Cap. 656 《穩定幣條例》Stablecoins Ordinance

a company; or

an authorized institution incorporated outside Hong Kong.

be made in the specified form; and

contain the address of the applicant’s principal place of business in Hong Kong, a postal address and an electronic mail address.

refuse to process the application further; or

reject the application.

granting the licence to the applicant to authorize the applicant to carry on any regulated stablecoin activity for which the application is made; or

refusing to grant the licence.

the decision to refuse to grant the licence; and

the ground for the refusal.

give a written notice to the applicant stating the decision to grant the licence; and

specify in the notice—

subject to section 18, may, on the grant of a licence, attach to the licence any condition that the Monetary Authority considers appropriate; and

subject to section 19, may, at any time after the grant of a licence—

impose requirements or restrictions, either generally or in a particular case, on the business activities of the licensee under the licence;

impose requirements for the administration, maintenance, management, composition, use and regulation of reserve assets in respect of specified stablecoins issued under the licence, including requirements relating to measures for protecting the reserve assets;

impose requirements for the licensee to maintain additional financial resources, including a level of paid-up share capital greater than that set out in the minimum criteria applicable in relation to the licensee;

require the licensee to cease to, on and after the date or occurrence of the event specified by the Monetary Authority, carry on any of the business activities of the licensee under the licence;

impose requirements as to the accounts of the licensee, including a requirement to disclose to the Monetary Authority or the public—

impose restrictions, either generally or in a particular case, as to the maximum value of specified stablecoins that may be issued under the licence.

on summary conviction—to a fine at level 6 and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

give a written notice to the applicant for the licence stating—

specify in the notice a period of not less than 14 days after the day on which the notice is given within which the applicant may make written representations to the Monetary Authority as to why the ground for attaching the condition has not been made out; and

consider any representation made for the purposes of paragraph (b).

the condition attached;

the ground for attaching the condition; and

the date on which the condition is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

give a written notice to the licensee stating—

specify in the notice a period of not less than 14 days after the day on which the notice is given within which the licensee may make written representations to the Monetary Authority as to why the ground for attaching or amending the condition has not been made out; and

consider any representation made for the purposes of paragraph (b).

the condition falls within the description of section 17(2)(d); and

the Monetary Authority considers that it is necessary in the interests of the holders or potential holders of any specified stablecoins connected with the licence to make the licence subject to the condition, or amended condition, immediately.

the condition attached, or the condition as amended;

the ground for attaching or amending the condition; and

the date on which the condition attached, or the condition as amended, is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

the licensee’s name;

the address of the licensee’s principal place of business in Hong Kong;

the licensee’s electronic mail address;

the licence number of the licence granted to the licensee; and

the date on which the licence takes effect.

as soon as practicable after the suspension takes effect, make a notation that the licence has been so suspended in the register against the entry relating to the licensee; and

ensure that the notation remains on the register until the suspension ceases to have effect.

may be maintained in a documentary form; or

may be maintained by recording the information to be contained in the register otherwise than in a documentary form, as long as the information is capable of being reproduced in a legible form.

the address of a licensee’s principal place of business in Hong Kong is—

a licensee’s electronic mail address is—

within 14 days after the date specified under section 15(5)(b)(ii); and

annually on or before each anniversary of that date.

any advertising material relating to a licensed stablecoin activity of the licensee, published by the licensee or by another person for the licensee; and

the consumer-facing interface of any software application supporting a licensed stablecoin activity of the licensee, provided by the licensee or by another person for the licensee.

report the matter to the Monetary Authority; and

provide the Monetary Authority with all relevant facts, circumstances and information.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

on summary conviction—to a fine at level 6 and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

the licensee’s ongoing fulfilment of any of the minimum criteria applicable in relation to the licensee;

the licensee’s ongoing compliance with any of the conditions attached to its licence under section 17(1)(a) or (b); or

the licensee’s carrying on of any of its business activities under its licence.

for a material change that has taken place—provide the Monetary Authority with details of the change in the specified form as soon as practicable after it becomes aware of the change; or

for a material change that is likely to take place—provide the Monetary Authority with details of the likely change in the specified form as soon as practicable after it appears to the licensee that the change is likely to take place.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $25,000 for every day during which the offence continues.

give a written notice to the licensee stating—

specify in the notice a period within which the licensee may make written representations to the Monetary Authority as to why the ground stated in the notice does not exist.

the fact that the Monetary Authority has decided to revoke the licence;

the ground for the revocation; and

the Monetary Authority’s direction on the handling of the reserve assets in respect of a specified stablecoin issued under the licence before the revocation, whether or not subject to any condition attached under section 31.

the day on which the licensee has given a written notice to the Monetary Authority stating that the licensee does not intend to refer the decision to revoke the licence to the Tribunal for review under section 140;

the day on which the period within which, under that section, the licensee may refer the decision to the Tribunal for review has expired without such a referral having been made;

(if the licensee referred the decision to the Tribunal for review under that section) the day on which the Monetary Authority becomes aware that—

must comply with the direction mentioned in section 28(3)(c) (as may be amended under section 31(1)(b)(i)); and

must comply with any condition attached under section 31(1)(a) or (b)(ii) (as may be amended under section 31(1)(b)(iii)).

by another person against the former licensee; or

by the former licensee against another person.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $1,000,000 and to imprisonment for 5 years.

may, at the time of giving a direction under section 28(3)(c), attach to the direction any condition that the Monetary Authority considers appropriate; and

may, at any time after giving such a direction—

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for ascertaining whether the person complies, or is capable of complying, with the direction or a condition attached or to be attached under subsection (1); and

to provide the information or document within the period, and in the manner, specified in the notice.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $25,000 for every day during which the offence continues.

the Monetary Authority is satisfied that a ground for revoking a licence specified in Schedule 4 exists; and

the Monetary Authority considers that it is necessary in the interests of the holders or potential holders of any specified stablecoins connected with the licence for urgent actions to be taken.

the fact that the licence is or is to be suspended under this section on the date specified in the notice;

the date on which, or the event on the occurrence of which, the suspension ceases; and

the ground for the suspension.

the Monetary Authority is considering whether to revoke the licence under section 28;

the Monetary Authority is considering whether to suspend the licence under section 33.

if the matter mentioned in subsection (4)(a) is stated in the notice—inform the licensee of the provisions in section 28(1) and (2); and

if the matter mentioned in subsection (4)(b) is stated in the notice—inform the licensee of the provisions in section 33(1) and (2).

the expiry of a period of 14 days beginning on the date specified under subsection (2)(a);

the date, or the occurrence of the event, mentioned in subsection (2)(b).

give a written notice to the licensee stating—

specify in the notice a period of not less than 14 days after the day on which the notice is given within which the licensee may make written representations to the Monetary Authority as to why the ground stated in the notice does not exist.

the fact that the licence is or is to be suspended under this section on the date specified in the notice;

the date on which, or the event on the occurrence of which, the suspension ceases;

the ground for the suspension; and

the Monetary Authority’s direction on the handling of the reserve assets in respect of a specified stablecoin issued under the licence before the suspension, whether or not subject to any condition attached under section 35.

the expiry of a period of 6 months beginning on the date specified under subsection (3)(a);

the date, or the occurrence of the event, mentioned in subsection (3)(b).

the decision to renew is to be regarded as a decision mentioned in subsection (3);

the Monetary Authority must give a suspension notice to the licensee under subsection (3); and

subsections (4), (5) and (6) apply in relation to the renewed suspension accordingly.

must not, and must cease to, carry on its business activities under its licence; and

for a suspension under section 33—

section 22;

Division 4;

any other provision of this Ordinance under which duties are imposed on the licensee.

by another person against the licensee; or

by the licensee against another person.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $1,000,000 and to imprisonment for 5 years.

may, at the time of giving a direction under section 33(3)(d), attach to the direction any condition that the Monetary Authority considers appropriate; and

may, at any time after giving such a direction—

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for ascertaining whether the licensee complies, or is capable of complying, with the direction or a condition attached or to be attached under subsection (1); and

to provide the information or document within the period, and in the manner, specified in the notice.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $25,000 for every day during which the offence continues.

the person becomes such a controller within 12 months after the day on which a notice consenting to the person becoming such a controller (consent notice) is given to the person under section 38(2)(a);

if a notice objecting to the person becoming such a controller (objection notice) is given to the person under section 38(2)(b) and the decision to give the objection notice is referred to the Tribunal for review under section 140—the person becomes such a controller within 12 months after the day on which the decision is set aside by the Tribunal under section 142(1)(a); or

if neither a consent notice nor an objection notice is given within the period specified in section 38(4)—the person becomes such a controller within 12 months after the expiry of the period.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $1,000,000 and to imprisonment for 5 years.

by written notice, give consent for the person to become such a controller, whether or not subject to any condition attached under section 40; or

subject to section 41, by written notice, object to the person becoming such a controller.

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for deciding whether to give a consent under subsection (2); and

to provide the information or document within the period, and in the manner, specified in the notice.

a period of 3 months beginning on the day on which the Monetary Authority receives the application; or

if the person is required under subsection (3) to provide any information or document—a period of 3 months beginning on the day on which the Monetary Authority receives the information or document.

has become a controller of a licensee in circumstances other than those described in section 37(1);

did not know that the acts or circumstances because of which the person became such a controller were such as to have that effect; and

subsequently becomes aware of the fact that the person has become such a controller.

by written notice, give consent for the person to continue to be such a controller, whether or not subject to any condition attached under section 40; or

subject to section 41, by written notice, object to the person continuing to be such a controller.

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for deciding whether to give a consent under subsection (3); and

to provide the information or document within the period, and in the manner, specified in the notice.

a period of 3 months beginning on the day on which the Monetary Authority receives the application; or

if the person is required under subsection (4) to provide any information or document—a period of 3 months beginning on the day on which the Monetary Authority receives the information or document.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

may, at the time of giving consent for a person under section 38(2)(a) or 39(3)(a), attach to the consent any condition that the Monetary Authority considers appropriate; and

may, at any time after giving such a consent—

give a written notice (preliminary notice) to the person stating—

state in the preliminary notice that the person may, within 1 month after the day on which the preliminary notice is given, make written representations to the Monetary Authority as to why the ground for attaching or amending the condition has not been made out; and

consider any representation made for the purposes of paragraph (b).

the attachment or amendment is stated in a preliminary notice given to the person under subsection (3); or

the person consents to the condition to be attached or amended.

the condition attached, or the condition as amended;

the ground for attaching or amending the condition; and

the date on which the condition attached, or the condition as amended, is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

that the person is not a fit and proper person to become or continue to be such a controller;

that the interests of the holders or potential holders of any specified stablecoins connected with the licence would be, or are, in any manner threatened by the person becoming or continuing to be such a controller;

if the person is not currently such a controller, having regard to the person’s likely influence on the licensee if the person were to become such a controller—

if the person is currently such a controller, having regard to the person’s influence on the licensee as such a controller—

give a written notice (preliminary notice) to the person stating—

state in the preliminary notice that the person may, within 1 month after the day on which the preliminary notice is given, make written representations to the Monetary Authority as to why an objection notice should not be given; and

consider any representation made for the purposes of paragraph (b).

has become a controller of a licensee in the circumstances described in section 37(1); or

has become a controller of a licensee in circumstances other than those described in section 37(1) but the Monetary Authority—

that the person is not or is no longer a fit and proper person to be such a controller;

that the interests of the holders or potential holders of any specified stablecoins connected with the licence may in any manner be threatened by the person being such a controller;

that the person has contravened a condition attached to the consent under section 40.

give a written notice (preliminary notice) to the person stating—

state in the preliminary notice that the person may, within 1 month after the day on which the preliminary notice is given, make written representations to the Monetary Authority as to why an objection notice should not be given; and

consider any representation made for the purposes of paragraph (b).

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $25,000 for every day during which the offence continues.

that are so acquired by the person or the person’s associates; and

that were not so held by the person or the person’s associates immediately before the person becomes such a controller.

the person has been given a notice under section 38(2)(b), 39(3)(b) or 42(2) objecting to the person becoming or continuing to be an indirect controller of the licensee; and

either—

must not act or continue to act as an indirect controller of the licensee; and

must not give, or must cease to give, as such a controller any directions or instructions to—

a person who is a prohibited person in respect of a licensee gives (whether directly or indirectly) any directions or instructions that are, or might reasonably be construed as being, prohibited from being so given under subsection (2)(b) to—

the director knows, or ought reasonably to know, that the person is a prohibited person in respect of the licensee.

the directions or instructions; and

the circumstances in which the directions or instructions are given to the director.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $1,000,000 and to imprisonment for 5 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

the person has become such a specified controller in circumstances other than those described in section 37(1);

the person is a person to whom section 39 applies but has not made an application under section 39(2);

the person has been given a notice under section 39(3)(b) and—

the person has been given a notice under section 42(2) and continues to be such a specified controller after—

any transfer of those shares or, if those shares are unissued shares, any transfer of the right to be issued with those shares, and any issue of those shares, are void;

no voting rights carried by those shares are exercisable;

no further shares are to be issued in right of those shares or pursuant to any offer made to the holder of those shares;

except in a liquidation, no payment is to be made of any sums due from the licensee, or other body corporate to which the shares relate, on the shares, whether in respect of capital or otherwise.

the licensee or the other body corporate to which the specified shares relate; and

if the notice relates to specified shares held by an associate of the specified controller, that associate.

the Monetary Authority gives the specified controller a notice under section 39(3)(a) within the permitted notice period;

the Monetary Authority does not give the specified controller a notice under section 39(3)(b) within the permitted notice period; or

the Monetary Authority gives the specified controller a notice under section 39(3)(b) within the permitted notice period but the specified controller refers the Monetary Authority’s decision to give the notice to the Tribunal for review under section 140 and the decision is set aside by the Tribunal under section 142(1)(a).

the licensee or the other body corporate to which the specified shares relate; and

if the notice relates to specified shares held by an associate of the specified controller, that associate.

an agreement to transfer the shares;

if those shares are unissued shares, an agreement to transfer the right to be issued with those shares.

exercise or purport to exercise a right to dispose of any shares, or of a right to be issued with any shares, knowing that to do so would contravene a restriction mentioned in section 46(2);

vote in respect of any shares as holder or proxy knowing that to do so would contravene such a restriction;

appoint a proxy in respect of any shares knowing that to vote in respect of those shares would contravene such a restriction;

being the holder of any shares that are subject to such a restriction, fail to give notice that those shares are subject to the restriction to another person whom the person knows to be entitled (apart from the restriction) to vote in respect of those shares whether as holder or proxy; or

being the holder of any shares that are subject to such a restriction, or being entitled to a right to be issued with other shares in right of them, or any right to receive any payment on them, enter into an agreement that is void under section 48.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years.

shares in a licensee or any other body corporate are issued in contravention of the restriction mentioned in section 46(2)(c); or

payments are made by a licensee or any other body corporate in contravention of the restriction mentioned in section 46(2)(d).

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years.

may make an order for the sale of the specified shares of a specified controller to whom section 46 applies; and

if the shares are subject to a restriction mentioned in section 46(2), may also make an order that those shares cease to be subject to that restriction.

the application relates to shares that are subject to a restriction mentioned in section 46(2); and

the person to whom a notice is given under section 46(2) does not, within 14 days after the notice is given, make an application under section 39(2).

cause those shares to be transferred to a nominee of the Monetary Authority specified in the order; and

cause those shares to be so transferred within the period specified in the order.

comply with the request;

give a written notice to the person making the request stating that the Monetary Authority is prevented by section 50(3) from applying; or

give a written notice to the person making the request stating that the Monetary Authority will not apply.

a person has made a request to the Monetary Authority under section 51(1) in respect of any specified shares; and

either—

an order for the sale of the specified shares to which the request relates;

an order that those shares cease to be subject to any restriction mentioned in section 46(2).

cause those shares to be transferred to a nominee of the Monetary Authority specified in the order; and

cause those shares to be so transferred within the period specified in the order.

a person appointed as the chief executive or an alternate chief executive of the licensee under section 86(3)(a); or

a person appointed as the chief executive or an alternate chief executive of the licensee immediately on the expiry of the previous term by the person as such a chief executive or alternate chief executive.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

the licensee; or

if the application is made before the licence is granted—the applicant for the licence.

by written notice, give consent for the subject person to be appointed as such a chief executive or alternate chief executive, whether or not subject to any condition attached under section 55; or

by written notice, refuse to give consent for the subject person to be appointed as such a chief executive or alternate chief executive.

is an individual who is ordinarily resident in Hong Kong; and

is a fit and proper person to be such a chief executive or alternate chief executive.

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for deciding whether to give a consent under subsection (2)(a); and

to provide the information or document within the period, and in the manner, specified in the notice.

refuse to process the application further; or

reject the application.

may, at the time of giving consent under section 54(2)(a), attach to the consent any condition that the Monetary Authority considers appropriate for securing, or further securing, that the person for whom the consent is sought (subject person) will continue to be a fit and proper person to be the chief executive or an alternate chief executive of the licensee concerned; and

may, at any time after giving such a consent—

give a written notice to the subject person and the applicant for the consent (consent applicant) stating—

state in the notice that the subject person may, within 7 days after the day on which the notice is given, make written representations to the Monetary Authority as to why the ground for attaching or amending the condition has not been made out; and

consider any representation made for the purposes of paragraph (b).

the condition attached, or the condition as amended;

the ground for attaching or amending the condition; and

the date on which the condition attached, or the condition as amended, is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

is an individual who is ordinarily resident in Hong Kong; or

is a fit and proper person to be appointed as the chief executive or an alternate chief executive of the licensee concerned.

give a written notice to the subject person and the licensee stating—

state in the notice that the subject person may, within 7 days after the day on which the notice is given, make written representations to the Monetary Authority as to why the ground for withdrawing the consent has not been made out; and

consider any representation made for the purposes of paragraph (b).

the decision to withdraw the consent;

the ground for withdrawing the consent; and

the date on which the withdrawal is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

the person ceases to be such a chief executive or alternate chief executive; and

a vacancy is to be regarded as having arisen for the purposes of section 53(3).

the person’s appointment as the chief executive or an alternate chief executive of the licensee is regarded as revoked under section 84(1)(a); or

the person’s appointment as the chief executive or an alternate chief executive of the licensee is revoked under section 86(3)(d).

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

become a director of the licensee; and

act as a director of the licensee.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

the licensee; or

if the application is made before the licence is granted—the applicant for the licence.

by written notice, give consent for the subject person to become such a director, whether or not subject to any condition attached under section 60; or

by written notice, refuse to give consent for the subject person to become such a director.

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for deciding whether to give a consent under subsection (2)(a); and

to provide the information or document within the period, and in the manner, specified in the notice.

refuse to process the application further; or

reject the application.

may, at the time of giving consent under section 59(2)(a), attach to the consent any condition that the Monetary Authority considers appropriate for securing, or further securing, that the person for whom the consent is sought (subject person) will continue to be a fit and proper person to be a director of the licensee concerned; and

may, at any time after giving such a consent—

give a written notice to the subject person and the applicant for the consent (consent applicant) stating—

state in the notice that the subject person may, within 7 days after the day on which the notice is given, make written representations to the Monetary Authority as to why the ground for attaching or amending the condition has not been made out; and

consider any representation made for the purposes of paragraph (b).

the condition attached, or the condition as amended;

the ground for attaching or amending the condition; and

the date on which the condition attached, or the condition as amended, is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

give a written notice to the subject person and the licensee stating—

state in the notice that the subject person may, within 7 days after the day on which the notice is given, make written representations to the Monetary Authority as to why the ground for withdrawing the consent has not been made out; and

consider any representation made for the purposes of paragraph (b).

the decision to withdraw the consent;

the ground for withdrawing the consent; and

the date on which the withdrawal is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

the person is appointed as a director of the licensee under section 86(3)(a);

the person’s appointment as a director of the licensee is regarded as revoked under section 84(1)(a); or

the person’s appointment as a director of the licensee is revoked under section 86(3)(d).

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

a person is appointed as a manager of a licensee;

a person ceases to be a manager of a licensee.

the date on which the event occurred; and

the particulars of the specified affairs for which the person is appointed as, or ceases to be, a manager of the licensee.

a notice has been given under subsection (2) in respect of a person who is appointed as a manager of the licensee; and

apart from the specified affairs stated in the notice under subsection (2)(b) (existing affairs), the person is appointed as a manager of the licensee for any specified affairs (new affairs) in addition to, or in place of, any existing affairs.

the date on which the person becomes a manager of the licensee for the new affairs; and

the particulars of the new affairs.

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for performing the Monetary Authority’s functions under this Ordinance in relation to the appointment; and

to provide the information or document within the period, and in the manner, specified in the notice.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

is bankrupt;

has entered into a composition or scheme of arrangement with the person’s creditors;

has entered into a voluntary arrangement as defined by section 2 of the Bankruptcy Ordinance (Cap. 6) with the person’s creditors; or

has been convicted in any place of an offence involving fraud or dishonesty.

the decision to refuse to give the consent; and

the ground for the refusal.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $200,000 and to imprisonment for 1 year.

becomes bankrupt;

enters into a composition or scheme of arrangement with the person’s creditors;

enters into a voluntary arrangement as defined by section 2 of the Bankruptcy Ordinance (Cap. 6) with the person’s creditors; or

has been convicted in any place of an offence involving fraud or dishonesty.

the decision to refuse to give the consent; and

the ground for the refusal.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $200,000 and to imprisonment for 1 year.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

the licensee; or

if the application is made before the licence is granted—the applicant for the licence.

by written notice, give consent for the subject person to be appointed as such a stablecoin manager, whether or not subject to any condition attached under section 68; or

by written notice, refuse to give consent for the subject person to be appointed as such a stablecoin manager.

is an individual who is ordinarily resident in Hong Kong; and

is a fit and proper person to be such a stablecoin manager.

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for deciding whether to give a consent under subsection (2)(a); and

to provide the information or document within the period, and in the manner, specified in the notice.

refuse to process the application further; or

reject the application.

may, at the time of giving consent under section 67(2)(a), attach to the consent any condition that the Monetary Authority considers appropriate for securing, or further securing, that the person for whom the consent is sought (subject person) will continue to be a fit and proper person to be the stablecoin manager of the licensee concerned; and

may, at any time after giving such a consent—

give a written notice to the subject person and the applicant for the consent (consent applicant) stating—

state in the notice that the subject person may, within 7 days after the day on which the notice is given, make written representations to the Monetary Authority as to why the ground for attaching or amending the condition has not been made out; and

consider any representation made for the purposes of paragraph (b).

the condition attached, or the condition as amended;

the ground for attaching or amending the condition; and

the date on which the condition attached, or the condition as amended, is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

is an individual who is ordinarily resident in Hong Kong; or

is a fit and proper person to be appointed as the stablecoin manager of the licensee concerned.

give a written notice to the subject person and the licensee stating—

state in the notice that the subject person may, within 7 days after the day on which the notice is given, make written representations to the Monetary Authority as to why the ground for withdrawing the consent has not been made out; and

consider any representation made for the purposes of paragraph (b).

the decision to withdraw the consent;

the ground for withdrawing the consent; and

the date on which the withdrawal is to take effect or, if it is to take effect on the occurrence of an event, this fact and the event.

the person ceases to be such a stablecoin manager; and

a vacancy is to be regarded as having arisen for the purposes of section 66(3).

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

the first licensee is being, or has been, wound up or otherwise dissolved; or

the licence of the first licensee has been revoked.

the decision to refuse to give the consent; and

the ground for the refusal.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $200,000 and to imprisonment for 1 year.

is or was an officer of a licensee (first licensee);

is an employee of another licensee (second licensee); and

knows, or ought reasonably to know, that—

the Monetary Authority has been notified of the employment with the second licensee; and

the notification is accompanied by a request to the Monetary Authority for consent for the person to act as such an employee.

the decision to refuse to give the consent; and

the ground for the refusal.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $200,000 and to imprisonment for 1 year.

to provide the Monetary Authority with any information or document relating to the arrangement or agreement specified in the notice that the Monetary Authority considers necessary for ascertaining the details of the arrangement or agreement; and

to provide the information or document within the period, and in the manner, specified in the notice.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years.

to provide the Monetary Authority with any information or document relating to the reconstruction specified in the notice that the Monetary Authority considers necessary for ascertaining the details of the reconstruction; and

to provide the information or document within the period, and in the manner, specified in the notice.

to provide the Monetary Authority with any information or document specified in the notice that the Monetary Authority considers necessary for performing the Monetary Authority’s functions under this Ordinance; and

to provide the information or document within the period, and in the manner, specified in the notice.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $25,000 for every day during which the offence continues.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $2,000,000 and to imprisonment for 5 years and, in the case of a continuing offence, to a further fine of $100,000 for every day during which the offence continues.

may appoint a person to be an advisor of a licensee; and

may, by written notice to the licensee, direct the licensee to seek advice from the advisor, while the direction is in force, on the management of the affairs, business or property of the licensee to which the direction relates.

the terms of the direction; and

the name and address of the advisor.

may appoint a person to be a statutory manager of a licensee; and

may, by written notice to the licensee, direct that, while the direction is in force, the affairs, business or property of the licensee to which the direction relates are to be managed by the statutory manager.

the terms of the direction; and

the name and address of the statutory manager.

the affairs, business or property of the licensee to which the direction relates; and

one or more primary objectives, that are not inconsistent with this Ordinance, with which the statutory manager must comply.

in the Gazette; and

in any other way that appears to the Monetary Authority to be expedient for notifying the public of that fact.

a body corporate;

a partnership; or

a person appointed under section 5A(3) of the Exchange Fund Ordinance (Cap. 66) to assist the Monetary Authority.

by written notice (appointment notice), specify which of the duties and powers imposed or conferred under this Ordinance on a statutory manager may be discharged, or exercised, in respect of the licensee by—

attach the appointment notice to the notice given under section 80(1)(b).

in the Gazette; and

in any other way that appears to the Monetary Authority to be expedient for notifying the public of that fact.

state that the direction is revoked;

be given to—

specify the date on which, or the event on the occurrence of which, the revocation takes effect.

in the Gazette; and

in any other way that appears to the Monetary Authority to be expedient for notifying the public of the revocation.

a reference in this Ordinance to the affairs, business or property, or any combination of them, of the licensee is to be construed as the affairs, business or property, or such combination of them, of the licensee as specified in the terms of the direction under section 80(3)(a); and

a reference in this Ordinance to the primary objective with which a statutory manager of the licensee must comply is to be construed as the primary objective as specified in the terms of the direction under section 80(3)(b).

an appointment of a person as a chief executive or a director of the licensee that was in force immediately before the direction takes effect is to be regarded as revoked; and

accordingly the person must not act as such a chief executive or a director while the direction is in force.

on summary conviction—to a fine at level 6 and to imprisonment for 6 months and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $400,000 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues.

no general meeting of the members of the licensee or meeting of the directors of the licensee may be held, except with the consent and in the presence of a statutory manager of the licensee; and

if any such meeting is held with the consent and in the presence of a statutory manager of the licensee, no resolution may be passed at the meeting, except with the consent of the statutory manager.

must not unreasonably refuse the request; and

if a consent is given, must attend the meeting held with the consent.

may do anything necessary for the management of the licensee’s affairs, business or property; and

without limiting paragraph (a), may exercise one or more of the powers specified in Schedule 5.

may call a meeting of the members, directors or creditors of the licensee; and

may require a person whose appointment as a chief executive or director of the licensee is to be regarded as revoked under section 84(1)(a) or who is not to be so regarded because of section 84(2)—

appoint a person (including a person whose appointment as a chief executive or director of the licensee is to be regarded as revoked under section 84(1)(a)) as a chief executive or director of the licensee, whether or not to fill a vacancy that arises as a result of the operation of that section;

at a meeting of the members of the licensee, move any resolution that—

at a meeting of the directors of the licensee, move any resolution that—

revoke an appointment made under paragraph (a) or to which section 84(2) relates.

this Ordinance, the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) or the Companies Ordinance (Cap. 622);

the articles of association of the licensee; or

any other instrument constituting the licensee.

the statutory manager exercising the powers conferred on the statutory manager under this Ordinance is to be regarded as acting as an agent of the licensee; and

section 9 (other than section 9(4) and (5)) of the Prevention of Bribery Ordinance (Cap. 201) applies to—

is acting within the statutory manager’s powers; or

is complying with the primary objective with which the statutory manager must comply.

must discharge the delegated duties as if the delegate were the statutory manager;

may exercise the delegated powers as if the delegate were the statutory manager; and

is presumed to be acting in accordance with the terms and conditions of the delegation in the absence of evidence to the contrary.

an application of a statutory manager of the licensee;

an application of not less than 100 members of the licensee; or

an application of members of the licensee holding not less than 10% of the issued shares in the licensee.

for an application mentioned in subsection (1)(a)—

for an application mentioned in subsection (1)(b) or (c), a resolution moved at a general meeting of the members of the licensee but not passed for whatever reason.

may call, examine and cross-examine witnesses; and

may support or oppose the application.

a person is about to do an act that may adversely affect or conflict with the discharge or exercise of the statutory manager’s duties or powers in respect of any of the affairs, business or property of the licensee; or

a person is doing, or has done, an act that adversely affects or conflicts with the discharge or exercise of the statutory manager’s duties or powers in respect of any of the affairs, business or property of the licensee.

for subsection (1)(a)—an order to restrain the person from doing the act mentioned in that subsection;

for subsection (1)(b)—

an order to direct a person to do or refrain from doing an act, for securing compliance with any other order made under this section;

an ancillary order that the Court of First Instance considers necessary as a consequence of making any other order under this section.

the operation of any other provisions of this Part; or

any other order that the Court of First Instance may make otherwise than under this section.

may direct that notice of the application be given to a person that it considers appropriate; and

may direct that notice of the application be published in a manner that it considers appropriate.

on summary conviction—to a fine at level 6 and to imprisonment for 2 years and, in the case of a continuing offence, to a further fine of $10,000 for every day during which the offence continues; or

on conviction on indictment—to a fine of $2,000,000 and to imprisonment for 5 years and, in the case of a continuing offence, to a further fine of $100,000 for every day during which the offence continues.

the affairs, business or property of the licensee that is to be managed by a statutory manager of the licensee;

the primary objective with which a statutory manager of the licensee must comply.

state the variation; and

be given to the licensee and the statutory manager.

appoint a person to fill the vacancy; and

give a written notice to the licensee stating the name and address of the person so appointed.

appoint a person to fill the vacancy; and

give a written notice to the licensee stating the name and address of the person so appointed.

with the written approval of the Monetary Authority; and

in accordance with any condition specified by the Monetary Authority in the approval.

an advisor of the licensee, or a person engaged by an advisor under section 96; or

a statutory manager of the licensee, or a person engaged by a statutory manager under that section.

the appointment of the advisor or statutory manager, or the engagement of the person, has been revoked or otherwise terminated; or

the direction given under section 79 or 80 for which the advisor or statutory manager was appointed has been revoked.

as soon as practicable after making a determination under subsection (1)(b), publish in the Gazette a notice stating the name of the licensee and the fact that the determination has been made; and

if requested by a member of the licensee, give a copy of the determination to the member.