This hub collects our guides to obtaining and keeping a Financial Services Licence from the Gelephu Financial Services Office (GFSO), the independent regulator of financial services and virtual assets in the Gelephu Mindfulness City Special Administrative Region (GMC). The governing statute is the Financial Services Act 2025 (Law No. 5 of 2025), in force from 26 December 2024, supplemented by the GEN Rulebook 2026 (v1.0, 7 May 2026) and the other GFSO rulebooks.

What this guide covers

The starting point is the General Prohibition: "No person may carry on a Regulated Activity by way of business in GMC, or purport to do so" unless it is a Licensed Firm or an Exempt Firm (Financial Services Act 2025, s. 16(1)). A person carries on an activity by way of business if it does so in a manner that constitutes a business, holds itself out as willing to do so, or regularly solicits others to transact (Schedule 1, Part 1, para. 3). The Regulated Activities are listed in Schedule 1, Part 2; the specified investments in Part 3.

An application may be made by a body corporate or a partnership (s. 27(1)), and GFSO must be satisfied that the applicant will satisfy, and continue to satisfy, the Threshold Conditions (s. 28(1)). Individuals performing Controlled Functions need approval (s. 43). A licensed body corporate must have its head office and registered office in GMC (GEN 4.5.1(1)), and an applicant that cannot satisfy GFSO on location of offices will "on this point alone" not be considered fit and proper (GEN 4.5, Guidance 2).

The perimeter

• The Complete Guide to GFSO Licensing: All Regulated Activities Under Schedule 1 of the Financial Services Act 2025 — every activity in order, from dealing as principal (para. 4) and agent (para. 12) through custody (para. 43), credit (para. 48), money services (para. 52), fiat-referenced tokens (para. 53B), MTF/OTF operation (para. 54), managing assets (para. 56), fund management (para. 59) to agreeing to carry on an activity (para. 70).
• Do You Actually Need a GFSO Licence? The Exclusions in Schedule 1 That Save Firms From Regulation — groups and joint enterprises (para. 77), non-GMC persons (paras. 71, 79), activities in the course of a profession (para. 75), sale of goods or services (para. 76), sale of a body corporate (para. 78), order routing (para. 55) and introducing (para. 25).
• Financial Promotions in GMC — the Financial Promotion Restriction in s. 18, the Schedule 2 exempt communications, and the rule that a communication from outside GMC is caught only if "capable of having an effect in GMC" (s. 18(3)).

Getting licensed

• From First Meeting to Licence: The GFSO Application Process, In-Principle Approval and the Conditions You Must Satisfy — the seven-stage process published on gmc.bt/GFSO, mapped to GEN 5.2 and the Threshold Conditions in s. 28.
• Approved Persons and Controlled Functions in GMC — the mandatory appointments in GEN 5.5.1: Senior Executive Officer, Finance Officer (banks and insurers only), Compliance Officer and Money Laundering Reporting Officer; the individual application under GEN 5.6; temporary cover (GEN 8.6) and withdrawal (GEN 8.7).
• Setting Up a Branch or Representative Office in GMC — the Representative Office regime in GEN Chapter 9, a stand-alone Regulated Activity with much of the rulebook disapplied.

Sector guides

• Banking and Deposit-Taking Licences in GMC — accepting deposits (para. 38) and the exclusions in paras. 39 to 42.
• Insurance, Reinsurance and Captives in GMC — effecting and carrying out contracts of insurance (paras. 31–32), intermediation (para. 33), insurance management (para. 36), the life and non-life classes in Schedule 1 Part 4, and additional cells under GEN 8.9.
• Setting Up a Fund in GMC — managing a collective investment fund (para. 59), fund administration (para. 60) and trustee of an investment trust (para. 61), with the Fund Rulebook.

Living with the regulator

• The Twelve Principles for Licensed Firms — GEN Chapter 2 and the systems and controls requirements in Chapter 3, including whistleblowing policies (GEN 3.4).
• AML, Sanctions and the Beneficial Ownership Regime in GMC — the AML and Sanctions Rulebook and the Regulator's anti-money laundering powers (ss. 15A–15B).
• Change of Control of a GMC Licensed Firm — Part 10 of the Act (s. 105) and GEN 8.8, with close links (GEN 4.6) and changes of scope (GEN 8.3).
• Waivers and Modifications — s. 9 of the Act and GEN 8.2.

Frequently asked questions

Can an individual apply for a licence?

No. Applications may be made only by a body corporate or a partnership (s. 27(1); GEN 5.2.2(1)). Insurers and investment trust trustees must be bodies corporate (GEN 5.2.2(2) and (4)).

Which staff must be Approved Persons before we trade?

At a minimum the Senior Executive Officer, Compliance Officer and Money Laundering Reporting Officer, plus a Finance Officer for banks and insurers (GEN 5.5.1(1)). GFSO generally expects the Compliance Officer and Senior Executive Officer roles to be separate (GEN 5.5, Guidance 4).

Does our head office have to be in GMC?

Yes, for a body corporate incorporated in GMC (GEN 4.5.1(1)). GFSO judges head office location by where directors, senior management and day-to-day control actually sit (GEN 4.5, Guidance 1).

What are the minimum capital requirements?

The Act does not state them. Capital is set by GFSO under the prudential rulebooks and the conditions attached to In-Principle Approval. We confirm current figures for a specific activity on request.

Can a firm licensed elsewhere rely on its home regulator?

Partly. For a Non-GMC Firm, GFSO "may have regard to any opinion notified to it by a Non-GMC Regulator", weighted by the nature and scope of that supervision (s. 29(2)–(3)).

You may contact Basnet Law at basnet@basnetgmc.com or office@basnetgmc.com for any legal queries related to GMC.

References

• Financial Services Act 2025, ss. 9, 15A, 15B, 16, 18, 27, 28, 29, 43, 105; Schedule 1, Part 1 para. 3, Part 2 paras. 4, 12, 25, 31–33, 36, 38–43, 48, 52, 53B, 54, 55, 56, 59–61, 70, 71, 75–79, Part 3, Part 4; Schedule 2
• GEN Rulebook 2026 (v1.0, 7 May 2026), Chs. 2, 3, 3.4, 4.5, 4.6, 5.2, 5.5, 5.6, 8.2, 8.3, 8.6, 8.7, 8.8, 8.9, 9