Region

Jurisdiction

Regulator

2025-01-01

Circular No. 1 of 2025 - Enactment of Securities (Amendment) Act, 2024 and Amended Regulations

The Financial Services Authority of Seychelles issued Circular No. 1 of 2025 to implement the Securities (Amendment) Act, 2024 and four accompanying amendment regulations effective January 1, 2025. The circular mandates a perpetual licensing regime with revised annual fees, introduces pro-rata monthly and quarterly fee structures for new licenses based on issuance timing, and sets a June 30, 2026 compliance deadline for existing licensees regarding most provisions. Regulated entities must adhere to these updated fee schedules, conduct of business rules, advertising standards, and financial statement requirements within the specified timeframes to maintain compliance.

Seychelles

Financial Services Authority Seychelles

Circular No. 1 of 2025 Date: 13th January 2025 Enactment of Securities (Amendment) Act, 2024 and amendment regulations. The Financial Services Authority (“The Authority”) hereby issues this circular to inform licensees that the Securities (Amendment) Act, 2024 assented on December 13th, 2024, and the following regulations made by the Minister responsible for Finance on December 30th, 2024, have taken effective on January 1 st, 2025: I. Securities (Forms and Fees) (Amendment of second schedule) Regulations; II. Securities (Conduct of Business) (Amendment) Regulations; III. Securities (Advertisement) (Amendment) Regulations; and IV. Securities (Financial Statements) (Amendment) Regulations Licensees regulated in accordance with the Securities Act, 2007 are advised of the following requirements to be complied to within or by the respective enforcement dates:

Effective January 1st, 2025: 1.1. Revision of annual license fees, adoption of perpetual license regime and introduction of new fees: The Authority hereby advises that the annual licence fees payable by licensees have been revised and that new fees payable have been introduced in the Securities(Forms and Fees) (Amendment ofsecond schedule) Regulations, 2024. The list of applicable fees can be viewed in the Securities (Forms and Fees) (Amendment) Regulations, 2024 as follows https://fsaseychelles.sc/legal-framework/legislations Additionally, licensees are advised that a perpetual licensing regime has been adopted under the Securities (Amendment) Act, 2024 which requires that by January 31st of each year, all licensees regulated under the Securities Act, 2007 are required to pay their annual license fees and lodge a compliance certificate in the prescribed form. Licensees are additionally advised that for the year 2025 only, a monthly pro rata basis approach shall be applied by the FSA for the payment of the annual license fee. A table labelled as Annex 1, is enclosed with this circular depicting the relevant fees payable on annual license fees for existing licensees. 1.2. Payment applicable on first license issuance Applicants are advised that effective January 1st , 2025, if a licence is not first granted in the month of January, February or March, the first annual licence fee payable shall be reduced on a quarterly prorata basis, calculated having regard to the quarter in which the licence was first granted.

A table labelled as Annex 2, is enclosed with this circular depicting the relevant fees payable for licenses granted. 2. Persons licensed before January 1 st, 2025, shall comply with the provisions of the Securities (Amendment) Act, 2024 by June 30th , 2026, this shall exclude compliance to the perpetual licensing regime adopted, the new fees adopted and the revised annual fees which has taken effect on January 1st, 2025. Licensees and applicants are urged to ensure that the necessary measures are taken to ensure compliance with the requirements of the Securities (Amendment) Act, 2024, the Securities(Forms and Fees) (Amendment) Regulations, the Securities (Conduct of Business) (Amendment) Regulations, the Securities (Advertisement) (Amendment) Regulations and the Securities (Financial Statements) (Amendment) Regulations within the respective applicable time frames. Further clarifications can sought from the Authority on capitalmarkets.supervision@fsaseychelles.sc FINANCIAL SERVICES AUTHORITY

Annex 1: Monthly prorated annual license fee payable table (in USD) Securities Exchange Clearing Agency Securities Facilities Securities Dealer Investment Advisor (Company) Investment Advisor (Individual) Representative January 10,000.00 8,000.00

8,000.00

6,000.00

5,000.00

750.00 February 9,375.00 7, 500.00

7,791.67

5,750.00

4,750.00

4,791.67

687.50 March 8,750.00 7,000.00

7,583.33

5,500.00

4,500.00

4,583.33

625.00 April 8,125.00 6,500.00

7,375.00

5,250.00

4,250.00

4,375.00

562.50 May 7,500.00 6,000.00

7,166.67

5,000.00

4,000.00

4,166.67

500.00 June 6,875.00 5,500.00

6,958.33

4,750.00

3,750.00

3,958.33

437.50 July 6,250.00 5,000.00

6,750.00

4,500.00

3,500.00

3,750.00

375.00 August 5,625.00 4,500.00

6,541.67

4,250.00

3,250.00

3,541.67

312.50 September 5,000.00 4,000.00

6,333.33

4,000.00

3,000.00

3,333.33

250.00 October 4,375.00 3,500.00

6,125.00

3,750.00

2,750.00

3,125.00

187.50 November 3,750.00 3,000.00

5,916.67

3,500.00

2,500.00

2,916.67

125.00 December 3,125.00 2,500.00

5,708.33

3,250.00

2,250.00

2,708.33

62.50

Annex 2: Quarterly license fee payable table from first grant of license (in USD) Securities Exchange Clearing Agency Securities Facilities Securities Dealer Investment Advisor (Company) Investment Advisor (Individual) Representative Quarter 1 (January, February, March)

10,000.00

8,000.00

6,000.00

5,000.00

750.00 Quarter 2 (April, May, June)

7,500.00

6,000.00

4,500.00

3,750.00

562.50 Quarter 3 (July, August, September)

5,000.00

4,000.00

3,000.00

2,500.00

375.00 Quarter 4 (October, November, December)

2,500.00

2,000.00

1,500.00

1,250.00

187.50