The applications for a license under section 25, sub-section (b) of section 26, section 27 of the law and sub-rule (b) of rule 75 and the granting a license shall be undertaken under the law, these rules and notifications, orders, directives and procedures issued by the Commission.

The name of a securities company shall include the expression “securities company” and the expression “limited” or ‘Ltd’ at the end of its name.

No person other than a securities company shall use “securities company” or any other name or expression of the similar meaning in the operation of its business.

The company operating securities business with a license or authorization of the same kind in a foreign country may establish a representative office with the approval of the Commission. The representative office shall not operate the securities business. But it may operate the specific business stated in the approval of the Commission.

No securities company shall:

(a) reduce its capital without the approval of the Commission;

(b) sell or buy securities on behalf of a customer without receiving an order to sell or buy from the customer, and a notification of such transaction issued by the Commission;

(c) accept buying or selling orders from customers outside its head office or branch offices without the Commission’s approval;

(d) buy or hold shares, except the following matters:

(i) those acquired in respect of securities dealing, securities underwriting or other securities businesses allowed by notifications, orders, directives and procedures issued by the Commission;

(ii) those acquired upon a permission of the Commission in accordance with notifications, orders, directives and procedures issued by the Commission;

(e) be engaged in any of the businesses other than the licensed securities businesses and the businesses related to the following:

(i) businesses incidental to the following securities businesses, which can be operated without a separate approval from the Commission:

(aa) the securities investment advisory business and the discretionary investment management business;

(bb) lending or borrowing of securities, or acting as a intermediary or representative relating to lending or borrowing of securities;

(cc) lending of money secured by collateral of securities in custody from customers;

(dd) acting as a representative for customers in relation to securities;

(ee) providing information or advice relating to securities;

(ff ) acting as a representative in securities business for other securities company only where such securities business is the type of business that can be operated by the representative;

(gg) consultation on corporate conversion, restructuring or reorganization;

(hh) consultation on business or management other than sub-clause (gg);

(ii) other businesses incidental to the securities business prescribed in the notification issued by the Commission from time to time; and (ii) any other business obtained the prior approval of the Commission;

(f) relocate its head office or branch offices without the approval of the Commission;

(g) advertise its business, which is not in conformity with notifications, orders, directives and procedures issued by the Commission;

(h) sell securities to a customer in operating the securities underwriting without delivering a copy of the prospectus published under sub-section (b) of section 35 of the law together with a copy of materials expressed in clause (ii) of sub-rule (a) of rule 108 if not included in the prospectus either in a printed form or in electronic form to such customer upon or prior to the sale of securities.

No securities company shall alter or amend its Memorandum of Association or Articles of Association without the prior approval of the Commission.

No securities company shall appoint or allow any person to perform as a director or responsible person, who:

(a) is in insolvency;

(b) has been convicted by a court;

(c) has been a director or responsible person of a financial institution revoked its license unless an exemption has been granted by the Commission;

(d) is a director or a responsible person of any other securities companies;

(e) has been removed from a position of a director or responsible person under rule 28 or the provisions of other laws;

(f) is a government official with responsibility to supervise securities companies or an officer of the office of the Commission except in cases where an appointment is made with the approval of the Commission for the purpose of assisting in the operation of a securities company;

(g) does not have educational and professional qualification stipulated by the Commission’s notification;

(h) has other prohibited characteristics stipulated by the Commission’s notification.

A securities company shall appoint directors or responsible persons to manage the business of the securities company after receiving the approval of the Commission. The Commission may withdraw its approval if it is found that a director or responsible person who violates any prohibition contained in rule 50 subsequent to the Commission’s approval. The securities company shall submit a proposal for replacement of the person removed to the Commission within 15 days from the date of the withdrawal.