Capital Markets Authority (Licensing and Approval) Regulations

is not and has not been in the employment of the approved person in an executive capacity within the last five years; (b) is not affiliated to an adviser or consultant to the approved person or a member of the approved person's senior management or a significant customer or supplier to the approved person or with an entity that receives significant contributions from the approved person or an entity in which the approved person is invested or within a period of five years preceding the date of the application, has not had any business relationship with the approved person, other than the service as a director; (c) has no personal service contract with any of the shareholders, directors, or members of the senior management of the approved person; (d) is not employed by a company at which an executive officer of the approved person serves as a director; (e) is not a member of the immediate family of any person described in paragraph (iii); or (f) has not had any of the relationships described in regulation 2, with any affiliate of the company; "market participant" includes commodity brokers, commodity advisers, clearing house of a commodities exchange and a client of a commodity broker or commodity adviser;

the applicant's directors and officers shall be fit and proper persons as prescribed in the Act, and shall each submit a complete fit and proper assessment form in accordance with Schedule 2 to these Regulations;

the applicant shall comply with and submit evidence attesting to the minimum paid up share capital and minimum working capital requirements as prescribed by the Authority and the functional expertise, infrastructure and experience for the operation of a securities exchange to the satisfaction of the Authority;

the applicant shall submit its rules, memorandum and articles of association which shall be in a form that is satisfactory to the Authority and restricting the applicant to the business of operating a securities exchange;

provide details of the trading system proposed to be adopted by the applicant and a comprehensive business plan for developing the securities exchange market in Uganda, including but not limited to; increasing the number of listed companies and capital markets products, improving liquidity and price discovery in the listed securities;

provide such additional documents as may be required by the Authority;

provide evidence of payment of the prescribed fees; and

provide a letter of confirmation from a supervised financial institution where the securities exchange holds its accounts.

a board of directors of not less than five persons constituted as follows- (i) the chief executive officer; (ii) one third of the members of the board of directors who shall be elected from among the trading participants; (iii) at least one independent executive director who shall be present in the meetings of the board to constitute a quorum; and

the prompt disclosure, in a manner that is fair to all investors, of material information of a price sensitive nature and information likely to affect the price of a security including fees on management contracts, to enable appraisal of an issue by investors;

the protection of investors against abuse of confidential information, misleading information, fraud, deceit, and other adverse practices in the issuing and trading of securities;

the prohibition of market manipulation in any form;

the investigation into trading in securities and financial transactions of trading participants and for conducting spot checks on such trading participants; (g) the suspension of trading of any security for the protection of investors or for the conduct of orderly and fair trading;

the conduct of securities trading and the manner in which information relating to transactions is to be maintained and reported to other trading participants and customers of the securities exchange; (i) the segregation from other business accounts of trading participants and segregation of customers funds and securities; (j) the arbitration of disputes and provision for appeal to the Authority by trading participants, investors and listed companies;

the carrying out of the business of securities exchange with due regard to the interest of the investing public;

the trading rights on a securities exchange;

registration with the securities exchange of full members, associate members, their representatives, authorised clerks and dealers;

the conduct of trading participants, their representatives, authorised clerks and dealers;

the responsibility of trading participants for the actions of their employees and agents in their dealings with the public; and

the listing of companies in the respective market segments to allow investors to have a range of investment opportunities in the listed securities across all sectors of the economy.

engage in the business of operating a securities exchange and shall not directly or indirectly enter into any unrelated business;

not outsource any of its core functions including listing and trading, without the prior approval of the Authority;

comply with the Companies Act, Cap. 106 and the corporate governance requirements prescribed by the Authority;

employ a chief executive officer and other staff with sufficient capacity to administer the securities exchange in accordance with these regulations;

establish a physical location and mode of operation which contributes to an orderly and efficient market for securities in Uganda;

have an online surveillance capability which monitors positions, prices and volumes in real time to ensure market integrity;

have adequate infrastructure to list and trade securities on its platform;

have a network of trading participants that have adequate capacity that shall include financial, technological and administrative resources and facilities to admit and regulate the participants;

make necessary arrangements to establish connectivity with its trading participants and securities central depository;

have adequate systems capacity supported by a business continuity plan including a comprehensive disaster recovery plan;

ensure that it has professional indemnity insurance cover for the employees of the Exchange and require dealing members to maintain adequate professional indemnity insurance cover;

inform the Authority in writing of any modifications made to the comprehensive business plan and the progress being made on its implementation;

submit a request to the Authority, for approval of any persons proposed to be appointed as a chief executive officer or director of the securities exchange, and where the Authority rejects a person proposed as chief executive officer or director, justifiable cause shall be given and the decision communicated to the securities exchange within a reasonable time; and

submit a resolution of the board of directors of the securities exchange before any trading system is installed or implemented.

a trading facility at which all bids to purchase and offers to sell are exposed to each other and at which members of the public are granted an opportunity to witness the trading;

a transparent and efficient pricing mechanism which- (i) displays the best offer and bid prices; (ii) provides for automatic matching; (iii) allows for efficient distribution of liquidity within the market; (iv) displays the highest and lowest prices, the latest transactions as well as the volume of securities traded; (v) has an audit trail and trace back mechanism for all transactions; (vi) has sufficient internal controls and security measures to ensure that only authorised persons have access; and (vii) maintains records of all transactions and retrieves such records whenever necessary; and (c) connectivity to a security central depository.

rules governing the operations of the commodities exchange;

details of trading, clearing and settlement systems proposed to be adopted by the applicant;

evidence of payment of the fees prescribed in Schedule 3 to these Regulations;

a letter of confirmation from a supervised financial institution where the commodities exchange holds its accounts;

a business feasibility plan evaluated by an entity with a proven track record and expertise in commodities markets or commodities market development, establishment or management; and

such additional documents as the Authority may require.

be demutualized; (b) engage in the business of operating a commodities exchange and shall not directly or indirectly enter into any unrelated business; (c) ensure that the clearing and other arrangements are made, its clearing house and its members are such as to provide a reasonable assurance that all obligations arising out of contracts entered on the proposed commodities exchange will be met; (d) meets the prescribed minimum paid up share capital requirements to support the initial infrastructural investments and minimum working capital; (e) satisfy the requirements relating to ownership and governance structure specified in these Regulations; (f) have its directors determined as fit and proper persons as prescribed under the Act and shall in addition submit a complete fit and proper assessment form for each director in accordance with Schedule 2 of these Regulations; (g) maintain such professional indemnity insurance as may be required by the Authority for compensating investors who suffer pecuniary loss resulting from the failure of a broker or dealer to meet his or her contractual obligations and require its member dealers or brokers to maintain adequate professional indemnity insurance cover;

satisfy requirements relating to financial capacity including the minimum working capital requirements prescribed by the Authority, functional expertise and infrastructure to establish and operate a fair and efficient commodities exchange; (i) prepare measures to prevent contingencies or disasters including events such as technical lapses occurring with automated systems; (j) provide adequate security arrangements on risk identification and mitigation, data protection and recovery mechanisms on critical infrastructure; (k) have in its employment, sufficient number of persons with adequate professional and other relevant competencies and experience; (l) have measures in place to actively enforce compliance by its members with its rules for the prevention of manipulation and excessive speculation; (m) have adequate provision to record and publish details of trading, including volume and interest; and (n) comply with any other conditions as may be specified by the Authority.

the eligibility requirements and procedures of exchange including the procedures for admission as a trading participant of a commodities exchange and requirements for admission inclusive of fees;

powers to levy fees and impose penalties for breach of its rules;

the granting of non- transferable trading rights to trading participants of the commodities exchange;

general obligations of the trading participants who are members of the commodities exchange, including requirements on minimum net worth, maintenance of accounting records and compliance to the laws of Uganda and the rules of the commodity exchange;

the requirement for admission of the commodities exchange comprising brokers, trading advisers, warehouse operators, clearing banks and any other category that may be approved by the Authority;

the termination of a trading participant or other market participants;

specifications on the minimum parameters to be disclosed in respect of commodity contracts to be listed, with prior approval from the Authority;

the clearing and settlement of all trades in commodity contracts by the appointed clearing house, whether the clearing house is independent, wholly owned by the commodities exchange or its subsidiary;

the performance of novation, netting and guarantee settlement of trades;

the complete segregation of business accounts of trading participants from that of their clients and between different clients;

the validation of orders on the commodities exchange;

the suspension of trading of any commodity contract for the protection of investors or for the conduct of orderly and fair trading;

the investigation into trading practices and financial transactions of commodity brokers and their clients;

the clearing house and designated clearing banks of the commodities exchange;

commodity categories;

the operation of warehousing facilities on commodities;

the delivery, declaration, management and delivery of various commodities traded on a commodities exchange;

detailed provisions on direct market access by clients of the commodities exchange;

detailed provisions on give-up and take-up transactions, position transfers, assignments, transaction separations, open or close transaction designations and adjustments, and average pricing including transaction mergers and de- mergers;

the methodology for determining the daily and final settlement prices with provisions for adjustments in contract prices to compensate for allowable adjustments in quality and quantity;

the closing out of commodity contracts in case of noncompliance with the rules of the commodities exchange;

the mandatory maintenance of a settlement guarantee fund and investor protection fund including provisions for pay in, pay out and topping up;

the declaration of an event of default and disposal of a defaulter's assets under lien or pledge;

the exclusion from membership to a commodity market of persons who are not fit and proper as provided for under the Act and these Regulations;

the expulsion, suspension or disciplining of trading participants of a commodity market for conduct inconsistent with just and equitable principles in the transaction of business, or for a contravention of the business rules of the proposed commodities exchange;

the trading days and business hours of the commodities exchange;

the resolution of disputes and provision for appeal to the Authority by trading participants and investors;

the carrying on the business of the proposed commodities exchange with due regard to the interests and protection of the public; and

any other provisions specified by the Authority or the commodities exchange.

the Authority shall communicate its decision in writing within fourteen calendar days from the date of the last response from the board of directors of the commodities exchange or securities exchange; (f) where the decision of the Authority is to cancel the approval, the cancellation shall take effect in accordance with section 40 (8),(9) and (10) of the Act; (g) where the decision of the Authority is to suspend the approval, the suspension shall take effect immediately; (h) where the Board of the exchange is dissatisfied with the decision of the Authority, the exchange shall within 14 days of receipt of the decision, notify the Authority of its intention to appeal to the Tribunal; and (i) the Authority shall within seven days of receipt of the notice to appeal the decision, refer the matter to the Tribunal for determination.

regulate the operations, standards of practice and business conduct of its trading participants, their employees, representatives and associates, in accordance with the rules of the exchange;

keep such records as are necessary for the proper recording of each transaction in the commodities exchange;

preserve confidentiality of all information in its possession concerning its members and their clients, except that such information may be disclosed by the commodities exchange when required to do so, in writing, by its clearing house, the Authority, an order of a Court of law in Uganda and the provisions of any law of Uganda;

publish its rules, fees and charges on its website;

identify and manage conflict of interest;

ensure that only licenced warehouses and warehouse operators are used in connection with trading in a commodities exchange; and (g) provide a robust mechanism for clearing and settlement.

a trading participant is unable to comply with any rule of the exchange or any rules relating to financial resources; or (b) a financial irregularity or other matter which, in the opinion of the exchange, may indicate that the financial standing or integrity of a member is in question, or that a member may not be able to meet its legal obligations.

conducts business in accordance with the rules and practices of a commodities exchange.

the relevant application form and documents in support of the information and declarations; and

a letter from a commodities exchange stating that the application meets all the relevant requirements of the commodities exchange, and that the commodities exchange shall admit the applicant if licenced by the Authority.

be a company with liability limited by shares;

have a chief executive officer who is a fit and proper person as prescribed under the Act and these Regulations, and who has experience of not less than five years in the business of buying, selling or dealing in commodities, commodity contracts, derivatives contracts or other securities;

have the necessary infrastructure including office space, equipment and trained staff to effectively discharge its activities;

have as its directors and key personnel, persons who are fit and proper as prescribed under the Act and these Regulations; and

meet the financial requirements prescribed by the Authority.

a memorandum and articles of association;

a statement of the accounts for the period of the accounting year ending not earlier than six months prior to the date of application and the applicant's audited accounts for the preceding two years (where applicable);

proof of payment of the prescribed fees; and

a business plan containing particulars on - (i) the management structure; (ii) the directors, including one or more executive directors, their qualifications, addresses and details of other directorships; (iii) the shareholding structure and beneficial ownership, disclosing whether any of the shareholders will have an executive role to oversee the day-to-day operations of the business; (iv) the qualifications, experience and expertise of the chief executive;

the proposed management and qualifications of key personnel; (vi) the financial projections for three years; (vii) the particulars of the proposed operating and information technology system; (viii) one bank reference; (ix) two business references; (x) the proposed premises suitably located and equipped to provide satisfactory service to clients in the field of activity to which the licence relates or evidence acceptable to the Authority that such premises will be available; (xi) the staff capable of providing professional services to clients in the field of activity to which the licence relates or evidence acceptable to the Authority that such staff will be available; (xii) a proposed independent auditor; (xiii) proof that the prescribed financial requirements have been fulfilled; (xiv) suitable infrastructure necessary for the provision of satisfactory service to clients; and (xv) any other information that may be requested by the Authority with justifiable reasons.

a financial institution that meets the requirements of this part and is approved by the Authority, and that shall demonstrate effective capacity; that includes financial and administrative resources and expertise in the performance of related services.

the fees prescribed in Schedule 3 to these Regulations; and

documents, information and declarations specified in this regulation. (3) Where the applicant wishes to operate as a stockbroker and a dealer, may apply using one application for a stockbroker and dealer's licence.

submit a certified copy of the applicant's certificate of incorporation or a duly registered partnership agreement or a trust deed; (b) have the prescribed financial requirements;

have a purpose of providing risk capital to businesses in Uganda;

submit details of the investment strategy of the fund to be operated by the applicant;

submit a letter of acceptance of the appointment from a licenced fund manager and the management agreement;

have a board of directors or other governing body with a minimum of five directors or members, of which at least one third of the directors are independent directors;

submit a letter of acceptance of the appointment of an auditor who is a member of the Institute of Certified Public Accountants of Uganda;

open separate bank accounts for each fund;

submit evidence of payment of the prescribed fees; and

submit any further information that the Authority may deem necessary to determine the application.

by one month's notice or such longer period as may be stipulated in the management agreement, in writing by the governing body of the approved venture capital fund.

details of the investment portfolio and details of the cost of such investment and estimated yields;

statements relating to any incomplete transactions;

records required to be maintained by the fund manager;

letters of resignation by the fund manager or persons appointed by the fund manager as a nominee for the approved venture capital fund from any directorships made pursuant to the management agreement;

particulars of all contact persons for purposes in connection with the investment portfolios; and

any other information required to be handed over as stipulated in the management agreement.

a certificate of incorporation, memorandum and articles of association;

a business plan;

resumes of the top management staff, management structure,

brief on the rating methodology, rating grades and fee structure;

a sample of a standard agreement between the rating agency and its clients; and

a draft sample "letter of requests" for rating accompanied by a draft of the "information requirements for rating securities."

have a director, employee or associate of director or employee who holds a position of a director of a company for which the company acts as a transaction adviser; and

allow a director or employee or associate of such director or employee to deal in the securities of a company for which the transaction adviser acts as an adviser during any closed period of that company.

withdraw the approval of the transaction adviser.

a business plan including details of the top management staff, management structure including provision of particulars of directors who collectively have experience in conducting registry business;

a copy of the latest audited accounts;

an undertaking to maintain proper records and render returns;

information on necessary infrastructure such as office space, sufficient manpower and records storage and management facilities such as fire proof cabinets, filing cabinets, registers and information systems and back-ups;

information on control measures for access to records;

proof that the chief executive officer has experience in management and supervision of staff involved in electronic data management and other forms of records maintenance;

proof that the senior management and staff meet the fit and proper requirements under the Act and these Regulations;

in the event that the applicant is a subsidiary of a Registrar operating in another jurisdiction, a recommendation from the primary regulator;

the prescribed fees; and

any other information that may be required by the Authority.

effect refunds arising from oversubscriptions and rejected applications;

make dividend, principal, interest and other distributions to securities holders;

distribute right issue circulars and public offer documents;

dispatch annual reports, accounts and notices of meetings;

collect applications from investors in respect of an issue;

participate in share allotment and finalising the list of entitlement as per allotment;

process and dispatch allotment letters; and

any other role that may be assigned by the Authority.

has appropriate procedures and systems of exercising self- regulation over its members with the capacity, financial and administrative resources necessary to carry out its functions as a self-regulatory organization, including dealing with a breach of a provision of the Act or of any other applicable standards or guidelines;

has board of directors who are fit and proper persons;

has a code of conduct for its members;

has adequate procedures for dispute resolution; and

satisfies such other criteria as may be specified by the Authority.

the Act and regulations prescribed by the Authority.

promote investor protection;

promote fair treatment of its members;

exclude a person who is not fit and proper from being its member or being appointed as its chief executive, director or officer;

promote proper regulation and supervision of its members;

promote appropriate standards of conduct of its members;

manage any conflict of interest which may arise between its interest and the interest of investors and the general public;

ensure that its members and their officers duly comply with the relevant securities laws, regulations and rules;

prevent the use of any information by its members or their officers which may result in the members or their officers making an unfair gain;

expel, suspend, discipline or sanction a member, if such member contravenes securities laws, regulations and regulations issued by the authority or where relevant, the applicable rules, or an approved central depository;

require a member to report any action, restriction or limitation imposed on its operations by any regulator, any other self-regulatory organisation, stock exchange, central depository or any other competent authority;

allow an aggrieved member to appeal against any decision of the self-regulatory organisation; and

provide for procedures with respect to reporting and accountability to any industry regulatory other than the Authority.

the licence or approval shall be personal to the applicant and shall not be transferable;

a licensee or approved person shall not grant a change in ownership of the business unless notification has been given to the Authority and the Authority has satisfied itself that the new owner is a fit and proper person to take over the ownership of the business;

a licensee or approved person shall give written notice to the Authority on the occurrence or alteration of any event which he or she knows affects or may affect in any material respect, any matter in respect of which he or she has supplied or was required to supply information to the Authority in the course of his or her application for that licence;

a licensee or approved person shall give written notice to the Authority of any change in the management and staff immediately after the change has taken place, where the holder of the licence is a company, any change in the directors of the company;

a licensee or approved person shall comply with any directions which may be given by the Authority in respect of a proposed alteration or occurrence of the event or change notified to the Authority under paragraphs (b) or (c) of this regulation;

a licensee or approved person shall not carry on, or hold himself or herself out as carrying on, any securities business other than that permitted by his or her licence;

a licensee or approved person shall comply with any other terms or conditions imposed by the Authority.

a licensee or approved person shall be required to maintain a professional indemnity, insurance in respect of its personnel or contribute to a guarantee or fidelity fund for purposes of addressing any market anomalies that arise due to a failure on the part of the licensed or approved person, in accordance with the Act and these Regulations.

the Capital Markets (Establishment of Stock Exchanges) Regulations, S.I 84 -3; and

the Capital Markets (Fund Managers) Regulations, 2004, S.I No. 42 of 2004.

Nominal/authorised capital …………………………… (b) Number of shares ………………………………………. (c) Paid-up capital ……………………………………………

Nominal capital (Ugshs.) ……………………………………

Number of shares …………………………………….. (c) Paid-up capital (Ugshs) ………………………………..

a certified copy of the certificate of incorporation; (c) a business plan complying with the requirements of these Regulations; (d) management accounts for the period not exceeding six months prior to the date of application and audited annual accounts for the preceding two years (in the case of application of licence) and audited annual accounts for the preceding year (in the case of renewal of licence); (e) a declaration by the directors as to whether after due enquiry by them in relation to the interval between the date to which the last accounts have been made and a date not earlier than fourteen days before the date of the application- (i) the business of the company has, in their opinion, been satisfactorily maintained; (ii) there have, in their opinion, arisen any circumstances adversely affecting the company's trading or value of its assets; (iii) there are any contingent liabilities by reason of any guarantees given by the company or any of its subsidiaries; (iv) there are, since the last annual accounts, any changes in published reserves or any unusual factors affecting the profit of the company or any of its subsidiaries. (f) copy of the bank guarantee to be lodged with the securities exchange or the central depository (where applicable). (g) a declaration by persons authorised as prescribed to accompany the application form; and (h) proof of payment of application fee.

Name of company ___________________________________ (b) Registered office ____________________________________ (c) Date and place of incorporation _________________________ (d) Address, telephone and fax numbers of principal place at which the business of the applicant is to be carried on _________ ____________________________________________________

authorised capital, __________________ shillings (ii) paid-up capital, ____________________ shillings (iii) types of shares issued _________________________

State the type of clients with whom the applicant proposes to do business _______________________________________________________ _______________________________________________________ (b) Describe in detail the organisational structure and internal control procedures which the applicant has adopted or proposes to adopt for the proposed business _______________________________________________________ _______________________________________________________ (c) State in detail the experience of the applicant and his or her management staff in the proposed business _______________________________________________________ _______________________________________________________ (d) State in detail the activity and the manner in which the applicant proposes to conduct the business for which the applicant requires a commodities broker's licence. _________________________ _______________________________________________________ _______________________________________________________ (e) Is the applicant or any director or secretary of the applicant company a director of any company in Uganda or elsewhere? ___________ Answer "Yes" or "No"; if "Yes", give details of-

Name of applicant ____________________________________ (b) Residential address ___________________________________ (c) Tel. No __________________ Fax No. ___________________ (d) Date of birth ________________________________________ (e) Place of birth ________________________________________ (f) Number of years applicant has resided in Uganda ___________ (g) Nationality _________________________________________

name of principal ____________________________________ (b) address at which the business of the principal is to be carried on _______________________________________________________ (c) telephone no. _______________________________________ (d) nature of business of the principal _______________________ (e) present remuneration arrangement with principal (salary, commission or both) _________________________________ (f) Directorship in companies in Uganda or elsewhere ___________ _______________________________________________________

been disqualified as a director of a company, or been a director of a company that has gone into receivership or liquidation in Uganda or elsewhere? _________________________________ (m) had any experience in performing the functions of a dealer's representative or an investment representative? _____________ (Answer "Yes" or "No". If "Yes", attach annexures giving all relevant particulars)

Nominal capital (Ugshs.) ……………………………. (b) Number of shares …………………of (Ugshs) …………each. (c) Paid-up capital (Ugshs) ……………………………………… (d) Number and broad description of fund: (e) Components (of each Fund): (i) Equity ……………………………………………………… (ii) Shareholder Loans ………………………………………… (iii) Debt ……………………………………………………… (iv) Other (Explain) ……………………………………………

Telephone: ……………………………………………………… (d) Email address: ………………………………………………… (e) Fax: …………………………………………………………… (f) Practising Certificate No. ………………………………………. Provide individual responses to the following questions in respect of each of the shareholders, Partners/directors and secretary :

subjected to any other form of disciplinary action by any stock exchange? If 'yes', give details. ……………………………………………………………… ………………………………………………………………

Applicant's name ____________________________________ (b) Licence No. ________________________________________ (c) Expiry date of licence _________________________________ (d) Residential address ___________________________________ (e) Telephone No. ______________________________________ (f) Fax No. ____________________________________________ (g) Present remuneration arrangement with principal; (salary, commission or both).

been declared bankrupt or compounded with or made an arrangement for the benefit of his or her creditors in Uganda or elsewhere? _________________________________________ (e) been engaged in the management of any company other than those referred to in the last application? ____________________ (f) been a director of any company other than those referred to in the last application? __________________________________ (g) been refused a fidelity or surety bond in Uganda or elsewhere? ___________________________________________________ (h) been the subject of any disciplinary action taken by his or her firm? _____________________________________________ (i) been disciplined by any professional or other membership body? _________________________________________________

been the subject of any adverse finding or any settlement in civil proceedings, particularly in connection with investment or other financial business, misconduct, fraud or the formation or management of a body corporate;

been the subject of, or interviewed in the course of, any existing or previous investigation or disciplinary proceedings, by the Authority, by other regulatory authorities (including a previous regulator), clearing houses and securities exchanges, professional bodies, or government bodies or agencies;

been the subject of any proceedings of a disciplinary or criminal nature, or has been notified of any potential proceedings or of any investigation which might lead to those proceedings; (e) contravened any of the requirements and standards of the regulatory system or the equivalent standards or requirements of other regulatory authorities (including a previous regulator), clearing houses and commodities or securities exchanges, professional bodies, or government bodies or agencies; (f) been the subject of any justified complaint relating to regulated activities; (g) been involved with a company, partnership or other organisation that has been refused registration, authorisation, membership or a licence to carry out a trade, business or profession, or has had that registration, authorisation, membership or licence revoked, withdrawn or terminated, or has been expelled by a regulatory or government body; (h) as a result of the removal of the relevant licence, registration or other Authority, the person has been refused the right to trade, business or profession requiring a licence registration or other related business. (i) been a director, partner, or concerned in the management, of a business that has gone into insolvency, liquidation or administration while the person has been connected with that organisation or within one year of that connection; (j) or any business with which the person has been involved, has been investigated, disciplined, censured or suspended or criticized by a regulatory or professional body, a court or Tribunal whether publicly or privately; (k) been dismissed, or asked to resign and resigned, from employment or from a position of trust, fiduciary appointment or similar;

ever been disqualified from acting as a director or disqualified from acting in any managerial capacity; (m) In the past, the person has been candid and truthful in all his dealings with any regulatory body and whether the person demonstrates a readiness and willingness to comply with the requirements and standards of the regulatory system and with other legal, regulatory and professional requirements and standards.