Regulatory spotlight: SFC enforcement case – professional investor misclassification

By John Kinney, Senior Associate, Regulatory Compliance

The Securities and Futures Commission (SFC) of Hong Kong recently reprimanded UBS AG for deficiencies in its internal control framework that led to  the misclassification of professional investors (PI) over a span of more than 10 years. The firm relied on an automated process to determine whether clients qualified as PIs. While the process functioned as intended, the underlying rules for classifying joint accounts that the system followed were incorrect. This resulted in individuals being wrongly identified as PIs, despite not meeting the statutory requirements.

The SFC recognised that UBS AG has since undertaken remedial actions, co-operated with the SFC’s investigation and implemented enhanced complaint handling procedures for affected clients. Nonetheless, the SFC imposed a fine of HK$8,000,000.

Why this enforcement case matters

• Regulatory focus on suitability and diligence: This enforcement action reflects a broader thematic focus observed in recent inspections. Specifically, the regulator has been focussing on whether firms are complying with suitability requirements to uphold the robust protection afforded to investors across the industry. This includes ensuring that firms discharge their responsibilities under General Principle 2 (Diligence) of the Code of Conduct to a high standard
• Risks of misclassification: This failure to properly assess whether clients qualified as PIs raises significant concerns. By misclassifying an investor, a firm may inadvertently grant access to complex financial products unsuitable for an individual’s level of experience and understanding, or offer services that are unsuitable for their experience. Such due diligence failures expose a firm to potential liability for any resulting investor losses
• Legal and compliance implications: 571D of the Securities and Futures Ordinance clearly outlines the criteria that must be met for an individual to be classified as a PI. Failure to apply these standards accurately is a serious regulatory breach. This case highlights that:
• Firms relying on automated systems or AI-driven processes to streamline operations cannot use technical errors as a defence
• It remains the firm’s responsibility to ensure that systems are correctly configured, regularly monitored and capable of producing reliable outcomes
• The SFC expects firms to maintain oversight and accountability, regardless of the tools used

How we can help

With over 20 years of experience supporting licensed corporations, IQ-EQ offers comprehensive assistance in:

• Assessing PI eligibility: Ensuring individuals meet the statutory criteria under Cap. 571D
• Regulatory interpretation: Clarifying complex guidelines and compliance obligations
• Documentation review: Verifying the completeness and accuracy of client records
• Process design: Creating tailored workflows that align with operational needs and regulatory expectations, ensuring that firms remain compliant with the requirements set out under Cap. 571D and relevant SFC guidelines

If you have concerns about the accuracy of your client classifications or wish to confirm that your required regulatory records are complete and up to standard, we’re here for support. Our team can work with you to design and implement a tailored review process that aligns with your operational needs while meeting regulatory expectations.

Please reach out to your IQ-EQ representative or get in touch for tailored guidance and implementation support.