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Setting up a company with a UK Forex licence. Service offer

Main categories of licenses, requirements for obtaining licenses, proof of the company's presence in the country of registration, services provided by our company and their cost.

Categories of licenses

There are three main categories of licences relevant to forex broker platform services in the UK:

Dealer Licence – a full licence equivalent to Market Making (having the option to run a B-Book as the client’s counterparty);

Intermediary Licence – a Matched Principal licence limiting a broker’s activities to Straight-Through-Processing (STP) of orders in the case of an Agency model or an A-Book model;

Restricted Broker Licence – an introducer licence allowing sales and marketing but not allowing to hold client funds.

A dealer licence or intermediary licence allows a company to offer contracts for difference (CFDs) in forex, commodities, futures, and shares to retail and wholesale clients. A restricted licence allows a company to introduce clients to dealer or intermediary companies.

Regulator: Financial Conduct Authority (FCA).

Main governing legislation: Financial Services and Markets Act 2000 (FSMA).

Main requirements for obtaining a licence

  1. local qualified director;
  2. physical office in the UK;
  3. local qualified Compliance Officer;
  4. developed and accepted AML procedures in place, with a strict code of conduct implemented by the FCA;
  5. individually drafted business plan and financial projections for 3 years;
  6. Due Diligence and the fit and proper test successfully passed by the individuals in the structure;
  7. paid-up minimum share capital (depending on the licence category: from EUR 50 000 to EUR 730 000);
  8. external auditor.

Share capital

the minimum capital requirement for a dealer licence, essentially a market maker, is EUR 730 000;

for an intermediary licence (i.e. matched principal), it is EUR 125 000;

for a restricted broker licence, the minimum sufficient capital is EUR 50 000.

Business plan requirements

The business plan needs to include the following sections and information:

A) Goals and clients:

  • as detailed as possible an explanation of the business and its origin (including its legal structure and creation);
  • goals (e.g. business opportunities, market share, objectives, assets under management);
  • target market, key clients, distribution, products, and prices;
  • marketing strategy;
  • services that the clients of the business will receive;
  • key dependencies and business risks.

B) Personnel and management:

  • proposed investment strategies, commission and remuneration policies, management structure and key personnel;
  • experience of the company’s management in the regulated activity that they propose to carry on;
  • work experience, professional experience, and relevant qualification of each individual performing supervised or senior management functions and how this will assist them in the performance of their functions;
  • analysis of key risks of employee behaviour.

C) Plans and projections:

  • long-term strategy and expansion plans;
  • outsourcing plans or other key operational issues;
  • financial projections for one or three years, depending on the MiFID status.

The application assessment time by the FCA is 6 to 12 months after the full set of documents is submitted.

Proof of the company’s physical presence in the country of incorporation

Office rent

The cost of renting an office with a separate address depends on the size and location of the premises, as well as the amenities available.

By way of example, renting an office of 14 sq. m may cost GBP 1 500 per month + VAT.

Our fees for searching for office space is 15-20% of the annual rent.

Proof of effective management in the company’s country of incorporation

Recruiting

Effective management in the UK requires a local qualified director who will need to be approved by the UK financial regulator, be officially employed, and paid a salary, as well as a local Compliance Officer. Depending on its size, a company may also require sales, technical support, compliance, and accounting staff. Staff recruiting services are provided upon request based on business needs, employee’s duties and work schedule.

The fee for such services is 30-35% of the employee’s annual salary.

In the UK, the minimum wage of an employee without any serious qualification is from GBP 1 000 per month (not including taxes and contributions).

The fees of a local professional director qualified for FCA approval start at EUR 7 000 per month, on average.

List of required documents

  • passports of the individuals in the structure (2 notarised copies with a notarised translation into English for each individual);
  • proof of residential address of the individuals in the structure (utility bill), not older than 3 months (original and 2 notarised copies with a notarised translation into English for each individual);
  • bank reference letter for the director and shareholders;
  • reference letter from a licensed lawyer for the director and shareholders;
  • proof of education in the relevant field (notarised copies with a notarised translation into English);
  • CV of the director and shareholders;
  • clean criminal record certificate for the director and shareholders;
  • completed and signed Application to the FCA;
  • Declarations;
  • set of documents for bank account opening, completed and signed bank forms (the list of documents depends on the specific bank);
  • AML (Anti Money Laundering) procedures;
  • Business plan;
  • Financial projections for 3 years;
  • Balance sheet with projections;
  • AML/CFT Declaration;
  • confirmation from the bank to the FCA of the paid-up share capital.
Note: Depending on the situation, more documents will be requested from any authority or institution during the procedure.

Fees[1]

Services
Fees (EUR)

Selecting a licence category and other advice

Written advice on selecting the appropriate licence category for the proposed activity
from 5 500
Other advice on legal matters
300 / hour
Tax advice
400 / hour

Incorporation and application for a licence

Drafting of non-standard company articles tailored to the specific activity (the fee depends on the licence category and complexity of the articles)
from 8 000
Incorporation of a company (including preparation and provision of the company’s original constitutive documents and an apostilled copy of such documents, share issue documents, and the company seal)
2 000
Submission of an application for a Forex licence to the FCA and support of the entire process up to the FCA’s final decision (depending on the licence category)
from 68 000
Drafting of the Business Plan
from 4 000
Drafting of the AML Manual
4 500
Bank account opening
3 500
Share capital
from 50 000 to 730 000

Proof of effective management in the company’s country of incorporation

Recruiting services
from 30-35% of annual salary
Drafting of the Employment Agreement
from 1 200
Local professional director qualified for FCA approval
from 7 000 / month
Local professional Compliance Officer
from 5 000 / month
Support of the application for a work permit (when foreign employees move to the UK)
upon request

Proof of the company’s physical presence in the country of incorporation

Office rent

Agency fee for the services of searching for office space
15-20% of annual rent
Monthly rent (a deposit is payable to the landlord for two months in advance)
from 1 500 / month

Compliance fee

Payable in the cases of:
- incorporation of a company,
- renewal of a company,
- liquidation of a company,
- transfer out of a company,
- issue of a power of attorney to a new attorney,
- change of director / shareholder / beneficial owner, except the change to a nominee director / shareholder,
- signing of documents.
350 (standard rate, includes the check of 1 individual)
+ 150 for each additional individual (director, shareholder, or beneficial owner) or legal entity (director or shareholder) if such legal entity is administered by GSL
+ 200 for each additional legal entity (director or shareholder) if such legal entity is not administered by GSL
450 (rate for high-risk companies, includes the check of 1 individual)
100 (signing of documents)

[1] The fees are valid as of November 2024.

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EUR 139 000
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