1. Name

These Regulations are the AIFC Companies Regulations 2017.

2. Date of enactment

These Regulations are enacted on the day they are adopted by the Governor.

3. Commencement

These Regulations commence on 1 January 2018.

4. Legislative authority

These Regulations are adopted by the Governor under paragraph 1 of article 3 and article 4 of the Constitutional Statute and subparagraph 3-1) of paragraph 9 of the Management Council Resolution on AIFC Bodies.

5. Application of these Regulations

(1) These Regulations apply within the jurisdiction of the AIFC.

(2) Without limiting subsection (1), these Regulations apply to any Person who conducts business in or from the AIFC as an AIFC Participant.

(3) Any other Legislation Administered by the Registrar is additional to, and its operation is not affected by, these Regulations.

(4) The Rules on Registration and Recognition of the Astana International Financial Centre Participants 2017 as in force immediately before the commencement of these Regulations are repealed.

(5) Except where otherwise provided in these Regulations, anything done or omitted to be done under or for the Rules on Registration and Recognition 2017 are taken to have been done or omitted under or done under or for these Regulations.

6. Interpretation

Schedule 1 contains definitions and other interpretative provisions used in these Regulations.

7. Prohibition against conduct of business without incorporation or registration in the AIFC

(1) A Person must not conduct business in or from the AIFC as an AIFC Participant unless the Person is incorporated or registered as an AIFC Participant.

(2) Subsection (1) does not apply to a Person if the Person:

• (a) is an exempt Person under the Rules.
• (b) [intentionally omitted]

(3) Contravention of this section is punishable by a fine.

(4) Where a Person enters into a contract with a third party and that third party knows (or ought reasonably to know that entry into that contract is) in contravention of subsection (1), that contract may be terminated at the sole option of that third party unless a court or other tribunal determines otherwise.

8. Certificates

(1) The Registrar may issue a certificate subject to any conditions or restrictions.

(2) The AIFC Participant must not Contravene a condition or restriction to which the certificate is subject.

(3) The Registrar may suspend the activity of the AIFC Participant on the Registrar’s own initiative or on the application of the AIFC Participant.

(4) The Registrar may exercise a power under subsection (3) in relation to an activity of the AIFC Participant on the Registrar’s own initiative only if the Registrar:

1. (a) complies with the Decision-making Procedures; and
2. (b) either:
3. (i) is satisfied that the AIFC Participant, or an officer, employee or agent of the AIFC Participant, has Contravened, is Contravening or is likely to Contravene these Regulations; or

(ii) considers that the exercise of the power is necessary or desirable in the interests of the AIFC.

(5) [intentionally omitted]

(6) [intentionally omitted]

(7) Contravention of subsection (2) is punishable by a fine.