New AMF-UMOA Directive Mandates Central Registration of Securities Account Holders: Key Takeaways for Financial Market Actors

By: Banyong Fonyam Jonie Jr., Managing Partner, Fonyam and Partners Law Firm

The West African Monetary Union’s Financial Markets Authority (AMF-UMOA) has issued a significant new directive, Instruction N° 81/AMF-UMOA/2025, which establishes a centralized registry for all final clients operating on the regional financial market. This instruction represents a major step towards enhancing transparency, strengthening market integrity, and bolstering the fight against financial crime within the UEMOA region.

As legal advisors to numerous institutions in the financial sector, we have distilled the core obligations under this new framework for Account Holders and the Central Depositary/Bank (DC/BR).

The Core Obligation: Two-Tiered Registration

The instruction mandates a dual-registration system.A final client’s securities account is not only recorded in the books of their Account Holder (e.g., a bank or brokerage) but must also be registered directly in the records of the DC/BR.

Key Responsibilities for Account Holders (Teneurs de Comptes)

· Initiate Registration: Account Holders are responsible for initiating the process of registering their final clients with the DC/BR.

· Identify and Verify: They must perform robust client identification and verification, including for beneficial owners, in line with AML/CFT regulations.

· Mandatory for Financial Institutions: Registration with the DC/BR is compulsory for all financial institution clients.

· Data Transmission: Account Holders must transmit specific client data to the DC/BR, including full identity, proof of identification references, and address.

· Monthly Reconciliation: They must ensure a monthly reconciliation between their own records and those of the DC/BR.

· Client Communication: They must promptly communicate the unique client identifier issued by the DC/BR to the client.

Key Responsibilities for the Central Depositary/Bank (DC/BR)

· Provide a Secure Platform: The DC/BR must provide a dedicated and secure platform for Account Holders to register clients.

· Issue a Unique Identifier: It must assign a single, unique identification number to each final client, which will be linked to all their securities accounts across different Account Holders.

· Ensure Data Security: The DC/BR is obligated to implement stringent internal controls and risk management systems to guarantee data security and confidentiality.

· Regulator Access: It must grant the AMF-UMOA secure, read-only access to the centralized registry for oversight purposes.

Reporting and Compliance Timelines

· Quarterly Reporting: Account Holders must submit a quarterly report to the AMF-UMOA on the status of their registered clients.

· Grace Period: Existing market actors have a one-year transitional period from the date of the instruction’s signature to achieve full compliance.

Implications for the Market:

This directive significantly enhances the AMF-UMOA’s supervisory capabilities by providing a consolidated view of investor holdings.It will greatly aid in preventing market abuse, identifying beneficial ownership, and combating money laundering and terrorist financing. For financial institutions, it introduces new operational and reporting requirements that must be integrated into their compliance frameworks.

Action Point:

All Account Holders(SGIs, banks, etc.) and the DC/BR should immediately begin reviewing their client onboarding, data management, and reporting systems to ensure a seamless transition before the compliance deadline.

This article is a summary for informational purposes and does not constitute legal advice. Market participants should consult the full text of Instruction N° 81/AMF-UMOA/2025 and seek professional counsel for specific guidance.