On 28 January 2026, the Non-Banking Financial Services Authority (“NBFSA“) issued Prakas No. 012 on Establishment of Branches of Trustees (“Prakas“). This Prakas consists of six chapters and 24 articles and applies to all trustees licensed or permitted by the Trust Regulator (“TR“) to operate in the Kingdom of Cambodia. It sets out the regulatory framework, requirements and procedures for obtaining approval to establish branches and strengthen supervisory oversight of trustees’ branch operations.
This Update highlights the key features of the Prakas which are set forth as follows:
Requirements and Procedures for Branch Establishments
Only a trust company or trust operator providing custody or retention services that has obtained a licence or approval from the TR to conduct management operations and is duly registered in the Kingdom of Cambodia (“Principal“), or a person that has obtained prior approval from the TR, may establish a branch or hold itself out as a branch.
The Principal requesting for approval to establish a branch shall meet the following requirements:
- Register the branch in the commercial register in the Kingdom of Cambodia;
- Register for tax registration of the branch in accordance with laws and regulations on taxation;
- Have a branch management structure that clearly defines responsibilities and duties that can ensure transparency, efficiency, accountability, and good corporate governance;
- Have a suitable location and is equipped with sufficient facilities for doing business;
- Have a sufficient infrastructure and information technology system for the branch;
- Have appropriate risk management and internal control systems and policies;
- Ensure appropriate procedures for handling customer complaints and disputes between employees and customers;
- Have the following human resources capacity:
- For foreign trust companies: (i) Have a branch manager accredited by the director general of the TR; and (ii) Have individual trustees for its branch licensed by the TR, ensuring separate trustees for each type of trust and a number of trustees proportionate to the scale of its trust operations; and
- For trust operators providing custody or retention services in the trust sector: Have a branch manager and a head of operation accredited by the Director General of the TR; and
- Other requirements as determined by the TR.
The above requirements do not apply to a Principal that is a commercial bank licensed or authorised to be a trust operator providing custody or retention services.
The Principal shall ensure that each branch operates independently from its other businesses, including by maintaining separate facilities, information technology systems and human resources, and by implementing appropriate information barriers at the branch.
The TR will provide a notice to the applicant regarding the approval or rejection of the application within a maximum period of 60 days after receipt of full application.
The Principal shall commence operations of the authorised branch within a maximum period of three months from the date of receipt of the TR’s approval.
Administrative Sanctions and Fines
The TR is empowered to impose a range of administrative sanctions on any trustee that breaches professional ethics or fails to comply with the obligations set out in the Prakas. Such sanctions may include:
- A written warning;
- Disciplinary measures;
- Limitations on the licence and/or permit;
- Restrictions on the management and/or administration of the trust;
- Suspension of the licence and/or permit;
- Suspension or removal of branch directors, senior officers and/or the individual responsible for the breach; and
- Revocation of the licence and/or permit.
The formalities and procedures governing the imposition of the above administrative sanctions and penalties shall be carried out in accordance with Prakas No. 002 on Formalities and Procedures of Administrative Sanctions and Penalties in the Trust Sector dated 03 January 2024 (“Prakas No. 002“).
For more information on Prakas No. 002, see our earlier Legal Update on Prakas on Formalities and Procedure of Administrative Sanctions and Penalties in Trust Sector.
If you have any queries on the above, please feel free to contact our team members who will be happy to assist.
Disclaimer
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