Capital Markets Authority Act

Section Interpretation Section In this Act, unless the context otherwise requires— " agent ", in relation to a broker or dealer , includes a person who is, or has at any time been, a banker of the broker or the dealer ; " approved stock exchange " means a stock exchange approved under section 24 ; " arbitrage " means profiting from differences in price of the same security traded on two or more markets; " auditor " means a company auditor qualified as such under the Companies Act; " authority " means the Capital Markets Authority established by section 4 ; " book " includes any register, document or other record of information and any account or accounting record, however compiled, recorded or stored, whether in written or printed form or microfilm by electronic process or otherwise; " broker " means a person who is— (i) a director of a member company ; or (ii) a partner of a member firm ; " broker or dealer’s representative " means a person, in the direct employment of, or acting for, or by arrangement with, a broker or dealer , who performs for that broker or dealer any of the functions of a broker or dealer other than work ordinarily performed by accountants, clerks or cashiers,...

Section Meaning of "associated person" Section A reference in this Act to a person associated with another person shall be construed as follows— where the other person is a body corporate— where the matter to which the reference relates is the extent of power to exercise, or to control the exercise of, the voting power attached to voting shares in a body corporate, a person with whom the other person has, or proposes to enter into, an agreement, understanding or undertaking, whether formal or informal and whether express or implied— where the matter to which the reference relates is a matter other than the extent of power to exercise, or to control the exercise of, the voting power attached to voting shares in a body corporate— a director or secretary of the body corporate; a body corporate that is related to the other person; or a director or secretary of the related body corporate; by reason of which either of those persons may exercise, directly or indirectly control the exercise of, or substantially influence the exercise of, any voting power attached to a share in the body corporate; with a view to controlling or influencing the composition of the board of directors or the con...

Section Definition of "interest in securities" Section A person shall be taken to have an interest in a security where a body corporate has an interest in that security and— A person shall be taken to have an interest in a security in any one or more of the following circumstances— There shall be disregarded for the purpose of determining whether a person has an interest in a security— An interest in a security shall not be disregarded under this section by reason only of— Where any property held in trust consists of or includes securities in which a person knows, or has reasonable grounds for believing that he or she has an interest, he or she shall be taken to have an interest in those activities. the body corporate is, or its directors are, accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of that person in relation to that security; that person has a controlling interest in the body corporate; or that person is, or the associates of that person or that person and his or her associates are, entitled to exercise or control the exercise of not less than 15 percent of the votes attached to the voting shar...

Section Action on production of books or when books are not produced Section Where the required books are produced under section 9 , the person to whom they are produced— Where the books are not produced, the authority or the person authorised to direct their production may require the person who should have produced the books— may take possession of them, make copies of them or take extracts from them; may require the other person or any person who was party to the compilation of the books to make a statement providing an explanation of any of the books; may retain, for a period not exceeding thirty days, possession of the books for as long as the authority considers necessary to enable the books to be inspected and copies of or extracts from the books to be made or taken by or on behalf of the authority , after the books have been certified by their owner and by or on behalf of the authority ; and shall permit the person who produced them, upon giving a reasonable notice and specification of the books, to have access to them after they have been photocopied and certified as required in paragraph (c) of this subsection. to state, to the best of his or her knowledge and belief, whe...

Section Order by a magistrate to search premises Section Whenever it appears to a magistrate not below the rank of magistrate grade I, upon written information on oath, and after any inquiry he or she may think necessary, that there are reasonable grounds for suspecting that there are on the premises any books the production of which has been directed and which have not been produced in compliance with the direction, the magistrate may issue a warrant authorising the authority or any person named in the warrant— to search the premises and to break open and search any cupboard, drawer, container or other receptacle, whether a fixture or not, in the premises; and to take possession of, or secure against interference, any books that appear to be books the production of which was so directed. The powers conferred under subsection (1) are in addition to, and not in derogation of, any other powers conferred by any other law relating to the search of premises. In this section, "premises" includes any structure, building, place, aircraft, vehicle or vessel.

Section Incriminating statements Section A person is not excused from failing to provide a statement explaining any matter relating to the compilation of any books or any matter requested of him or her under section 9 on the ground that the statement might tend to incriminate him or her. Notwithstanding subsection (1), where the person claims before making a statement required of him or her that the statement might tend to incriminate him or her, the statement provided in answer to the request shall not be admissible in evidence against him or her in any criminal proceedings other than proceedings under section 9 or 10 . Subject to subsection (2), a statement made by a person in compliance with a requirement under section 9 may be used in evidence in any criminal or civil proceedings against the person.

Section Offences and penalties under sections 9, 10 and 11 Section A person who— without reasonable excuse, refuses or fails to comply with a direction given under section 9 or 10 ; furnishes information or makes a statement that is false or misleading in a material particular for the purposes of section 9 or 10 ; or without reasonable excuse, obstructs or hinders the authority or any person in the exercise of a power under section 9 , 10 or 11 , commits an offence and is liable on conviction to a fine not exceeding four million shillings or to imprisonment not exceeding two years or to both.

Section Copies or extracts of books admissible in evidence Section Subject to this section and section 16 , a copy of or extract from a book relating to a matter specified in section 9 (1) or (3) is admissible in evidence as if it were the original book. A copy of or extract from a book is not admissible in evidence under subsection (1) unless it is proved that the copy or extract is a true copy of the book or of the relevant part of the book . For the purpose of subsection (2), evidence that a copy of or extract from a book is a true copy of the book or of a part of the book may be given by a person who has compared the copy or extract with the book or the relevant part of the book and may be given orally or by an affidavit or statutory declaration.

Section Savings for lawyers Section Nothing in section 9 , 10 or 11 shall compel an advocate to produce a document that contains privileged communication made by or to him or her in his or her professional capacity or authorise the taking of possession of any such document which is in his or her possession; but if the advocate refuses to produce the document, he or she shall nevertheless be obliged to give the name and address, if he or she knows them, of the person to whom or by or on whose behalf the communication was made.

Section Secrecy of information from books Section No information obtained from any book produced under section 9 , 10 or 11 shall, without the previous consent in writing of the person who had custody or control of the book , be published or disclosed, except to the authority and its officers and employees, unless the publication or disclosure is required— with a view to the institution of, or for the purpose of, criminal proceedings; or for the purpose of proceedings under section 9 , 10 or 11 . A person who publishes any information in contravention of this section commits an offence and is liable on conviction to a fine not exceeding four million shillings or to imprisonment not exceeding two years or to both.

Section Disclosure to the authority Section The authority may require a person who has acquired, held or disposed of securities to disclose to it— The authority may, where it considers it necessary for the protection of investors, require a broker or dealer or an exempt broker or dealer to disclose to it, in relation to any acquisition or disposal of securities , the name of the person from or through whom or on whose behalf the securities were acquired or disposed of and the nature of the instructions given to the broker or dealer in respect of the acquisition or disposal. whether he or she acquired, held or disposed of securities as trustee for or on behalf of another person or as a nominee; the name of that person; and the nature of any instruction given to him or her as trustee or nominee in respect of the acquisition, holding or disposal. The authority may require a stock exchange to disclose to it, in relation to an acquisition or disposal of securities on the stock market of that stock exchange , the names of the members of that stock exchange who acted in the acquisition or disposal.

Section Suspected breach of specified provisions Section Where the authority considers— The matters referred to in subsection (2) are— that it may be necessary to prohibit trading in securities of, or made available by, a body corporate pursuant to section 29 ; or that a person may have contravened the provisions of Part IX in relation to securities of, or made available by, a body corporate; or that a person may have contravened the provisions of the Companies Act in relation to securities in a body corporate, For the purposes of subsection (1)(a), (b) or (c), the authority may require a person whom the authority believes on reasonable grounds to be capable of giving information concerning any matters referred to in subsection (3) to disclose to the authority any information he or she has in relation to any of those matters. any dealing in relevant securities ; any advice given by a broker or dealer , an investment adviser , a broker or dealer’s representative or an investment representative concerning securities ; the issuing or publication of a report or analysis by a broker or dealer , an investment adviser , a broker or dealer’s representative or an investment representative c...

Section Investigation of certain matters Section Where the authority has reason to suspect that a person has committed an offence under this Act or the Companies Act or has been guilty of fraud or dishonesty in relation to a dealing in securities , it may make such investigation as it thinks proper under this Act.

Section Inspection by the authority Section The authority may inspect the books, accounts, documents and transactions of a stock exchange , a broker or dealer or an investment adviser . The authority may appoint any person to exercise the power of the authority under subsection (1). For the purpose of an inspection under this section, the stock exchange or any of the persons referred to in subsection (1) shall afford the authority access to, and shall produce, its or his or her books, accounts and documents and shall give such information and facilities as may be required to conduct the inspection. Any person appointed by the authority may copy or take possession of the books, accounts and other documents of a stock exchange , a broker or dealer or investment adviser . Any person who, or stock exchange which, fails, without reasonable excuse, to produce any book , account or document or furnish any information or facilities in accordance with subsection (3) commits an offence and is liable on conviction to a fine not exceeding four million shillings or to imprisonment not exceeding two years or to both.

Section Power of the court to make certain orders Section Where— A person appointed by order of the court under subsection (1) as receiver of the property of a broker or dealer may— Any person who, without reasonable excuse, contravenes— on the application of the authority , it appears to the court that a person has committed an offence under this Act, or has contravened the conditions or restriction of a licence or the rules or listing rules of a stock exchange or is about to do an act with respect to dealing in securities that, if done, would be such an offence or contravention; or on the application of a stock exchange , it appears to the court that a person has contravened the rules or listing rules of the stock exchange , the court may, without prejudice to any other order within its powers, make one or more of the following orders— in the case of persistent or continuing breaches of this Act, or of the conditions or restrictions of a licence , or of the rules or listing rules of a stock exchange , an order restraining the person from carrying on a business of dealing in securities , acting as an investment adviser or as a broker or dealer’s representative or investment repres...

Section Statement of principles Section Where a statement of principles relates to compliance with a code or standard issued by a person or body other than the authority , the statement of principles may provide— The authority may issue a statement of principles with respect to the conduct and financial standing expected of persons licensed under Part IV. The conduct expected may include compliance with a code or standard issued with the approval of the authority by a person or body other than the authority . Failure to comply with a statement of principles under this section is a ground for the taking of disciplinary action or the exercise of powers of intervention, but does not give rise to any right of action by investors or other persons affected or affect the validity of any transaction. The exercise of disciplinary action under subsection (3) includes the exercise of any power under section 39 or 44 , and those sections shall be construed accordingly. that failure to comply with the code or standard shall be a ground for taking disciplinary action or exercising any power under section 39 or 44 , only in such cases and to such extent as may be specified; and that no such actio...

Section Establishment of the Authority Section The authority shall be a body corporate with perpetual succession and a common seal and shall be capable in its corporate name of— The authority shall consist of— Any member appointed under subsection (3)(b) shall cease to hold office if— There is established an authority to be known as the Capital Markets Authority. suing and being sued; taking, purchasing or otherwise acquiring, holding, charging and disposing of both movable and immovable property; borrowing and lending money; entering into contracts; and doing or performing all other things or acts necessary for the proper performance of its functions under this Act which may lawfully be done by a body corporate. a chairperson appointed by the Minister in consultation with relevant bodies ; six other members from the private sector appointed by the Minister ; the Permanent Secretary/Secretary to the Treasury of the Ministry responsible for finance and economic planning or a person deputed by him or her in writing for the purposes of this Act; the Governor of the Bank of Uganda or a person deputed by him or her in writing for the purposes of this Act; the registrar of companies or a...

Section Functions of the authority Section The functions of the authority are— For the purpose of carrying out its objectives, the authority may exercise, perform and discharge all and any of the following powers, duties and functions— the development of all aspects of the capital markets with particular emphasis on the removal of impediments to, and the creation of incentives for, longer term investments in productive enterprise; the creation, maintenance and regulation, through implementation of a system in which the market participants are self-regulatory to the maximum practicable extent, of a market in which securities can be issued and traded in an orderly, fair and efficient manner; the protection of investor interests; and the operation of a compensation fund as provided for in section 81 . advise the Minister on all matters relating to the development and operation of capital markets; maintain surveillance over securities to ensure orderly, fair and equitable dealings in securities ; register, license, authorise or regulate, in accordance with this Act or any regulations made under it, stock exchanges, investment advisers, registrars, securities broker or dealers, and thei...

Section Meetings of the authority Section The chairperson of the authority or in his or her absence the chief executive shall convene meetings of the authority at least once each month to carry on the business of the authority and whenever he or she receives a written request signed by at least two members of the authority . The chairperson shall preside at every meeting of the authority , and in his or her absence the members present shall elect one of their number to preside as chairperson at that meeting. The quorum for any meeting of the authority shall be six, and the authority may, subject to the requirement for a quorum, regulate the procedure in regard to its meetings and the transaction of business at the meetings. All questions for decision at any meeting of the authority shall be decided by the vote of the majority of the members present; and in the case of an equality of votes, the chairperson or other person presiding shall have a casting vote. Any member who has a direct or indirect interest in any decision that is to be taken on any specific matter by the authority shall disclose the nature of that interest at the meeting of the authority where the decision is being...

Section Appointment of the chief executive and other staff Section The chief executive may be removed from office on grounds of— The Minister shall appoint a chief executive of the authority on the recommendation of the authority , and the authority shall determine the conditions and terms of employment of the chief executive , including remuneration. The chief executive shall, subject to the general direction and control of the authority , be charged with the direction of the affairs and transactions of the authority , the exercise, discharge and performance of its objects, functions and duties and the administration and control of the employees of the authority . incompetence; misbehaviour or misconduct; incapacity to perform the functions of his or her office arising out of infirmity of body or mind; or any other reasonable cause. The authority may appoint such other officers and employees as it considers necessary for the efficient discharge of its responsibilities and functions. The officers and other employees appointed under subsection (4) shall be remunerated in such manner and at such rates, and shall be subject to such conditions of service, as may be determined by the au...

Section General Fund, financial year and accounts Section There shall be paid into the General Fund — Subject to any directions given by the Minister responsible for finance, the authority shall cause to be prepared in respect of each financial year, a statement of account which shall include a report on the performance of the authority during the financial year comprising— The authority shall have a General Fund . money from the Consolidated Fund; all sums of money paid as fees under this Act; all sums of money received by the authority for its operations from any other source. There shall be paid out of the General Fund all sums of money required to defray the expenditure incurred by the authority in the discharge of its objects and functions. The financial year of the authority shall be in respect of any accounting period the period of twelve months ending on the 30th of June. The authority shall keep proper books of account of all its income and expenditure and proper records in relation to them. a balance sheet, a statement of income and expenditure and a statement of surplus and deficit; and any other information in respect of the financial affairs of the authority as the Min...

Section Power to require production of books by a stock exchange and by certain persons Section The persons to whom direction can be given under subsection (1) are— For the purpose of subsection (1), the books in respect of which a direction to produce may be given shall be books relating to— The authority may by notice in writing, at any time, where it considers that there is sufficient cause to do so, direct any of the persons referred to in subsection (2) to produce to a person authorised by the authority such books as may be specified in the notice. a stock exchange ; a member of the council of a stock exchange ; a person who is or has been, either alone or together with another person, a broker or dealer or an investment adviser or is or has been a broker or dealer’s representative or an investment representative ; a nominee controlled by a person referred to in paragraph (c) or jointly controlled by two or more persons at least one of whom is a person referred to in that paragraph; a person who is or has been an officer or an employee of, or an agent , lawyer, auditor or other person acting in any capacity for or on behalf of, a stock exchange or a person referred to in parag...

Section Establishment, etc. of stock market Section No person shall establish or assist in establishing or maintain or hold himself or herself out as providing or maintaining a stock market unless it is stock market of an approved stock exchange .

Section Power of the authority to approve a stock exchange Section The authority may approve a body corporate as a stock exchange if it is satisfied— that the rules of the body corporate make satisfactory provision— Nothing in this section precludes the authority from appointing any person who is knowledgeable about the securities industry and who is not associated with a stockbroker or broker or dealer to be on the council of a stock exchange to represent the public interest; and a person so appointed— Application for approval as a stock exchange may be made to the authority in the prescribed form and manner and shall be accompanied by the prescribed fees. No approval shall be granted to any person to operate as a stock exchange other than a body corporate. that at least three members of the body corporate will carry on the business of dealing in securities independently of, and in competition with, each other; for the exclusion from membership of persons who are not of good character and high business integrity; for the expulsion, suspension or disciplining of members for conduct inconsistent with just and equitable principles in the transaction of business or for a contravention...

Section Authority to approve amendments to rules Section Where an amendment is made, whether by way of rescission, alteration or addition to the rules of a stock exchange or the listing rules of a stock exchange , the council of the stock exchange shall forward a written notice of it to the authority for approval. The authority may give notice in writing to the stock exchange concerned that it approves the amendment or that it disapproves the whole or any specified part of the amendment and, until the notice is given, the amendment shall not have any effect. Nothing in this section precludes the authority , after consultation with the council of a stock exchange , from amending the rules or the listing rules of an approved stock exchange by written notice specifying the amendments and the dates when those amendments shall have force and effect; but the authority may dispense with consultation if it considers it necessary to do so for the protection of investors. Any notice under this section may be served personally or by post.

Section Stock exchange to assist the authority; disciplinary powers of the authority Section A stock exchange shall provide such assistance to the authority as the authority reasonably requires for the performance of its functions and duties, including the furnishing of such returns and providing such information relating to the business of the stock exchange or in respect of such dealing in securities or any other specified information as the authority may require for the proper administration of this Act. Where a stock exchange reprimands, fines, suspends, expels or otherwise takes disciplinary action against a member of a stock exchange , it shall, within seven days, give to the authority in writing, particulars of the name of the member, the reason for and nature of the action taken, the amount of the fine, if any, and the period of the suspension, if any. The authority may review any disciplinary action taken by a stock exchange under subsection (2) and may affirm or set aside a decision of a stock exchange after giving the member and the stock exchange an opportunity to be heard. Nothing in this section precludes the authority in a case where a stock exchange fails to act aga...

Section Powers of the court to order observance or enforcement of rules of a stock exchange Section For the purpose of subsection (1)— Where a person under an obligation to comply with, observe, enforce or give effect to the rules or listing rules of a stock exchange fails to perform the duty, the court may, on the application of the authority , a stock exchange or person aggrieved by the failure, and after giving to the person against whom the order is sought an opportunity of being heard, make an order giving directions to that person to perform the duty. a body corporate that has been admitted to any official list of a stock exchange and has not been removed from that official list; or a person associated with a body corporate that has been admitted to any official list of a stock exchange and has not been removed from that official list,

Section Power of the authority to issue directions to a stock exchange Section The authority may, where it appears to it to be in the public interest, issue directions to a stock exchange — Where the authority is satisfied that an executive officer of a stock exchange — with respect to trading on or through the exchange facilities of that stock exchange or with respect to any security listed on that stock exchange ; with respect to the manner in which a stock exchange carries on its business, including the manner of reporting off-market purchases; or with respect to any other matters which the authority considers necessary for the effective administration of this Act, A stock exchange which, without reasonable excuse, fails to comply with a direction given under subsection (1) commits an offence and is liable on conviction to a fine not exceeding one million shillings and to a further fine of fifty thousand shillings for each day on which the noncompliance continues after conviction. A stock exchange aggrieved by any direction of the authority under subsection (1) may appeal to the court within thirty days of the date of the direction. In any appeal under subsection (3), the decisi...

Section Power of the authority to prohibit trading in particular securities Section Where the authority gives a notice to a stock exchange under subsection (2), the authority shall— Without prejudice to the general effect of section 28 , where the authority is of the opinion that it is necessary to prohibit trading in particular securities of, or made available by, a body corporate on the stock market of a stock exchange in order to protect persons buying or selling the securities or to protect the interests of the public, the authority may give notice in writing to the stock exchange stating that it has formed that opinion and setting out its reasons. If, after the receipt of the notice, the stock exchange does not take action to prevent trading in the securities to which the notice relates on the stock market of the stock exchange and the authority is still of the opinion that it is necessary to prohibit trading in those securities on that stock market , the authority may, by notice in writing to the stock exchange , prohibit trading in those securities on that stock market during a period, not exceeding fourteen days, as may be specified in the notice. at the same time send a co...

Section Broker or dealer’s licence Section No person shall carry on a business of dealing in securities or hold himself or herself out as carrying on such a business unless he or she is the holder of a broker or dealer ’s licence issued under this Part. Subsection (1) does not apply to an exempt dealer .

Section Broker or dealer’s representative’s licence Section No person shall act as a broker or dealer’s representative unless he or she is the holder of a licence issued under this Part.

Section Investment adviser’s licence Section No person shall act as an investment adviser or hold himself or herself out to be an investment adviser unless he or she is the holder of an investment adviser ’s licence issued under this Part.

Section Investment representative’s licence Section No person shall act as an investment representative unless he or she is the holder of an investment representative ’s licence under this Part.

Section Application for a licence or renewal of a licence Section An application for a licence or for the renewal of a licence shall be made to the authority in the prescribed form and manner and shall be accompanied by the prescribed fee, to be paid in the manner specified by the authority and, in the case of an application for renewal of a licence , shall be made not later than thirty days before the expiration of the licence . The authority may require an applicant to supply it with such further information as it considers necessary in relation to the application. The authority shall not refuse to grant or renew a licence unless it has given the applicant or the holder of the licence an opportunity of being heard.

Section Grant of a broker or dealer’s licence or an investment adviser’s licence Section Subject to section 34 (3) and the regulations, the authority shall refuse an application for the grant or renewal of a broker or dealer’s licence or an investment adviser’s licence if— in the case of an individual— in the case of an applicant that is a body corporate or a partnership— A broker or dealer ’s licence or an investment adviser ’s licence may be granted to a body corporate or any other person. A broker or dealer ’s licence or an investment adviser ’s licence shall only be granted if the applicant meets such minimum financial requirements as may be determined by the authority , either generally or specifically, or in the case of a broker or dealer ’s licence , as are provided in rules of a stock exchange approved by the authority . the applicant has been adjudged a bankrupt anywhere; the applicant has been convicted, in Uganda or outside Uganda, within ten years immediately before the date on which the application is made, of an offence involving fraud or dishonesty punishable on conviction with imprisonment for six months or more; the authority is not satisfied as to the educational...

Section Grant of a representative’s licence Section Subject to section 34 (3) and the regulations, the authority shall grant or renew a broker or dealer’s representative’s licence or investment representative’s licence if after consideration of the application it considers that the applicant will perform the duties of the holder of a broker or dealer’s representative or an investment representative’s licence efficiently, honestly and fairly.

Section False statements Section A person who, in connection with an application for a licence or for the renewal of a licence , wilfully and knowingly makes a statement which is false or misleading in a material particular or wilfully omits to state any matter or thing without which the application is misleading in a material respect commits an offence and is liable on conviction to a fine not exceeding four million shillings or to imprisonment not exceeding two years or to both.

Section Power of the authority to inquire into securities transactions in relation to the holder of a licence Section In deciding whether a broker or dealer or his or her representative or an investment adviser or his or her representative shall hold a licence under this Act, the authority may inquire into any transactions involving the purchase or sale of securities entered into by that person, whether directly or indirectly, during any period of twelve months preceding the application for a licence or renewal of a licence , in this section referred to as the relevant period, to ascertain if that person has in the transaction or series of transactions used dishonest, unfair or unethical methods or trading practices, whether those methods or trading practices constitute an offence under this Act or not. For the purposes of subsection (1), the authority may, in such form and within such time as it may specify by notice in writing, require a broker or dealer or his or her representative or an investment adviser or his or her representative to submit detailed information of all or any transactions involving the purchase or sale of securities , whether those transactions were completed...

Section Power of the authority to impose conditions or restrictions Section Without limiting the general effect of subsection (1), the authority may, in granting or renewing an investment adviser ’s licence , impose a condition or restriction as to the class of business that the investment adviser may carry on, including a condition or restriction that— The authority may also, by written notice to a licence holder suspend, cancel, restrict or impose terms and conditions on the right of the licence holder— The authority may grant or renew a licence subject to such conditions or restrictions as it thinks fit; and the authority may, at any time by written notice to a licence holder, vary any condition or restriction in relation to the licence . he or she shall only carry on the class of business of advising others concerning securities ; he or she shall only carry on the class of business of issuing or promulgating analyses in reports concerning securities ; he or she shall only carry on a class of business involving the management of a portfolio of securities on behalf of clients for investment purposes; or he or she shall carry on any of the classes of business in paragraph (a), (b)...

Section Deposit to be lodged in respect of a broker or dealer’s licence Section The authority shall not grant or renew a broker or dealer ’s licence unless the applicant has lodged with the authority at the time of the application for the licence , a deposit prescribed by the authority . A deposit required under subsection (1) shall be in cash or in such other form as the authority may in any particular case direct. All amounts paid under this section shall be deposited in a commercial bank prescribed by the authority . A deposit lodged under subsection (1) shall be applied by the authority subject to and in accordance with regulations made under this Act.

Section Period of a licence Section Subject to subsection (2), a licence shall expire at the end of one year from the date of issue. A licence renewed in accordance with this Part shall continue in force for one year from the date of the renewal.

Section Notification of change of particulars Section Where— the holder of a broker or dealer ’s licence or investment adviser ’s licence ceases to carry on the business to which the licence relates; the holder of a representative’s licence ceases to be a representative of the broker or dealer or investment adviser in relation to whom the representative’s licence was issued; or a change occurs in any matter particulars of which are required by section 43 to be entered in the register of licence holders in relation to the holder of a licence,

Section Register of licence holders Section The authority shall keep in such form as it thinks fit, a register of the holders of current licences, specifying— in relation to each holder of a broker or dealer ’s or investment adviser’s licence — in relation to each holder of a representative’s licence — his or her name; the address of the principal place of business at which he or she carries on the business to which the licence relates; and where the business is carried on under a name or style other than the name of the holder of the licence , the name or style under which the business is carried on; and the name of the broker or dealer or investment adviser in relation to whom the licence was issued; and where the business of that broker or dealer or investment adviser is carried on under a name or style other than the name of the broker or dealer or investment adviser , the name or style under which that business is carried on. Any person may, on payment of the prescribed fee, inspect and take extracts from the register kept under subsection (1).

Section Revocation or suspension of a licence Section A licence shall be taken to be revoked, in the case of— The authority may revoke a licence — in the case of a licensed person who is an individual— in the case of a body corporate or a partnership— A revocation or suspension of a licence of a person shall not operate so as to— an individual, if the individual dies; a body corporate, if it is wound up. if a levy of execution in respect of him or her has not been satisfied; if he or she ceases to carry on the business for which he or she was licensed; if he or she has been adjudged bankrupt in any jurisdiction; if, in the case of a representative, the licence of the broker or dealer or investment adviser in relation to whom the licence was granted is revoked; if the authority has reason to believe that the licensed person has not performed his or her duties efficiently, honestly or fairly; if he or she is convicted of an offence involving fraud or dishonesty; or if the licensed person contravenes any condition or restriction applicable in respect of the licence in any other provision of this Act; if it is being or will be wound up or dissolved; if a receiver or a receiver and mana...

Section Operation pending renewal, etc. of a licence Section Where a person who holds a licence issued under this Act has, before the expiration of the licence , applied for a renewal of the licence and it has not been issued, the licence shall, until the licence is renewed or the application for the renewal of the licence is refused or withdrawn, be taken to continue in force.

Section Appeals Section Any person aggrieved by the refusal of the authority to grant or renew a licence may appeal to the Minister . A person aggrieved by the revocation of a licence by the authority may appeal to the High Court, within thirty days from the decision of the authority . The High Court may confirm the revocation or give such directions in the matter it may consider proper or otherwise determine the matter. In any appeal under this section, the decision of the Minister or the High Court, as the case may be, is final and shall be given effect to by the authority .

Section Exempt dealers Section The following specified persons or bodies corporate shall be exempt brokers or dealers— any merchant bank approved by the Bank of Uganda if the main business carried on by the merchant bank is a business other than the dealing in securities and if the dealing is by way of— any person acting in the capacity of manager or trustee under a unit trust scheme ; any bank as defined in the Financial Institutions Act; making or offering to make with any person an agreement for or with a view to the underwriting of securities ; making an invitation to persons to subscribe for securities or to purchase securities on their first sale; issuing any document which is or is taken to be a prospectus within the meaning of the Companies Act; acquiring or disposing of securities only through the holder of a broker or dealer ’s licence ; an investment adviser whose dealing in securities is solely incidental to his or her carrying on the business of managing a portfolio of securities on behalf of a client; and any other person the Minister may exempt by regulations .

Section False trading and market rigging transactions Section Without prejudice to the general effect of subsection (1), any person who— The reference in subsection (3) to a transaction of sale or purchase of securities includes— Any person who creates or causes to be created, or does anything that is likely to create, a false or misleading appearance of active trading in any securities on a stock exchange in Uganda or a false or misleading appearance with respect to the market for, or the price of, any such securities commits an offence. A person who by means of purchases or sales of any securities that do not involve a change in the beneficial ownership of those securities , or by any fictitious transactions or devices maintains, inflates, depresses or causes fluctuations in the market price of any securities commits an offence. effects, takes part in, is concerned in or carries out, either directly or indirectly, any transaction of sale or purchase of any securities , being a transaction that does not involve any change in the beneficial ownership of the securities ; makes or causes to be made an offer to sell or purchase any securities at a specified price where he or she has m...

Section Stock market manipulation Section A reference in this section to a transaction, in relation to securities of a body corporate, includes— Any person who effects, takes part in, is concerned in or carries out, either directly or indirectly, two or more transactions in securities of a body corporate which are transactions that have, or are likely to have, the effect of raising, lowering, maintaining or stabilising the price of securities of the body corporate on a stock exchange in Uganda with intent to induce other persons to sell, purchase or subscribe for securities of the body corporate or of a related body corporate commits an offence. a reference to the making of an offer to sell or purchase those securities of the body corporate; and a reference to the making of an invitation, however expressed, that expressly or impliedly invites a person to offer to sell or purchase those securities of the body corporate.

Section False or misleading statements, etc. Section A person commits an offence who makes a statement, or disseminates misleading information, that is false or misleading in a material particular statement, that is likely to induce the sale or purchase of securities by other persons or is likely to have the effect of raising, lowering, maintaining or stabilising the market price of securities if, when he or she makes or disseminates the information— he or she does not care whether the statement or information is true or false; or he or she does or ought reasonably to have known that the statement or information is false or misleading in a material particular.