Directors and shareholders preparing a forex licence application need more than passports and impressive CVs. The application should explain who owns or controls the business, who will manage it, why each person is suitable for the proposed role, and what evidence supports that assessment. This guide focuses on pre-application personnel due diligence and fit-and-proper evidence, rather than group structuring or changes of control after licensing.
Quick answer
- Separate the roles: a shareholder, ultimate beneficial owner, controller and director may be the same person, but one label does not replace disclosure of the other relevant capacities.
- Match experience to responsibilities: sales success or personal trading experience does not automatically demonstrate an ability to govern a regulated brokerage.
- Check the actual licence requirements: there is no universal director headcount, residence rule or qualification for every forex licence.
- Disclose accurately: distinguish allegations, investigations, findings, remediation and closed proceedings; neither conceal relevant facts nor present unverified allegations as findings.
- Complete the firm’s own assessment: the regulator should receive an explainable staffing arrangement and evidence file, not be expected to perform the applicant’s recruitment due diligence.
Information checked on 16 October 2026. This is general information and application-planning guidance, not legal advice about a particular candidate or a prediction of approval. The Mauritius FSC and UK FCA examples have separate scopes and must not be treated as statutory checklists for other jurisdictions.
Which people belong on the assessment list?
Start with a person-to-role register showing ownership, powers and responsibilities, then map it to the target authority’s current forms. Where a company holds shares, explain the relevant ownership and control beyond that company rather than stopping at its incorporation certificate. The forex broker company-structure guide addresses the wider entity arrangements.
| Role | Initial question | Internal preparation focus |
|---|---|---|
| Direct shareholder | Who holds shares in the applicant? | Share records, subscription or transfer arrangements, voting rights and funding relationships |
| Beneficial owner or controller | Who ultimately owns the business or influences decisions? | Ownership chain, agreement rights, appointment powers and other control arrangements |
| Executive director or operating leader | Who manages the business and makes which decisions? | Role specification, relevant experience, authority, management information and availability |
| Non-executive director | How will oversight and challenge work? | Oversight remit, access to information, conflicts and available time |
| Compliance, AML and other key personnel | Who identifies, escalates and tracks problems? | Role-specific competence, reporting lines, resources, cover and combined duties |
This is a project-management map, not a substitute for legal categories. The applicable regime determines whose questionnaire is required and which appointments need prior approval. A list of directors supplied with an incorporation package is not itself a financial-regulatory assessment.
What does a fit-and-proper assessment examine?
The Mauritius FSC’s Guidelines on Fitness and Propriety cover shareholders, beneficial owners, controllers, directors and relevant key personnel, among others. They address integrity and reputation, competence and financial soundness, and envisage continuing assessment. The UK FCA’s FIT 1.3 identifies honesty, integrity and reputation, competence and capability, and financial soundness as principal considerations. Who falls within FIT must be established under the UK framework.
For an application team, the preparation questions are straightforward: are the statements reliable and complete; can the person do the proposed job; and are there financial or other background matters requiring explanation? The working methods below are our planning suggestions, not conclusions about any candidate.
Integrity is broader than one criminal-record certificate
Read every question in the actual form. Identify its coverage of past appointments, dealings with regulators, disciplinary matters, disputes and financial circumstances. A document covering one country or period cannot be assumed to answer questions about an entire professional history. Record the scope of each document alongside the question it supports.
Competence is more than the most senior title on a CV
Break the proposed role into tasks. Who reviews client-money discrepancies, challenges outsourcing failures, deals with escalated complaints or decides to stop accepting a customer segment? Ask for genuine examples of relevant work rather than relying on broad descriptions such as financial-services expert. Remove client identifiers and confidential commercial information from examples, but never invent employment, qualifications or experience.
Financial background and investment funding are separate questions
The origin of an investment is not the same question as whether a person has financial matters requiring explanation. Connect the two files with references where useful, but do not use one bank-balance screenshot as a universal answer. The source-of-funds evidence guide explains how to organise the funding trail.
How should each person’s evidence file be organised?
Use one master file, one missing-items register and one version history per person. Tailor the following working checklist to the application. Confirm certification, translation, authentication and freshness requirements before ordering documents; an expensive document package can still be unsuitable for its intended recipient.
| Module | Suggested contents | Cross-check |
|---|---|---|
| Identity and address | Required identity and address evidence, with explanations of name differences | Spelling, validity and consistency with questionnaires and corporate records |
| Career and qualifications | Continuous chronology, actual duties, verifiable qualifications and necessary references | Dates, overlapping roles, reasons for leaving and unexplained gaps |
| Ownership and control | Ownership chain, rights memorandum, connections and relevant agreements | Same ownership version in the chart and individual disclosures |
| Responsibilities and capacity | Role specification, other appointments, availability and reporting lines | Resources for normal operations and exceptional incidents |
| Background disclosures | Facts, formal records, present status and explanations responsive to the form | No confusion between allegations and findings; unresolved matters identified |
| The firm’s assessment | Reviewer, scope, findings, remedial actions and decision record | Conclusions traceable to evidence, not merely an assertion of suitability |
A person-code, module and version convention makes references easier to follow. Restrict access to passports, addresses and background records, use secure transfer methods and manage retention under the applicable privacy rules. Do not publish full personal files in marketing case studies or circulate them indiscriminately in ordinary email attachments.
Keep the evidence index separate from the decision record. The index answers where a document is; the decision record explains what the reviewer concluded from it, what remains uncertain and who must resolve the uncertainty. This separation helps prevent an apparently complete folder from concealing an unfinished assessment.
Can a director come from outside the forex-brokerage industry?
There is no cross-jurisdictional yes-or-no answer. The FCA’s senior-manager application preparation guidance recognises skills and experience gained in other sectors or jurisdictions and asks firms to address role suitability and gaps. That UK example does not waive another authority’s specific experience or qualification conditions.
Distinguish transferable skills from missing capability. A finance executive may understand budgeting and audit without having managed the risks of retail leveraged products. A technology leader may know a platform well but lack experience of client-asset controls. A useful development plan identifies the gap, learning or mentoring activity, completion evidence, reviewer and duties the candidate must not undertake independently before readiness is established.
A promise of future training is not a universal remedy. If essential present-day capability cannot be demonstrated, reconsider the candidate, allocation of responsibilities or submission date. Advisers can help a team prepare, but a nominal leader who cannot explain the business is not an operational solution.
Test the distinction with a short internal exercise. Give the proposed director an anonymised discrepancy report and ask what information they need, who should investigate and how they would decide whether escalation is necessary. The exercise is a planning suggestion, not a regulator’s standard interview or an alternative to required qualifications.
How should resident directors and multiple appointments be assessed?
Validate legal conditions and operational feasibility separately. First confirm local residence, presence, headcount, qualification and role-combination requirements. Then establish what the person will actually do. Remote availability, a registered-address service or occasional attendance should not simply be assumed to meet local conditions.
The FCA’s application guidance asks for specific explanations of time commitments and conflicts. As a planning method, build an actionable capacity schedule instead of relying on a generic declaration that sufficient time exists.
- List other appointments and major projects, normal availability and capacity during exceptional events.
- Identify who supplies management reports, grants information access and provides absence cover.
- Document connections with service providers, recusal arrangements and alternative decision-makers.
- Test separation of duties: preparing, approving and independently reviewing the same work cannot be treated as three independent controls merely because a chart uses three labels.
For a hypothetical director who also works for the technology supplier, rehearse an outage delaying withdrawal processing. Who challenges the supplier, authorises contingency spending and deals with the director’s conflict? Resolving those questions before appointment is more useful than discovering that every escalation route returns to the same unavailable person.
How should investigations, failed businesses or debt issues be disclosed?
Establish what the application actually asks, taking local professional advice where necessary. The FCA’s assessment guidance describes a risk-based approach considering the individual, role and firm’s circumstances. It does not support a promise that an adverse history will be accepted, nor a conclusion that every adverse event automatically prevents approval.
For each matter requiring disclosure, prepare a short factual account: dates, the person’s role, what occurred, formal findings, unresolved issues and verifiable subsequent actions. Label facts, the individual’s explanation and third-party findings separately. A closed matter is not the same as a matter that never occurred; an investigation is not itself a finding of wrongdoing.
If records are missing, state what is unavailable and how the team is trying to obtain it. Do not fill gaps with invented details. The firm’s assessment should explain why identified risks have been addressed or why submission should wait, rather than simply repeat a candidate’s reassurance. Neither a consultant nor the applicant can pre-empt the regulator’s eventual decision.
What is a sensible preparation sequence, budget and timetable?
- Confirm scope: identify the jurisdiction, licence category, applicant and roles requiring disclosure.
- Define roles and select candidates: check legal conditions and essential capability before substantial recruitment, translation or certification spending.
- Build the files: collect documents in parallel and reconcile each person’s information across the application.
- Complete the firm’s assessment: record gaps, actions and unresolved matters; pause submission where necessary.
- Freeze the submission version: have individuals verify relevant statements and align questionnaires with company records and the business plan.
- Manage follow-up and changes: appoint a response owner and reassess the applicable procedure when appointments, departures or relevant background facts change.
| Budget or scheduling item | Main variables | Planning response |
|---|---|---|
| Certificates, authentication and translation | Countries, languages, freshness and recipient standards | Confirm requirements first and avoid expiry before submission |
| Checks and professional analysis | Career history, complex control and matters requiring explanation | Price the work scope rather than a promised regulatory result |
| Staffing and capability development | Responsibilities, local presence, training and cover | Separate recruitment costs from recurring remuneration and service fees |
| Regulatory assessment and follow-up | Completeness, individual issues and the applicable process | Plan dependencies without promising a universal approval period |
A decision-ready file explains why each person is in the proposed position. It cannot guarantee approval, but it can reduce avoidable confusion caused by inconsistent versions, missing evidence and undefined responsibilities. After licensing, use the separate shareholder and director change process; the initial application file is not permission for a later change.
Frequently asked questions
Does a non-operating shareholder still need to provide personal information?
Not participating in management does not automatically remove a person from assessment. Check the jurisdiction’s shareholder, beneficial-owner and controller disclosures rather than assuming that only directors provide information.
Must every director have personal forex trading experience?
Personal trading and governing a regulated business are different capabilities. The relevant experience, qualifications and suitability requirements depend on the jurisdiction and proposed responsibilities, not a universal forex-licence rule.
Can the applicant use a professional director service?
Check local rules and the actual service scope. Where an external professional appointment is permitted, the applicant still needs a credible arrangement for competence, time, authority and performance; renting a name or address is not enough.
Can one person be a director, compliance officer and AML reporting officer?
Do not assume so. Check local combination restrictions, approvals, capacity and conflicts. Even where a combination is legally possible, effective oversight and workable separation of duties still need to be designed.
How can experience be evidenced if a former employer has closed?
Seek verifiable alternatives appropriate to the application, such as formal appointment records, historical documents or a reference able to confirm facts, and explain why the original evidence is unavailable. Do not fabricate references or omit the employment.
Does a clean criminal-record certificate replace other background disclosures?
No. A certificate has its own scope and time boundaries, while the questionnaire may ask about other matters. Answer the actual questions accurately and obtain advice for the relevant jurisdiction where the disclosure scope is uncertain.
Does suitability need checking after the initial assessment?
Review it on the basis required by the applicable regime. Changes in responsibilities, other appointments, control or relevant background may require reassessment and could trigger approval, notification or document updates.
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