Neves Financial Services Authority (NFSA) Act, 2025

(1) This Act may be cited as the Neves Financial Services Authority (NFSA) Act, 2025.

(2) This Act shall come into operation on such date as may be appointed by Order of the Sovereign Oversight Authority and published in the Official Gazette.

In this Act, unless the context otherwise requires—

1. “Authority” means the Neves Licensing Authority;
2. “NFSA license” means a license issued by the Authority under this Act in relation to financial services activity;
3. “financial services activity” means such activities as may be specified in the Schedule or by rules or Orders made under this Act, including dealing, arranging, managing, advising or safeguarding in relation to financial instruments or assets;
4. “NFSA licensee” means a person who holds an NFSA license;
5. “prudential requirement” includes capital, liquidity, risk management and related requirements imposed on NFSA licensees;
6. “conduct of business requirement” means a requirement relating to fair treatment of clients, disclosure, suitability, conflicts of interest and handling of client assets.

(1) This Act applies to any person who carries on, or holds themselves out as carrying on, financial services activity in or from Neves, unless exempted in accordance with this Act.

(2) The Authority may issue guidance on the perimeter of licensable activity.

(1) NFSA licenses shall be organised into such families or broad groupings of activities as may be specified by rules or Orders made under this Act, taking into account the nature and risk of the underlying business.

(2) Without prejudice to the generality of subsection (1), NFSA license families may include categories relating to—

1. dealing, execution and brokerage in financial instruments;
2. portfolio management and investment advisory services;
3. custody, safekeeping and administration of client assets;
4. market making, proprietary trading or similar activities;
5. such other activities as may be specified in rules or Orders made under this Act.

(1) Each NFSA license shall specify the category or categories of financial services activity which the licensee is authorised to conduct, as well as any limitations or conditions.

(2) The Authority may, on application or on its own initiative, vary a license category or the scope of permissions, subject to due process.

The Sovereign Oversight Authority may, on the recommendation of the Authority, provide by rules or Orders that specified persons, transactions or activities are exempted, in whole or in part, from the requirements of this Act, subject to conditions.

(1) No person shall carry on financial services activity in or from Neves unless that person holds an NFSA license or is otherwise exempt under this Act.

(2) A person who contravenes subsection (1) commits a contravention and may be subject to administrative or criminal consequences as may be prescribed.

(1) In considering an application for an NFSA license, the Authority shall have regard to such criteria as may be prescribed, including—

1. the fitness and propriety of controllers, directors and key persons;
2. the adequacy of financial resources and proposed capital structure;
3. the robustness of governance, risk management and internal control arrangements;
4. the proposed business model, including its risk profile and sustainability.

(2) The Authority may refuse an application where it is not satisfied that the licensing criteria are met.

(1) NFSA licensees shall ensure that persons performing controlled or key functions remain fit and proper on an ongoing basis.

(2) The Authority may issue guidance on fit-and-proper standards, including integrity, competence, sound judgment and financial soundness.

NFSA licensees shall comply with such ongoing obligations as may be prescribed, including notification of material changes, submission of returns and maintenance of adequate systems and controls.

(1) NFSA licensees shall at all times maintain capital, liquidity and other prudential resources in accordance with requirements prescribed by the Authority.

(2) The Authority may differentiate prudential expectations by reference to license category, business model and risk profile.

NFSA licensees shall establish and maintain governance, risk management and internal control frameworks commensurate with the nature, scale and complexity of their activities.

(1) NFSA licensees shall conduct their business with integrity, due skill, care and diligence and shall treat clients fairly.

(2) The Authority may issue rules and guidance on disclosure, suitability, conflicts of interest, best execution and handling of client assets.

NFSA licensees that hold or control client assets shall comply with rules on safeguarding, segregation, reconciliation and use of client money and assets, as may be prescribed.

(1) The Authority shall oversee NFSA licensees on a risk-sensitive basis, taking into account the nature, scale and complexity of their operations.

(2) For that purpose, the Authority may conduct inspections, require information and take such other steps as may be necessary.

(1) Where the Authority identifies deficiencies or breaches of this Act or any rules made under it, it may impose remedial measures or administrative sanctions, including—

1. directions or restrictions on business;
2. administrative penalties;
3. public statements or censures; or
4. suspension, variation or revocation of a license.

(2) The Authority shall ensure that enforcement measures are effective, proportionate and dissuasive.

A person aggrieved by a specified decision of the Authority under this Act may appeal to such body or tribunal as may be designated by law, in accordance with procedures prescribed by rules made under this Act.

The Authority may, with the approval of the Sovereign Oversight Authority where required, issue rules and guidance for the better implementation of this Act, including detailed NFSA licensing rules and handbooks.

(1) Any financial services license, authorisation or registration in force immediately before the commencement of this Act shall, until otherwise determined, be treated as an NFSA license under this Act.

(2) The Authority may issue transitional measures, including phased-in compliance with new requirements.