A Bureau De Change license in Nigeria is an authorization for currency exchange in which a business exchanges currency on behalf of clients. Bureau de Change in Nigeria are also called BDC. BDC according to the Central Bank of Nigeria (CBN) is a retail foreign exchange dealer carrying on the business of Personal Travel Allowance (PTA), Business Travel Allowance (BTA), medical and school fees, and also to carrying on inward and outward transfer.
The primary role of BDCs globally, according to the Association of Bureau De Change Operators of Nigeria (ABCON), is to ensure forex availability to the critical retail sector of the forex market in terms of supply, to bridge the gap between the official and the parallel market exchange rate.
BDCs IN Nigeria are licensed companies by the CBN registered with the sole purpose of carrying on small scale foreign exchange business in Nigeria and whose sole objective is the carrying on such business on a stand-alone business.
The Central Bank of Nigeria (CBN) is the apex financial institution in Nigeria and it is responsible among other things for the issuance of licenses to existing and prospective financial related companies. The CBN has made it mandatory for all companies intending to carry on the business of bureau de change to obtain the relevant license.
The application for BDC license is processed in two stages:
Approval-In-Principle stage (usually for 6 months); and
Final License stage (which must be applied for not later than 6 months after the grant of the Approval-In-Principle).
An Approval-in-Principle must first be obtained before the applicant proceeds to incorporate/register its business name with the Corporate Affairs Commission (CAC).
A formal application to the CBN Governor to grant the promoters an Approval in Principle to carry on the business of a Bureau de change in Nigeria. The application should be addressed to the Director Financial Policy and Regulation Department (FPRD), Central Bank of Nigeria PMB 0187, Garki, Abuja. The following documents should accompany the application:
A non-refundable application fee of N100, 000 (One Hundred Thousand Naira Only) in bank draft payable to the CBN.
Evidence of payment of the prescribed minimum capital of N35 million into the designated CBN account. The CBN shall refund this amount with interest after the proposed institution has obtained its final license.
A copy of business plan or feasibility report containing information that includes:
Aims and objectives of the proposed BDC,
Need gap in services offered by the BDC,
Proposed training programme for staff and management succession plan,
A five-year financial projection for the operation of the proposed BDC, indicating expected growth and profitability,
Details of the assumptions which form the basis of the financial projection,
Organizational structure of the proposed BDC indicating the functions and responsibilities of the top management team,
Composition of the Board of Directors and the curriculum vitae of each member, including other directorships held [if any],
Anti-Money Laundering/Combating Financing of Terrorism (“AML/CFT”) policy and compliance manual; and
Conclusions based on the assumptions made in the feasibility report.
A copy of the draft Memorandum and Articles of Association of the proposed BDC.
A letter of intent to subscribe to the shares of the proposed BDC signed by each subscriber.
A copy of the list of the proposed shareholders in tabular form showing their business, and residential addresses and the names and addresses of their respective bankers, as well as the details of their Bank Verification Number (BVN).
Upon successful consideration of the application and the above supporting documents, the CBN may grant an Approval-In-Principle, which usually lasts for 6 months after which the applicants may then proceed to register with the CAC.
Not later than six (6) months after the grant of AIP, the applicants of a proposed Bureau de Change License are required to submit application for the grant of a final license to the Governor of CBN, Abuja, and accompany same with the following documents:
Evidence of payment of a non-refundable licensing fee of N1,000,000 (One Million Naira) only;
The names, designations and signed Curricula Vitae (CV) of the proposed members of the top management of the BDC;
Evidence of incorporation of the BDC company with CAC;
Evidence of having suitable office accommodation for the operation of the proposed BDC; and
Any other conditions as may be specified in the CBN’s AIP letter
Upon submission of the above documents by the applicant and successful consideration by the CBN, the Governor may grant a final license to the BDC subject to the fulfillment of certain conditions. The BDC shall comply with those conditions to the satisfaction of the CBN within such period as the CBN may be specified.
The primary function of a BDC in Nigeria is to convert currencies from one to another. In Nigeria, most BDCs convert Dollars, Pounds, Euro, Ghanian Cedis, Franc Cefa and sometimes Kenyan shillings. The rates vary daily and are often more competitive than traditional banks, remittance companies and other players.
A route to market for companies that intend to enter this business might be to obtain a license from a current license via sale. A current holder of the BDC license who would like to opt out of the business can sell it’s license to a willing buyer or investor. This can save the investor the time and constrains involved in processing a license from the beginning.
Financial requirements may vary at the discretion of the CBN, currently, the financial requirements are as follows:
Minimum paid-up share capital - N35 million, which is to be deposited with CBN in bank draft and will be refunded upon the grant of the final license, with interest, if any ;
Non-refundable application fee - N100,000, payable at the Approval-in-Principle stage;
Non-refundable licensing fee - N1 million, payable at the final license application stage;
Non-refundable annual licensing renewal fee [payable not later than30 days after the end of each calendar year] - N 250,000; and
Non-refundable change of name fee - N100,000
Every Licensed BDC is required to maintain the mandatory deposit(s) with the Central Bank of Nigeria as “caution deposit” for the purpose of paying bonafide claimants in the event of default or liquidation of the BDC.
The Approval-In-Principle is usually granted between 3 to 6 weeks after submission of application provided the CBN is satisfied with all documents submitted. The final license is granted after 6 months of the grant of the AIP.
The CBN has additional structural requirements for applicants with regards to their Board Management, Internal Control/Compliance Units, Anti-Money Laundering activities, Account Auditing, etc. These requirements can be modified from time to time by the CBN.
Every BDC license shall expire on the 31st of December of each year and shall be renewed within the 30 days of the subsequent year with a non-refundable fee of N250,000 (two hundred and fifty thousand naira) only or at such a fee as may be stipulated by the Bank from time to time, subject to its operations being satisfactory to the Bank Note that any BDC license that has not been renewed after expiration timeline shall be deemed to have lapsed.
The CBN shall revoke the license of a BDC on any or all of the following grounds, where the BDC or any of its directors/officers:
Forges, mutilates, alters or defaces any foreign currency, or other instruments of exchange in the foreign exchange markets with intent to defraud;
Engages in multiple ownership of BDCs;
Obtains foreign currency from any ineligible source or from an eligible source but in a fraudulent manner;
Has been found guilty of fraudulent or dishonest practices by a court of 11 competent jurisdiction;
Fails to operate within six  months after the grant of a license;
Fails to pay all necessary fees including License renewal fee within the stipulated period;
Fails to render returns for three  consecutive months;
Render false returns or sells foreign exchange on the basis of sham documents;
Associates business –wise, with street trading in foreign exchange;
Submits false information/data during and after the processing of the application for license;
Fails to comply with any guidelines, directives or circulars of the CBN or provisions of BOFI Act for a period of six  months;
Engages in any other act or acts which in the opinion of the CBN constitutes a violation or breach of this guidelines, the BOFIA Act (as amended),circulars and other regulations issued by the CBN;
Operates from a location other than its approved head office;
Where the CBN believes that it is not in the national interest for the BDC to continue to operate
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