Roatán Financial Services Authority (RFSA)

ABOUT US

The RFSA

The Roatán Financial Services Authority (RFSA) was established to act as the independent financial regulator and supervisor within the RIFC. We are in charge of receiving applications for licensing and authorizing the start of operations from banks and FinTech entities in the Próspera financial system.

The RFSA is a department within Próspera ZEDE’s General Service Provider that has authority under the Próspera Financial Regulation A and Próspera FinTech Regulation A to promulgate published administrative actions, subject to override by Rule, for interpretative, investigatory, and enforcement purposes, and to establish the regulatory requirements for the provision of financial services by banks and financial technology entities, their organization, operation, and functioning.

Governance

The RFSA has a board of commissioners consisting of national and international experts in financial supervision and regulation, prevention of money laundering and terrorist financing, investment attraction, and financial user protection.

The board includes José Luis Moncada, former chairman of the National Banking and Insurance Commission; Dr. Sohan Dasgupta, former chief legal officer of the U.S. Department of Homeland Security; and Chirag Shah, former chief strategy officer of the Dubai International Financial Center (DIFC).

RFSA Supervisory Committee (RFSAOC)

The RFSA and the Roatán International Financial Center ecosystem are supervised by a specialized Committee of the Próspera ZEDE Council of Trustees. The RFSAOC includes Próspera ZEDE’s Technical Secretary, Jorge Constantino Colindres; Council Secretary, Erick A. Brimen; and Council Treasurer, Jeanette K. Doran. 

Legal Authority

Constitution of Honduras

Article 329 of the Constitution of Honduras grants Próspera ZEDE a wide-ranging legal, economic, administrative, and political autonomy. Honduran ZEDE like Próspera are recognized by the Constitution of the Republic as autonomous political subdivisions of Honduras, subject to the Constitution, national legislation, and the Central Government only on matters related to sovereignty, territory, application of justice, national defense, electoral processes, foreign relations, and citizenship.

In all other areas of law and regulation, Próspera ZEDE authorities are autonomous and bound “to adopt national and international best practices to guarantee the existence and permanence of the adequate social, economic, and legal environment to be competitive at the international level“. This includes the power to establish a local governance system for financial regulation and supervision within Próspera ZEDE.

ZEDE Organic Law (Legislative Decree No. 120-2013)

    The ZEDE Organic Law (arts. 2 and 30) authorizes Próspera ZEDE to develop National and International Financial Centers, to have an internal monetary policy, and to develop markets for foreign exchange, gold, futures, and commodities among others.

    The Finacial System Law (as amended by Legislative Decree No. 54-2019)

    The Financial System Law (art. 17-A) states that the institutions of the financial system operating on national or international financial centers located in Honduras, and which are subject to a special legal regime, will be governed exclusively by the regulations issued by them, which must be equal or superior in quality to those issued by the National Banking and Insurance Commission (CNBS).

    Próspera Industrial Regulation Statute

    In Próspera ZEDE financial service providers are governed by the Industrial Regulation Statute and the Financial Responsibility Statute. Upon acquiring a Supplemental Regulatory Insurance Policy from a Qualified Insurer within Próspera ZEDE, these local statutes authorize financial services providers to operate in Próspera ZEDE under the national regulatory framework of Honduras or under the regulation of any of the 35 Best Practice Peer Countries, predominantly from the Organization for Economic Cooperation and Development (OECD). Próspera ZEDE recognizes financial licenses granted by Australia, Austria, Belgium, Canada, Chile, Denmark, Dubai, Estonia, Finland, France, Germany, Iceland, Ireland, Hong Kong, Israel, Italy, Japan, Korea, Luxembourg, Mexico, Netherlands, New Zealand, Norway, Poland, Spain, Sweden, Singapore, Switzerland, the United Kingdom, United States of America, El Salvador, Costa Rica, Guatemala, Panamá, and Colombia.

    Financial service providers can also opt to operate in Próspera ZEDE under the Roatán Common Law Code (RCLC), without subjecting themselves to any specific regulatory code. Under this option, financial service providers are subject to the restrictions outlined in Section 5 of the Industrial Regulation Statute (prohibition from engaging in any activity that is abnormally dangerous, likely or certain to create a nuisance, a tort, trespass, or conversion of any chattel) and the penalties set forth in Section 6 of the same Statute (civil penalty of 3x compensatory damages; joint liability of all officers, board members, owners in a personal capacity).

    Financial service providers can also opt to operate in Próspera ZEDE under an Optimal Regulation. These are a combination of elements of existing regulations from Honduras or any Best Practice Peer Country, and/or new and innovative regulations that are based on principles of regulatory best practices for governing the provision of financial services. Financial service providers can petition the Próspera ZEDE Council for the approval an Optimal Regulation under which they can operate within Próspera ZEDE’s jurisdiction.

    Download: Próspera Industrial Regulation Statute

    Próspera Financial Responsibility Statute

    The Financial Responsibility Statute mandates that each resident of Próspera ZEDE shall obtain and maintain during such residency an insurance policy covering liability for any final arbitration award issued against the resident. Regulated industry persons, such as a financial entity, however, are required to obtain and maintain a supplemental insurance policy or bonding covering liability for any final award issued against the regulated industry person.

    The policies may be obtained from a qualified insurance service provider, or from Próspera as the insurer of last resort. The supplemental policy or bonding issued by Próspera’s General Service Provider (GSP) or one of its affiliates has an annual premium limit of 1% of aggregate funds handled in a given fiscal year by the financial entity, and each of its agents, officers and affiliates by control or majority ownership; however, in no case will the annual premium of policy or bonding issued by the GSP or one of its affiliates exceed US$390,000.00.

    Download: Próspera Financial Responsibility Statute

    Optimal Regulation: Próspera Financial Regulation A

    The Financial Regulation A is authorized by Section 4(d) and (f) of the Próspera Industrial Regulation Statute based on the finding and determination of the Technical Secretary and Próspera Council that it advances the legitimate public purpose of codifying optimal regulatory practices in the Finance and Insurance Industry relative to banking and non-depository credit intermediation, as well as incidental operations in other aspects of the Finance and Insurance Industry.

    Download: Financial Regulation A

    Optimal Regulation: Próspera FinTech Regulation A

    The FinTech Regulation A is authorized by Section 4(d) and (f) of the Próspera Industrial Regulation Statute based on the finding and determination of the Technical Secretary and Próspera Council that it advances the legitimate public purpose of codifying optimal regulatory practices in the Finance and Insurance Industry relative to Financial Technology Services (FinTech), as well as incidental operations in other aspects of the Finance and Insurance Industry.

    Download: Fintech Reg A

    Legal Stability for 50 Years

    The State of Honduras has guaranteed investors and residents of Próspera ZEDE the permanence of the Próspera ZEDE legal framework for a minimum period of 50 years, through the signing of Legal Stability Agreements, article 45 of the ZEDE Organic Law, the rights contemplated in the Free Trade Agreement with the United States (CAFTA-DR) and the ratification of a Bilateral Investment Treaty with Kuwait with specific guarantees.