Securities Act

At a glance

Full text

Official full text: Securities Act (PDF, en)² · 763 KB · file checked 2026-09-24

Official page: fsaseychelles.sc²

Summary

The Securities Act, 2007 (Act 8 of 2007, Cap. 208) is Seychelles' core capital-markets statute. The copy on fsaseychelles.sc is captioned 'Revised Edition 2010' and still names the 'Securities Authority' as the Central Bank of Seychelles, though the Financial Services Authority (Seychelles) now lists the Act among its own legislation and administers it in practice. It licenses securities exchanges, clearing agencies and other securities facilities, plus market participants: securities dealers (including restricted dealers), investment advisors, and their representatives. A dealer or advisor licensee must be a company with at least two directors, a licensed representative, the prescribed minimum paid-up capital, insurance cover and an auditor. No share in a licensee is issued or changes hands without Securities Authority approval, whatever the size of the stake. A 10% notification test applies only to a listed licensee that the authority has exempted from that rule. Part 8 covers public offers of corporate securities, prospectus content and liability. Part 9 requires registration statements and annual reports from issuers. Part 10 criminalises insider dealing, false trading, price rigging and market manipulation. Unlicensed dealing is an offence: fines up to US$100,000 for an individual, US$200,000 for a company, plus a fine for each day the offence continues.

Summary written by the Atlas from the official text; the law itself prevails.

Main articles

• s.2: Defines 'securities' by pointing to Schedule 1, and names the Central Bank of Seychelles as the 'Securities Authority'.
• s.7-9: No securities exchange without an exchange licence granted by the Securities Authority.
• s.23-25: Clearing or settlement facilities for securities need a clearing agency licence first.
• s.45-46: A securities dealer's licence goes only to a company that meets the capital, staffing and fit-and-proper conditions.
• s.48-52: Investment advisors need their own licence, separate again from the licence for a dealer's or advisor's representative.
• s.60: No share in a licensee is issued, transferred or disposed of without Securities Authority approval, at any size of stake. Only a listed licensee exempted under s.60(2) works to a notification test instead, for a change in control or a stake above 10%.
• s.63: Unlicensed dealing is an offence: up to US$100,000 for an individual, US$200,000 for a company, and a further fine for every day it continues.
• s.85-89: Covers public offers of corporate securities: what a prospectus must say, how it is published, and who answers for a misleading one.
• s.90-91: A registered corporate issuer files a registration statement and, after that, annual reports.
• s.92-101: The offence list: insider dealing, false trading, price rigging, market manipulation, and inducing a deal by deception.

Licences it governs

• IF · Seychelles

  Securities Dealer's Licence

  FSA

Regulators that apply it

• Seychelles

  Financial Services Authority (Seychelles) (FSA)

  The FSA is Seychelles' autonomous non-bank financial regulator: it licenses, supervises and enforces standards on financial services busines