment or acting for or on behalf of me, and other information available, I believe him to be of good character and reputation and to have the competence and experience to perform the function of a representative. Dated this.....................................................day of....................................................19.......... Signature:...................................................... Name:................................................................ Capacity:................................................................ (b) Subject to paragraph (c) of this Note, the certificate should be signed by each licensee by whom the applicant is to be employed or for or by arrangement with whom he is to act. (c) Where the applicant is to be employed by or to act for or by arrangement with- (i) a firm, the individual partners of which are licensees-the certificate should be signed by one such partner on behalf of all the partners; (ii) a licensee which is a company-by a director or the secretary of that company.

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 8 (Section 28) THE SECURITIES ACT, 1993 RECORD OF SECURITIES Name of person having an interest: Particulars* Acquired Disposed of Balance Date Name of Security Unit Price No. of Units Cost No. of Units Proceeds in Units *State how securities acquired or disposed of and if acquired or disposed of on the securities market, give broker's name.

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 9 (Section 29 (1)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 NOTICE OF PLACE AT WHICH RECORD IS TO BE KEPT

1. Name:
2. Capacity in which section twenty-eight of the Act applies:
3. Residential address and telephone number of applicant:
4. Business address and telephone number:
5. Name of employer (if any):
6. Place at which record is to be kept:
7. Date of commencement of keeping record: Dated this..........................................................day of...........................................................19.......... Signature:.................................................................................................................... Name:.......................................................................................................................... Capacity:....................................................................................................................

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 10 (Section 29 (3)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 NOTICE OF CHANGE OF PLACE OF BUSINESS AND CHANGE OF PLACE AT WHICH RECORD IS KEPT

1. Name of licensee:
2. Type of licence held and licence number:
3. (a) Former address of place of business: (b) New address of place of business: (c) Date of change of place of business:
4. (a) Former address of place at which record was kept: (b) New address of place at which record is kept: (c) Date of change of address of place at which record is kept: Dated this...........................................................day of..........................................................19.......... Signature:.................................................................................................................... Name:.......................................................................................................................... Capacity:....................................................................................................................

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 11 (Section 29 (2)) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 NOTIFICATION OF CESSATION OF BUSINESS

1. Name of licensee:
2. Type of licence held and licence number:
3. Notice is hereby given that on the..............................day of.............................19.........., business ceased to be carried on in Zambia by the above licensee in respect of which he was licensed to carry on business. Dated this...........................................................day of..........................................................19.......... Signature:.................................................................................................................... Name:.......................................................................................................................... Capacity: ....................................................................................................................................

The Laws of Zambia Copyright Ministry of Legal Affairs, Government of the Republic of Zambia Form 12 (Section 11) THE SECURITIES ACT, LAWS OF ZAMBIA-CAP. 354 NOTICE OF CHANGE OF REPRESENTATIVE'S PRINCIPAL AND NOTICE OF CHANGE OF PLACE AT WHICH RECORD IS KEPT

1. Name of licensee:
2. Type of licence held any licence number:
3. Residential Address:
4. Notice is hereby given that on the...................day of.......................19........the licensee will cease to be a representative of..........................................................and that from the.................................day of........................19.......the licensee will be a representative of.................................whose principal place of business is at.............................................................................................................................
5. (a) Former address of place at which record was kept: (b) New address of place at which record is kept: (c) Date of change of address of place at which record is kept: Dated this.............................................................day of........................................................19.......... Signature:.................................................................................................................................... Name:.......................................................................................................................................... THIRD SCHEDULE (Rule 11) FEES FEE UNITS
6. Application for a licence or renewal of a licence as a dealer: 20,000
7. Application for a licence or renewal of a licence as an investment advisor: 10,000
8. Application for a licence or renewal of a licence as a dealer's representative: 5,000
9. Application for a licence or renewal of a licence as an investment representative: 5,000
10. Inspection of or taking extracts from the record kept under section twenty-eight of the Act: 100
11. Lodgement of application for licensing a securities exchange: 100,000
12. Replacement of licence: 2,500
13. Examination of Prospectus: 10,000
14. Registration of securities- (a) securities issued before the one quarter of the 1% commencement of the Act issued share capitla and reserves, subject to a mnimum payment of: 10,000 (b) securities issued persuant to one quarter of 1% of the total a prospectus in connection capital raised, subject to a with a public officer minimum payment of: 15,000
15. Authorisation of collective investment scheme: 50,000 (As amended by S.I. No. 153 of 1995 and Act No. 13 of 1994)