Credit Institutions (Including Banks)
Licensing Requirements / Criteria
- The institution to be incorporated as a credit institution should be a public limited company. The requirements on capital and management are as follows:
- The minimum capital requirement for founding a bank is MOP 100 million. Other credit institutions should follow the specific legal provisions set for them.
- Upon incorporation, the share capital of the institution should be fully subscribed to and paid up in cash with at least half of the capital deposited at AMCM or other institutions specified by AMCM.
- The board of directors of the institution should have a minimum of three persons with recognised suitability, and at least two of whom are Macao residents who have sufficient ability and experience to carry out their duties and with full powers to effectively direct the business of the institution.
- The executive order that granted authorisation to the institutions may set limit on the scope of business, or may stipulate any requirements or specific conditions that should be observed by the institutions.
- Assessment by AMCM
In making assessment on the relevant application, the AMCM will take into consideration the following factors:
- Structure of the group to which the institution belongs and whether the identity of shareholders with qualifying holdings of the institution is known;
- If the prospective or founding shareholder with qualifying holdings is an overseas bank, whether this bank is adequately supervised by any competent supervisory authority(-ies) in its state or territory of origin, and whether it is authorised by its supervisory authority to set up a subsidiary / associated credit institution in Macao.
- Whether each shareholder with qualifying holdings or director will be a suitable person for particular position.
- Whether the institution has adequate systems of control to ensure that each manager of the institution is suitable for their positions.
- Whether the business of the institution will be carried on with integrity, prudence and the appropriate degree of professional competence and, in a manner which is not detrimental, or likely to be detrimental, to the interests of potential depositors.
- Whether the institution has a sound and feasible business plan, and can promote the development of Macao’s financial market.
- Whether the institution will have adequate financial resources for the nature and scale of its operations.
- Whether the institution will maintain adequate liquidity to meet its obligations as on a timely manner.
- Whether the institution will comply with the prudential rules on exposures applicable to it.
- Whether the institution will maintain adequate provision for depreciation or diminution in the value of its assets (including provision for bad and doubtful debts), for liabilities which may fall to be discharged by it and for losses which may occur.
- Whether the institution will have adequate risk management processes, corporate governance, accounting systems, systems of control (including the systems to comply with anti-money laundering and countering the financing of terrorism standards), and business continuity planning.
- Whether the application is in the best interests of the financial system of Macao.
- Information to be provided in the application
The documents and/or information required to be provided in the application are as follows:
- An application letter stating the reasons for the application for authorisation, introducing the background of the proposed institution and describing the business development plan
- A duly completed licensing application questionnaire giving particulars of the proposed institution
- If not already included in the application letter, an explanation of the economic and financial reasons behind the proposed institution’s intent to operate in Macao, indicating the feasibility and the manner in which the institution’s operation shall fit into the economic and financial policies of Macao
- A draft of the Articles of Association, with a certificate issued by the Commerce and Movable Property Registry proving that the name of the proposed institution can be registered
- If the proposed institution is a subsidiary of another institution, a copy of the resolution of general meeting of the parent institution’s shareholders endorsing the application, or the authorisation from the legal representatives of the parent institution.
- An organisational chart showing the structure of the group to which the proposed institution affiliates to, and the ownership hierarchy from shareholders with a holding equal to or greater than 5% of the share capital of the proposed institution to the ultimate shareholder
- For each shareholder that is a legal person with a holding equal to or greater than 5% of the proposed institution’s share capital, the following documents are required:
- Company search report issued by the registration authority where the company is incorporated within three months
- A copy of its Articles of Association
- A copy of its annual reports and audited accounts (with the latest interim reports, if available) for the last three years, containing the personal and professional identification of its board of directors and senior management
- Distribution of its share capital and a list of shareholders who hold 5% or more of the respective share capital
- Personal and professional identification documents, financial information and no criminal conviction certificates for direct and indirect shareholders who are individuals. Financial information includes banks’ certification or audited financial statements of their main business activities
- Names and background information of other companies in whose capital the direct and indirect shareholders of the proposed institution have a stake of 10% or more
- If the proposed institution is a subsidiary of an overseas bank, a document issued by the supervisory authority in the state or territory of origin of the overseas bank proving that the bank is legally constituted and authorised to set up a subsidiary in Macao with an indication of the operations which it is entitled to carry out
- A business plan for at least the first three years of the proposed institution, elaborating relevant intended nature and scale of business to be undertaken and business strategies and policies to be adopted as well as a detailed feasibility study of the proposed business
- Financial projections for at least the first three years of the proposed institution’s operations in Macao, including but not limited to, projected balance sheet as well as profit and loss account, together with the underlying hypothetical assumptions
- A description of the management structure and resources available for the operations of the proposed institution, including the mechanism for management appointment
- Details of the risk management protocol, corporate governance, internal control system, anti-money laundering and counter-terrorism financing measures, and contingency recovery plans
- If the proposed institution is a subsidiary of another institution, a description of the parent institution’s oversight / reporting channel for the proposed institution (upon the approval of application, the parent institution is required to provide a letter to AMCM indicating its commitment to provide capital and/or liquidity support to the authorised institution in case of need)
- Identification documents, curriculum vitae and certificates of no criminal conviction of the proposed board of directors and supervisory board of the proposed institution
- Information of the external auditors of the proposed institution
- Other documents / information which AMCM considers necessary to the comprehensive assessment of the application.
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(Competent department: AMCM)