Payment

  1. Evidence of Payment of Filing/Application Fee – N50,000 (Fifty Thousand Naira);
  2. Evidence of Payment of Processing Fee – N200,000 (Two Hundred Thousand Naira);
  3. Evidence of Payment of Registration Fee – N1,000,000 (One Million Naira);
  4. Evidence of Payment of Sponsored Individual Fee – N50,000 (Fifty Thousand Naira) for each sponsored individual;

 

 

Forms

  1. Duly Executed Form SEC 3A – For the Company;
  2. Form SEC 2 and 2D – Sponsored Individuals/Compliance Officer (To be completed in duplicates); (Note that every applicant is to have at least three sponsored individuals, one of whom should be a Compliance Officer who shall be responsible for monitoring compliance with the ISA 2007, Rules and Regulations, notifications, guidelines, instructions etc. issued by the Commission or the Federal Government)

 

  1. Form SEC 2 and 2D – Directors of the Company (To be completed in duplicates)

 

Minimum Paid-Up Capital and Fidelity Insurance Bond

 

  1. Evidence of minimum paid-up capital of N150 million;
  2. Fidelity Bond representing 25% of minimum paid-up capital, as stipulated by the Commission’s Rules and Regulations;

 

Sponsored Individuals

  • Minimum of three sponsored Individuals;

 

  • Managing Director of the Company to be among the sponsored individuals;

 

  • Two principal officers of the Rating Agency shall be registered as sponsored officers who must have a minimum of first degree or professional qualification in accounting, economics, statistics or banking and finance with not less than ten (10) years post qualification experience.

 

  • Full postal address (es) of two nominated referees, immediate previous employers and bankers of sponsored individuals;

 

  • Detailed curriculum vitae of sponsored individuals and Directors which should include details of activities arranged from Secondary School to date with dates; (all gap in employment and educational history should be explained);

 

  • Copies of credentials of sponsored individuals including secondary school and NYSC discharge certificates; originals will be required for sighting by the SEC;

 

  • Evidence from the Sponsored Individuals of having the minimum of four years post-graduation experience to perform the Issuing House function as stipulated by the Commission`s Rules and Regulations. This should include a list of issues handled by the Sponsored Individuals for the Issuing House function or in which he/she participated;
  • Police clearance report for each Sponsored Individual. Each sponsored individual is to report at the SEC head office in Abuja or the Lagos zonal office with two recent passport photographs to commence the process;

 

  • Copy of means Identification of the Directors and the Sponsored Individuals of the Company (International Passport, tax or utility payment documents);

 

Applicant Company

 

  • Profile of the company covering among others, brief history of the company, organizational structure, shareholding structure, principal officers and detailed information about the promoters;

 

  • The name(s) and address (es) of the company’s subsidiaries/associated companies, type of business and percentage holding;

 

  • Operational manual and organizational chart of the company;

 

  1. Business Plan;
  • Existing or proposed bye-laws or rules, guidelines and code of conduct;
  1. Details of rating criteria, methodology and principles;
  2. Undertaking to furnish the Commission with copies of any amendment to its Memorandum and Articles of Association, code of conduct, guidelines etc., within 14 working days of such alteration. Certified copies must be forwarded to the Commission;
  3. Sworn undertaking to keep such records and render returns as maybe specified by the Commission. The returns shall include;
  4. Name(s) of Company/Securities/Issues(s) rated;
  5. The rating given including any changes in previous rating (if any);
  6. An appropriate application/registration fee as determined by the Commission from time to time;
  • Code of conduct for management and staff of the agent containing:
  • Provision prohibiting key officers of the rating firm from investing in clients’ shares.
  • Undertaking to disclose to the Commission any shareholding interest of 5% and above of its directors and staff and their relatives in any issue to be rated.
  • Provision for disclosure of its Board of Directors’ interest in any of the rated issues.
  • Sworn undertaking that undue advantage would not be taken of any unpublished price sensitive information.
  • Provision on disciplinary measures for any misconduct or non-compliance by management and staff.
  1. Sworn undertaking that every employee of an agency shall display high standard of professionalism and integrity in the conduct of his business;
  2. Sworn undertaking that no rating would be carried out where adequate, accurate and timely material information had not been obtained;
  • Declaration that rating is an opinion and not a professional investment advice;

 

Corporate Documents

A copy each of the following, duly certified by the CAC;

  • Certificate of Incorporation
  • Memorandum and Articles of Association– this should include the power to perform the specified function;
  • CAC Form(s) showing Statement of Share Capital, Return of Allotment, and Particulars of Directors;

Note: the original copy of the certificate is to be presented for sighting by an authorized officer of the SEC

  • Latest audited accounts of the Company or audited statement of affairs for companies in operation for less than one year;
  • Sworn undertaking to keep proper records and render returns as may be specified by the Commission from time to time signed by a director or the company secretary (to be notarized);
  • Sworn undertaking to abide by SEC Rules and Regulations and Investments and Securities Act No.29 of 2007 by a director or the company secretary (to be notarized);

 

Note

  • The Commission may require such other documents as it considers necessary for registration.
  • An application for registration will only be considered as having been filed when all document (s)/information have been completed.
  • Every applicant Company/Firm will be inspected in the course of processing an application for registration,
  • A fair knowledge of the Rules and Regulations of the Commission and Investments & Securities Act No 29 of 2007 and the Capital Market is an essential prerequisite for registration.
  • Rule 83(3) and (4) shall, with all necessary modifications, apply in case of denial or suspension of registration of rating agencies.

Check-lists and Guidelines

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