Chapter Two: Licensing and Registering a Representative Office of a Foreign Bank in the Arab Republic of Egypt

-1 Conditions for Licensing a Foreign Bank's Representative Office:

The Governor of the Central Bank, with the approval of the Central Bank Board of Directors, may license a foreign bank to open a representative office in the Arab Republic of Egypt under the following conditions:

1-1 It must not have a branch in the Arab Republic of Egypt.

2-1 Its head office must be subject to the supervision of the competent corresponding regulatory authority in the country where it is located, and approval must be obtained from that authority to open a representative office in the Arab Republic of Egypt.

3-1 The activities of the representative office must be limited to studying markets and investment opportunities, acting as a liaison link between its head office abroad and the bank registered with the Central Bank or other entities it deals with, and assisting in resolving problems and difficulties that may face the bank as a correspondent in the Arab Republic of Egypt.

4-1 This office is not permitted to conduct any banking activities or commercial activities, including but not limited to the activities of commercial agents and financial intermediation.

-2 Documents Required to Open a Representative Office:

An application for a license to open a representative office for a foreign bank in the Arab Republic of Egypt must be submitted to the Central Bank before taking registration procedures, accompanied by the following documents:

1-2 The name and address of the bank abroad and the address of the office in the Arab Republic of Egypt.

2-2 The approval issued to open the representative office in the Arab Republic of Egypt.

3-2 Documentation confirming that the bank represented by the office is subject to the supervision of the competent regulatory authority in the country where it is located, and that this authority has agreed to open the office in the Arab Republic of Egypt.

4-2 A copy of the bank's articles of association, authenticated by the competent authority in the country to which it is subject, accompanied by an Arabic translation from one of the approved translation offices.

5-2 Copies of the bank's financial statements for the last two financial years and the auditors' reports on them.

6-2 A power of attorney issued by the bank to the manager responsible for the office's management, including his name and nationality, authenticated by the Egyptian Ministry of Foreign Affairs.

7-2 A report from the applying bank outlining the office's strategy and work plan, and an economic study including feasibility and objectives for its opening.

8-2 An organizational structure of the office detailing the number of proposed employees, their qualifications and experience, and a detailed statement of the activities the office wishes to conduct.

9-2 In the event that the bank represented by the representative office has received a credit rating from one of the global credit rating agencies (Moody's, S&P, Fitch Ratings), documentation confirming this must be provided.

10-2 A commitment from the bank represented by the representative office that the office will comply with Egyptian laws, regulations, decisions, and instructions issued by the Central Bank, and to notify of any changes to the registered data.

11-2 Obtaining the Governor's approval before appointing the manager responsible for the representative office's management, and ensuring he meets the fitness and propriety conditions required for senior managers.

-3 Registration of the Representative Office:

1-3 An application for registration of the representative office must be submitted after the approval of the Central Bank Board of Directors to be registered in the Register kept for this purpose at the Central Bank, accompanied by proof of payment of a registration fee of twenty thousand US dollars. The office is not permitted to commence operations in the Arab Republic of Egypt until it is notified of the Governor's decision to include it in the Register. The Register contains the following data:

1-1-3 The name and address of the office.

2-1-3 The name, nationality, and head office address of the bank represented by the office.

3-1-3 The name and nationality of the manager responsible for the office's management.

4-1-3 The number and date of the office's registration with the Central Bank.

5-1-3 The date and number of the office's entry in the Commercial Register.

6-1-3 The date the office's activities commenced in the Arab Republic of Egypt.

2-3 The representative office is subject to the supervision of the Central Bank, and has the right to inspect its records at any time and request data that fulfills the purposes of supervision and oversight.

-4 Amendments to the Registration Data of the Representative Office:

The representative office must notify the Central Bank of the following:

1-4 Any legal or administrative changes affecting the bank represented by the office, accompanied by copies of the bank's approved balance sheets immediately upon publication, as well as annual reports issued by the Board of Directors.

2-4 Any changes to its data (such as the name of the office in the Arab Republic of Egypt resulting from a change in the bank's name abroad or any other data in the Register at the Central Bank), which requires submitting an application to amend the registration data with the Central Bank, accompanied by the following documents:

1-2-4 A letter from the bank requesting approval to amend the registration data of the office in the Arab Republic of Egypt.

2-2-4 Approval from the regulatory authority in the country of the bank's head office in the event of amending the office's name according to the change in the bank's name abroad.

3-2-4 The power of attorney issued by the bank abroad amending the name of the manager responsible for the office's management in the Arab Republic of Egypt, and confirming that the office continues its activities and complies with the provisions of the Central Bank and Banking Authority Law.

4-2-4 A commitment from the bank abroad to notify the regulatory authority in its home country of any fundamental changes that may occur to the registration data of the office in the Arab Republic of Egypt.

5-2-4 A commitment to notify the General Authority for Investment and Free Zones of any changes to the office's data related to the issuance of its license.