Instruction No. 6/97 on the Authorization of Business Brokers, Securities Investment Advisors and Sales Representatives

WEST AFRICAN MONETARY UNION
REGIONAL COUNCIL FOR PUBLIC SAVINGS AND FINANCIAL MARKETS

INSTRUCTION NO. 6/97 ON THE AUTHORIZATION OF BUSINESS BROKERS, SECURITIES INVESTMENT ADVISORS AND SALES REPRESENTATIVES

Whereas the Convention of July 3, 1996 establishing the Regional Council for Public Savings and Financial Markets (hereinafter "Regional Council"), Whereas Article 21 of the annex to said Convention, Whereas Decision No. 001/97 of the Council of Ministers of the West African Monetary Union in its session of November 28, 1997 adopting the General Regulation on the Organization, Operation and Supervision of the regional financial market of the UMOA (hereinafter "General Regulation"), Whereas Articles 91, 95 and 102 of said General Regulation, Whereas the decision of the Regional Council in its session of November 29, 1997, THE REGIONAL COUNCIL HEREBY RESOLVES:

Article 1: Business Brokers are natural or legal persons who transmit their clients' orders to Securities Investment Companies (SGI) and/or connect a client with an SGI or Wealth Management Company for the opening of a securities account and for investment advice or portfolio management under mandate.
Business Brokers, whether natural or legal persons, are prohibited from receiving deposits of funds and securities from their clients.

Article 2: Natural or legal persons who guide the choices of their clients without substituting themselves for them regarding final decisions are considered to be exercising Securities Investment Advisory activities.
Securities Investment Advisors, whether natural or legal persons, are prohibited from receiving deposits of funds and securities from their clients, or from transmitting stock exchange orders to SGIs on behalf of the clients they advise.

Article 3: Sales Representation activities encompass all operations conducted by those who regularly visit the home or residence of individuals, their workplaces, or public places not reserved for such purposes, in order to advise on the subscription, purchase, exchange, or sale of securities, or participation in transactions involving these securities.
Service offers or advice given regularly, with the same objectives as those referred to in paragraph 1 of this Article, at the home or residence of individuals or at their workplaces via letters, circulars, or telephone communication are also considered Sales Representation activities. All forms of door-to-door sales of securities are prohibited, consisting in visiting the home or residence of individuals, their workplaces, or public places to offer or acquire securities with immediate delivery of the securities and immediate total or partial payment in any form whatsoever.

Article 4: No one may, as a regular profession, without prior authorization from the Regional Council, exercise the activities of Business Brokers, Securities Investment Advisors, or Sales Representatives.
In addition to authorized natural or legal persons, banking institutions are authorized, after filing a declaration with the Regional Council, to conduct Business Broker activities.
SGIs and banking institutions are authorized, after filing a declaration with the Regional Council, to exercise Securities Investment Advisory activities.
Banking institutions, Wealth Management Companies and SGIs are admitted, after filing a declaration with the Regional Council, to utilize Sales Representation:

Article 5: Persons applying for authorization as Business Brokers, Securities Investment Advisors or Sales Representatives must submit to the Regional Council a file containing the following documents:
a) for legal persons: the articles of association, certified balance sheets and accounts, a statement of offered guarantees as well as the criminal record extract of the directors; b) for natural persons: a criminal record extract, a curriculum vitae and a statement of provided guarantees. Furthermore, natural persons must demonstrate sufficient experience in the relevant field of activity. Legal persons that employ or use the services of agents must demonstrate the same professional experience conditions.

Article 6: Legal persons applying for authorization as Business Brokers, Securities Investment Advisors and Sales Representatives must provide a bank guarantee in an amount equal to:

• five million FCFA for Business Brokers,
• two million FCFA for Securities Investment Advisors,
• one million FCFA for Sales Representatives.
  For natural persons, the amount of this bank guarantee is:
• two million FCFA for Business Brokers,
• one million FCFA for Securities Investment Advisors,
• five hundred thousand FCFA for Sales Representatives.

Article 7: The granting of authorization is subject to the payment of a sum whose amount is fixed by instruction of the Regional Council.

Article 8: The authorization of a Business Broker, Securities Investment Advisor or Sales Representative is published in the official stock exchange bulletin.

Done at Ouagadougou, on November 29, 1997
For the Regional Council
The President
L. NAKA