Statement of Compliance
Statement of Compliance
For the Period
From :
To :
Please note that the period under review must correspond with that of the firm’s financial statements
Return this Statement of Compliance to:
Financial Services Commission
PO Box 940
Suite 3, Ground Floor
Atlantic Suites
Europort Avenue
Gibraltar
To be returned no later than four months after the accounting period end of the firm(s)
For Financial Services Commission use :
Date Received:
Checked By:
Follow up required:
Version 12.0 – 13 March 2015NOTES FOR COMPLETION OF THIS STATEMENT
1. Regulated firms are required to submit a Statement of Compliance on an annual basis. The Commission may determine that a Statement of Compliance should be submitted more frequently where it deems this necessary.
2. To reflect the fact that responsibility for compliance is primarily that of the regulated firm’s management, the completed questionnaire must be approved by the Board (or equivalent) and formally minuted. A copy of the relevant Board Resolution must be submitted with the Statement of Compliance.
3. The Statement, after approval, should be signed by two senior officers of the regulated firm e.g. chief executive, a director, or equivalent. The Statement should be submitted to the Commission within four months of the end of the firm’s accounting period.
4. Where the answer to a question calls for further details or other information, this should be inserted in the space provided or on a separate sheet if necessary.
5. Where the regulated firm is not a company, the Statement should be approved by the following: in the case of large partnerships, this may be a management committee rather than all of the partners; in the case of other individuals in association, the statement should be approved by a meeting of such individuals and signed by two of them.
6. In this Statement of Compliance, reference to “the regulated firm” includes all licensed persons, legal or natural forming part of the Group, carrying on the same type of financial services business and licensed accordingly.
7. A separate Statement of Compliance is required from each regulated persons within the same group, where these carry out different activities and submit separate audited accounts.
GUIDANCE NOTES
1. Financial Services Business
This section applies to activities falling under the Financial Services (Investment & Fiduciary Services) Act 1989, the Financial Services (Markets in Financial Instruments) Act 2006, the Financial Services (Collective Investment Schemes) Act 2005 or the Financial Services (Banking) Act 1992 ("the Acts").
2. Compliance
2A. Compliance Procedures
2A.2 If the answer to the question is “NO”, the instances where the compliance procedures have not been observed must be identified. Details should be provided of the action taken together with the results of such action.
2B. Compliance Monitoring
2B.1 In answering this question regulated firms should determine whether their compliance monitoring procedures include as a minimum:
a) review of continued adequacy of written procedures;
b) review of appropriateness of training material so far as it relates to compliance requirements;
c) test checks on documentation;
d) review of customer complaints, their follow-up and arrangements for handling complaints;
e) review of arrangements in respect of customers’ money and customers’ assets to ensure that they are administered in accordance with Financial Services Regulations ("the Regulations");
f) review of the records maintained by regulated firm; and
g) review of the steps taken to ensure that advice to customers and execution of transactions with or for them are in accordance with the Regulations.
Where the answer to this question is “NO”, the details supplied should clearly identify the areas where it is considered that monitoring procedures are inadequate and the steps taken to remedy the situation.
2C Record of compliance
2C.2 The details to be supplied in answer to this question should include information relating to incidents which have resulted in losses to customers or in customers being otherwise disadvantaged.
2C.3 The details to be supplied in answer to this question should include information on any issues or recommendations arising as a result of external statutory audits, internal audits or any other review requested or imposed by the licensee's Board or an external Authority.
4 Customer Money and Customer Assets
4A Customer Money
4A.1 Firms which do not hold or control client money or assets are only required to respond to Q4A.1 in this section. Credit institutions authorised to carry on deposit-taking business are not required to complete this section in respect of their deposit-taking activities.
9 Notification Requirements
9.1 The Commission should be informed by a regulated firm when there have been any changes in matters included in support of its original application, or submitted since, as set out in Regulation 7(b) of the Financial Services (Licensing) Regulations. These changes will include any made in relation to the business plan or operations of the firm, changes to the auditor, and proposed changes to the Board of directors, shareholders, controllers or key personnel.
12 Other Regulatory Action
12.1 The Commission should be informed by a regulated firm where there has been any regulatory action from any local or foreign body of the nature described in the question either affecting the regulated firm or any group company. A copy of any report or other document relating to such action should also be supplied to the Commission.
16 Corporate Governance
16.2 The Commission expects to receive details of individuals who carry out an executive management function. This includes individuals who are assigned a role with significant responsibility, or a specific area of responsibility within a firm, and who are considered to carry on a significant management function. Generally, this will include individuals who perform governing, management and, systems and controls functions.
STATEMENT OF COMPLIANCE
To: The Financial Services Commission
Relating to the affairs of
(Licensed persons, legal and natural, forming part of regulated firm)
From (dd/mm/yy)To (dd/mm/yy)
(‘the period under review’)
Approved by resolution of the Board[*] of the regulated firm on (dd/mm/yy)
as being accurate in all material aspects.
CHECKLIST / Please tick
Has the Statement of Compliance been signed by 2 senior persons (e.g. chief executive officer, director or equivalent)?
Has a copy of the Board resolution been attached?
Have all the licensed persons, both legal and natural, been listed above?
Have all the details requested for each question been provided?
Has a copy of an organogram been attached?
Have all the relevant details required been included on the organogram?
Has the current composition of the Board of each licensed entity been provided?
Has a copy of the management letter been included?
Trading Names
Have all of the above trading names been registered with Companies House? / YES / NO
If “NO”, please provide details below.
Have all trading names which are used outside Gibraltar been registered in relevant jurisdictions? / YES / NO
N/A
If “NO”, please provide details below.
The Guidance Notes should be studied before answering the questions. Please tick the relevant box. Where further detail or explanation is sought, this should be provided in all cases. If a particular question is inapplicable to the regulated firm, please indicate to this effect giving reasons in the space provided.
1[*] Financial Services Business
1A Business Conducted
1A.1 / Has the regulated firm carried on any business other than that for which it is licensed/authorised? / YES / NOIf “Yes”, please provide details below.
1A.2 / Is the regulated firm satisfied that it has conducted its financial services business at all times in accordance with the Acts and the Regulations? / YES / NO
If “NO”, please provide details below.
1A.3 / Has the firm changed its business plan in the last year? / YES / NO
If “YES”, please provide details below.
1B Special Conditions
1B.1 / If the regulated firm is subject to any conditions, has it complied with such condition(s): / YES / NON/A
If “NO”, please provide details below.
1C Licensable Activity
To be completed by Class VII and Class VIII holders only.
1C.1 / Has the Commission been notified whether the employment of any person holding an individual professional trustee or company manager licence has ceased? / YES / NON/A
If “NO”, please provide details below.
1C.2 / Has the firm ensured that only licensed entities or individuals have been carrying out licensable activity throughout the year? / YES / NO
If “NO” please provide details below.
1D Powers of Attorney
To be completed by Class VII and Class VIII holders only.
1D.1[*] / If during the period under review, a client company to which the regulated firm provides directorship services to, has granted a power of attorney, has this been done in accordance with the Regulations? / YES / NON/A
If “NO”, please provide details below.
1D.2 / If during the period under review the regulated firm has granted a power of attorney, other than in respect of client companies to which it provides directorship services to, has this been done in accordance with the Regulations? / YES / NO
N/A
If “NO”, please provide details below.
2 Compliance
2A Compliance Arrangements
2A.1 / Does the regulated firm have and make available to officers, employees and (if applicable) appointed representatives, written procedures incorporating rules of conduct reflecting regulatory requirements? / YES / NO2A.2[*] / Is the regulated firm satisfied that its arrangements for ensuring compliance (including complaints procedures) in accordance with regulatory requirements have been effective throughout the period under review? / YES / NO
2B Compliance Monitoring
2B.1[*] / Has the regulated firm carried out regular and adequate monitoring procedures during the period under review to ensure that employees act in conformity with regulatory requirements (including procedures relating to appointed representatives if applicable)? / YES / NO2B.2 / Is the regulated firm satisfied that adequate action has been taken to correct any deficiencies? / YES / NO
2B.3 / Has the regulated firm’s management been made aware at regular intervals of compliance monitoring findings? / YES / NO
If you have responded “NO” to questions 2B.1, 2B.2, or 2B.3, please provide details below.
2B.4 / Provide a comprehensive description of the manner in which senior management has performed its obligation to monitor the meeting of regulatory requirements.
2C / Records of Compliance
2C.1 / Is the record of occurrences which have, or may have, involved a breach of regulatory requirements complete and accurate? / YES / NO
If “NO”, please provide details below.
2C.2[*] / Is there any material or significant matter or trend revealed by such record which should be drawn to the Commission’s attention, paying particular attention to customer loss or disadvantage? / YES / NO
If “YES”, please provide details below.
2C.3
(a)[*] / Has the firm been subject to:
An Internal Audit? / YES / NO
A Compliance Review? / YES / NO
If any of the above are “YES”, please provide details below.
Please use additional sheets if required.
2C.3
(b)[*] / Has the company received a management letter as part of its external audit?* / YES / NO
If “YES”, please provide a copy of this together with your firm’s reply.
* Where the management letter has not been finalised, a draft copy should be provided to the FSC in the interim (until such time as a letter is issued in its final format) together with details of the points of contention.
2D / Complaints Record
2D.1 / Have any complaints been received and recorded during the course of the last 12 months? / YES / NO
If “YES”, please provide details below of the nature of each complaint received and indicate which of these have been resolved to the satisfaction of the complainant. For unresolved issues stated below, please indicate the present status of the complaint.
Please use additional sheets if required.
2E / Litigation
2E.1 / Have you, or any person related to the above licensees, been involved in any litigation as either claimant or defendant, or have you become aware of any such proceedings being commenced during the period under review? / YES / NO
If “YES”, please provide details below.
Please use additional sheets if required.
3 Know Your Customer and Due Diligence
3.1 / Please describe comprehensively the manner in which the regulated firm has implemented ‘Know Your Customer’ policies and the due diligence requirements contained in the Gibraltar AML/CFT Guidance Notes.
Please use additional sheets if required.
4 Customer Money and Customer Assets 4A Customer Money
4A.1[*] / Does the regulated firm hold or control customer money? / YES / NO
If “NO”, please go to section 4B.
4A.2 / Does the regulated firm have adequate systems of control to enable it to comply with the Regulations on customer money? / YES / NO
If “NO”, please provide details below of action taken.
4A.3 / Has the regulated firm complied with the Regulations on customer money at all times during the period under review? / YES / NO
If “NO”, please provide details below.
4A.4 / Have any of the customer accounts held by the regulated firm become overdrawn during the period under review? / YES / NO
If “YES”, please provide details below.
4A.5 / Has the regulated firm complied with Regulation 31(2) of the Financial Services (Accounting and Financial) Regulations 1991? / YES / NO
If “NO”, please provide details below.
4A.6 / Has the regulated firm received the confirmation from the bank(s), at which customer accounts are held, enabling it to comply with Regulation 31(2) of the Financial Services (Accounting and Financial) Regulations 1991? / YES / NO
If “NO”, please provide details below.
4B Customer Assets
4B.1 / Does the regulated firm hold or control client assets/investments? / YES / NO
If “NO”, please go to section 4C.
4B.2 / Does the regulated firm have adequate systems to enable it to comply with the Regulations on customer assets/investments? / YES / NO
If “NO”, please provide details below of action taken.
4B.3 / Has the regulated firm complied with the Regulations on customer assets/investments at all times during the period under review? / YES / NO