License for Brokerage Company

An investment firm is a public limited company whose permanent business is to provide one or several investment services to third parties or to perform one or several investment activities on a professional basis.

Investment services

The operational license is needed to provide following investment services (main services): 

  • reception and transmission of orders related to securities;
  • execution of orders related to securities in the name of or for the account of the client;
  • dealing in securities on own account;
  • securities portfolio management;
  • provision of investment advice;
  • guarantee of securities or guarantee of the offer, issue or sale of securities;
  • organising an offer or issue of securities;
  • operation of a multilateral trading facility;
  • operation of an organised trading facility.

Additional services

Following ancillary services can be provided by licensed brokerage company (together with main services): 

  • safekeeping and administration of securities for a client and activities related thereto;
  • grant of a credit or loan to an investor to conduct securities transactions on the condition that the creditor or lender itself is related to the transaction;
  • provision of advice to undertakings on capital structure, business strategy and related matters and advice and service relating to mergers of undertakings and participation therein;
  • provision of foreign exchange services where these are connected with the provision of investment services;
  • preparation or provision of recommendations on investment and financial analysis or other general recommendations in connection with securities transactions;

  • services related to the guarantee of the offer or issue of securities

Brokerage license obtaining process

1.  Preparation for the submission of application / 800 EUR

An introductory stage, during which our experts organise a meeting with the Client to discuss its planned activities. At this stage, the company does not necessarily have to be established yet.

What Client do?

1. Prepares information on the shareholder, board members and other representatives;
2. Prepares general information on the type of capital financing and the origin of funds.
3. Prepares information on the planned business model: procedures for the provision of services, organising payment flows, customers, countries in which the service will be provided.
4. Prepares the list of existing documents or starts the drafting of the necessary documents.

Documents to be submitted:

- the CVs of the shareholder, board members and other representatives;
- a description of the service and its provision, and;
- general information on the type of planned capital financing and the origin of funds (when applicable).

What ComplyWise experts do?

- Provides advice regarding the applicable regulatory framework.
- Carries out an assessment of the initial business project and procedures.
- Assesses whether the authorisation process can be continued.
- Provides advice on documents to be submitted.

The preparation stage takes up to 10 days.

2. Establishing the company (if required) / 1900 EUR - 5500 EUR*

A joint-stock company is a business form with the highest capital requirement (at least 25,000 euros), which must have a multi-level management structure.

What documents do you need to establish a joint stock company
- In order to establish a joint-stock company, a founding agreement must be concluded and the articles of association approved. The founding agreement is signed by the founders. If only one person is the founder, he makes the founding decision. The founding agreement and the articles of association approved by it must be notarized.

- In the founding agreement or decision, the founders must appoint both the members of the council and the management board of the joint-stock company. In order to be elected as a member of the board and the council, the consent of this person is required.

- All Estonian joint-stock companies, including joint-stock companies under establishment, are obliged to register their shares in the securities register maintained by the Estonian branch of Nasdaq CSD or in another depository. At the time of incorporation, a notification from the Estonian securities register or other depository about the registration of shares must be submitted to the keeper of the business register.

How to register a new joint stock company
- A joint-stock company must be registered through a notary, electronic establishment is not possible.
* State fees and notary fees are included in the service fee

3. Preparing the necessary documents by ComplyWise experts (if required) / 3500- 9000 EUR

In order to apply for an authorisation following documents and information will be submitted:

- a copy of the articles of association and, in the case of an operating company, the resolution of the general meeting on amendment of the articles of association and the amended text of the articles of association;
- a list of the shareholders of the applicant which sets out the name and the personal identification code or registry code of each shareholder, or the date of birth in the absence of a personal identification code or registry code, and information on the number of shares and votes to be acquired or owned by each shareholder;
- information relating to shareholders and other persons with a qualifying holding in the applicant;
- information on the applicant’s managers, including, for each person, the name and surname, personal identification code or, in the absence thereof, date and place of birth, educational background, a complete list of places of employment and positions held during the last five years and, for the members of the board of management, a description of their areas of responsibility and other documents certifying the managers’ trustworthiness and conformity;
- information on companies in which the holding of the applicant or its manager exceeds 20 per cent, which also sets out the amount of share capital, a list of the areas of activity and the size of the holding of the applicant and each manager;
- information on the auditor and person(s) conducting the internal audit of the applicant, including the name, residence or registered office, personal identification code or, in the absence of the personal identification code, the date of birth or registry code;
- the organisational structure and internal control systems of the company;

- the opening balance sheet of the applicant and an overview of the revenue and expenditure of the applicant or, in the case of an operating company, the balance sheet and income statement as at the end of the month prior to submission of the application and, if they exist, the last three annual reports;
- in the case of an operating company, documents certifying the amount of own funds together with the sworn auditor’s reports;
- if a credit institution, management company, investment fund, investment firm, insurance undertaking or another person subject to financial supervision of a third country has a qualifying holding in the applicant, confirmation from the supervision authority of the appropriate state to the effect that the specified person of a third country holds a valid authorisation and, according to the knowledge of the supervision authority, its activities are not contrary to legislation in force;
- the applicant’s three-year business plan which sets out at least a description of the applicant’s planned activities, organisational structure, places of business, information systems and other technical facilities, and a description of its economic indicators;
- the accounting policies and procedures and the internal policies;
- money laundering and terrorist financing preventing policy and sanctions policy;
- a list of the outsourced functions, services or activities;
- measures to identify and to prevent or manage conflicts of interest;
- a description of systems for monitoring the activities of the firm, including back–up systems, where available, and systems and risk controls where the firm wishes to engage in algorithmic trading and/or provide direct electronic access;
- information on the compliance, internal control, and, risk management systems (a monitoring system, internal audits and the advice and assistance functions);
- business continuity plans, including systems and human resources (key personnel);
- record management, record-keeping and record retention policies;
- a description of the firm's manual of procedures;
- information on the status of the application undertaken by the investment firm to become a member of the investor compensation scheme and a document by which the applicant assumes the obligation to pay the single contribution to the Investor Protection Sectoral Fund;
- proof of payment of the administrative fee.

4. Submission of application to Regulator / 500* EUR


Submission of application: ComplyWise experts prepare and submit an application for authorisation to FSA.

What ComplyWise do?
1) Submits a fully completed application and all necessary information, documents for the authorisation (please see the list of documents above in part 3).
2) Receives information from Regulator regarding the starting the examination of the application for authorisation or on deficiencies to be addressed in the submitted application.
3) Provides the necessary additional explanations and support.

What Regulator do?
1) Within 10 working days from the receipt of the application, the competent authority shall send an acknowledgement of receipt to the applicant, including the contact details of the designated contact.
2) If the application is incomplete, Regulator sends a letter to ComplyWise and the Client indicating the deficiencies identified which need to be addressed.
3) If the application is complete, Regulator sends a letter to ComplyWise and the Client informing that an assessment of the application for authorisation has started.

The Regulator makes a decision to grant or refuse to grant an authorisation within 2 months of the receipt of all the required information and documents, but no later than within 6 months of the receipt of the application for the authorisation
*Service fee excludes state fee.

5. Assessment of the application by Regulator

Regulator carries out the assessment of the application as to the substance.

5.1. What Regulator do?
5.1.1. Carries out the assessment of the application as to the substance.
5.1.2. Contacts the contact person of the Client and ComplyWise team in case of identification of deficiencies.
5.1.3. Draws up a letter if deficiencies are identified in the application.
5.1.4. Continues the examination of the application pursuant to the additions submitted.
5.1.5. Completes the examination of the application.

6. Amending the application / internal rules and procedures (if required)/from 400 EUR

6.1. What Complywise team do?
6.1.1. Provides answers to additional information requests by Regulator as soon as possible.
6.1.2. Corrects the submitted documents according to Regulator instructions.
6.1.3. Participates in meetings held by Regulator.
Amending the application or documents takes up to 2 weeks

7. Receipt of authorisation

Regulator finalises the examination of the application and takes a decision on the issue or refusal to issue authorisation.

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