OUR SERVICE for Members of Self-Invested Personal Pensions

Transcription

1 OUR SERVICE for Members of Self-Invested Personal Pensions

2 CONTENTS Page Introduction 3 Funding SIPP Investments 5 Share Dealing 5 Executing Orders 7 Confirmation of a Transaction 8 Settlement 8 Client Money 9 Custody of SIPP Investments 9 Corporate Actions and Voting 11 Instructions and Communication 13 Third Party Authority and Power of Attorney 13 Investment Restrictions and Risk 13 Market Abuse 14 Data Protection and Confidentiality 14 Our Liability 15 Our Charges 16 Our Rights in Respect of Money Due to Us 17 Tax 17 Client Protection and Complaints 17 Termination, Incapacity and Death 18 Variation and Notices 19 Assignment 20 Interpretation 20 Governing Law 21 Glossary 21 Schedule 1: Risks 24 2

3 1. INTRODUCTION About Us Stocktrade, located at 81 George Street, Edinburgh EH2 3ES, is a division of Brewin Dolphin Limited ( we or us ), a company incorporated in England & Wales under number whose registered and head office is at 12 Smithfield Street, London EC1A 9BD. We are authorised and regulated by the Financial Services Authority ( FSA ), whose address is 25 The North Colonnade, Canary Wharf, London E14 5HS. We are entered on the FSA Register with registration number The FSA Register is accessible at Purpose of this Document These Terms are provided to you as a Member of a SIPP Scheme. Under a separate arrangement with us, your SIPP Provider has delegated certain authority to you that enables you to make decisions and give instructions to us in relation to the nature and composition of SIPP Investments in the Account. Your authority to do so may be overridden by your SIPP Provider s instructions at any time. For the purposes of our relationship with you, we shall treat you in a manner similar to our own direct Retail Clients. Please note that ownership of investments or cash held within the Account, remains vested in your SIPP Provider. This does not affect any rights you have to the benefits arising from those investments pursuant to your particular SIPP. The following documents relate to the operation of the Account: a. These Terms of Service; b. The SIPP Share Dealing Service Guide; c. Order Execution Policy; and the d. Conflicts Policy. You should read these documents carefully. If there is anything in them that you do not understand or do not agree to you should discuss this with either your SIPP Provider or with Stocktrade and seek clarification. Any changes to these documents (for example, in order to reflect legal or regulatory changes, or changes in the way we provide our services from time to time) will be made on notice to you in accordance with section 21 of these Terms. Please refer to the Glossary, at the end of this document, for the definition of capitalised terms. 3

4 Changes to your Details We rely on information about you that is provided to us. It is important that the information we hold about you is accurate, complete and up-to-date at all times. It is your responsibility to notify your SIPP Provider promptly of any change to your information as we will rely on the information given to us by your SIPP Provider. If we are not made aware of any relevant change to your information, it may adversely affect the quality of the services we can provide. Please refer to Part 14 for details on how we may use your personal information. Other Formats and Language We will communicate with each other in English and documents and other information we supply to you will be in English. A copy of these Terms is available in other formats such as large print, audio or Braille. Please contact us for assistance. Cancellation Rights You may have the right to cancel our appointment and the service provided under these Terms if we have accepted your selection of us without having had face-to-face contact with you (a Distance Contract ). Any cancellation must be made within 14 calendar days from the date on which we have notified you or your Provider of our acceptance of our appointment (the Cancellation Period ). Any instruction from you or your SIPP Provider to us to provide services under these Terms (including to purchase or sell securities) during the Cancellation Period will remove any right you may have to cancel our appointment and services provided under these Terms and any amounts due to us will remain payable in accordance with these Terms. To exercise any right you may have to cancel a Distance Contract you must write to your SIPP Provider who must in turn notify us of your cancellation within the Cancellation Period. Our Service We will provide an execution-only dealing service in a range of Permitted Investments. As an execution-only service Provider we have no obligation to advise you on the suitability or appropriateness of any non-complex Product or of any particular transaction for the Account. Your SIPP Provider alone determines the range of Permitted Investments that may be acquired in respect of your SIPP. It is 4

5 your responsibility to familiarise yourself with the Permitted Investments and to consider them before making any investment decision. You must not instruct us to acquire investments within the Account that are not Permitted Investments. As you are responsible for the investment decisions made in respect of the Account, you will ultimately be responsible for any financial consequences which may arise out of the acquisition and disposal of investments that are not Permitted Investments. If you have any doubt as to whether a particular investment is within the range of Permitted Investments of your SIPP, you should always consult your SIPP Provider before placing an order. Each time you place an order to deal, we are entitled to assume that you have satisfied yourself that your intended investment is a Permitted Investment. Please be aware that past performance is not a guide to future performance. Our services relate to investments whose price depends on fluctuations in the financial markets outside our control. Investments and the income from them may go down and you may get back less than the amount you invested. 2. FUNDING SIPP INVESTMENTS Any monies that you wish to invest in your SIPP must be paid directly to your SIPP Provider only. We are not permitted to accept monies for investment in your SIPP directly from you. Once your SIPP Provider has received your monies for investment, your SIPP Provider will then pass those monies on to us to hold in the Account pending receipt of your investment instructions. It is a condition of the Account that cleared funds must be available on or before the settlement day of a purchase order unless agreed otherwise. Please refer to your SIPP Share Dealing Guide for more information on how to transfer funds to the Account through your SIPP Provider. We will deal and settle all transactions in sterling unless agreed otherwise. 3. SHARE DEALING Our telephone and internet share dealing service allows orders to be passed and executed over the internet and telephone. Please refer to the SIPP Share Dealing Service guide for further information. Please note that you are responsible for the installation and maintenance of all computer hardware, software and communications devices needed by you to use any of our internet and telephone dealing services and there may be circumstances where we may decline to accept any particular instruction or order. 5

6 Our internet and telephone share dealing services must not be used to transact multiple orders for the purpose of achieving a single trade in a size greater than the quotation available. We are entitled to cancel all and any bargains that have been transacted in this manner, the costs of which may be deducted from the Account. Telephone Share Dealing Telephone instructions will be authenticated by either your username or account number. We will treat these instructions as genuine, valid instructions and you will assume responsibility for all such transactions. Internet Share Dealing Our internet share dealing instructions will be authenticated through a username and password. We will never ask you to disclose your password to us. The applicable website address will be notified to you when the Account is opened. Unless otherwise agreed, we will settle all internet service transactions from money held on deposit in the Account. Username and Password Usernames, passwords, client or account numbers must not be disclosed, or be allowed to be disclosed to third parties. You must contact us immediately if you suspect that your username, password or any other access details have been disclosed to, or obtained by, a third party or that the security of these details may otherwise be in jeopardy in any way. We will assume that any instructions received in electronic form, under your username and password, will be genuine and valid instructions and we will act accordingly. Risks of using the Internet Share Dealing Service By its nature, the internet is not an entirely reliable medium. Delivery times for messages sent using the internet vary considerably often depending on your internet service provider, the way in which the message has been routed on the internet and other third party service providers. We cannot guarantee that any order, message or instruction sent using the internet will not be capable of being intercepted, read or copied by an unauthorised third party. 6

7 4. EXECUTING ORDERS Our Order Execution Policy describes the factors we will take into account and the way in which we will deal with orders when executing bargains. Please note that we may not be able to execute transactions in respect of some overseas investments. Your SIPP Provider has given consent to our Order Execution Policy in respect of all Accounts with us. If you are in any doubt about whether an order has been received or carried out, please contact us. We may at our absolute discretion and without giving reasons decline any instruction or order from you or from a third party. Furthermore, we may similarly refuse to deal in any particular investment listed or unlisted in the UK or overseas. Size of Order and Frequency of Trade Market rules may prevent us from carrying out your order electronically where our counterparties make restrictions. Closing an Open Bargain If you instruct us to transact a closing bargain (a transaction carried out before the due date for settlement which extinguishes commitments to the markets, i.e. a sale if the initial transaction was a purchase), you must inform us at the time of dealing. A closing bargain can normally be instructed up to 3 Business Days prior to the due date for settlement of the opening transaction Limit Orders At our sole discretion, we will accept limit orders on a reasonable endeavours basis. We will only deal if the market price matches or exceeds the limit price you have given us. Even if the market price has met or exceeded your limit price we still cannot guarantee that we will be able to deal, particularly in a fast moving or volatile market. Limit orders will not be accepted outside normal market hours. Limit orders will be good for that Business Day only or, if dealing in an overseas market, good for the day in which the order was left in that overseas market and if achieved in that time the deal(s) will be contracted without further reference to you. Any limits that are not achieved on the same Business Day will lapse without further reference to you unless otherwise agreed. Information on the publication of limit orders may be found in our Order Execution Policy. Stop Loss Orders We do not accept stop loss orders. 7

8 5. CONFIRMATION OF TRANSACTION A copy contract note confirming the details of any transaction carried out on your instructions and the relevant settlement date will be sent to you no later than one business day after the Transaction, or if relevant if we receive confirmation of the transaction from a third party. Upon receipt please check the accuracy of your contract note. Unless you or your SIPP Provider advise us within two Business Days in writing of any inaccuracies, it is deemed to be acknowledged as correct. 6. SETTLEMENT Extended Settlement Where we agree to effect a transaction with a settlement period which is longer than the standard settlement period for the relevant market, the counterparty will adjust the dealing price to reflect their charges in respect of this extended settlement period. Extended settlement may not always be available and is offered at our discretion. Rollover Rollover means closing a trade that has not yet reached settlement date (i.e. closing an open position ) and immediately reopening the position for settlement at some later date. The intention is to settle only the net balance between the opening and closing trade thus deferring payment of the full bargain consideration. The London Stock Exchange potentially views this as Market Abuse (which is a civil offence under the law for which the sanctions include an unlimited fine) and whilst we may permit rollovers on a single occasion we reserve the right to refuse to do this or to request collateral from you. As a matter of policy, if we agree to rollover a trade, we will therefore allow the rollover on one occasion only. Any trade which breaks this policy will be cancelled and any costs incurred will be deducted from the Account. Any fees or costs incurred from the original transaction will be due by the original due date for settlement of the first trade and will be deducted from the Account. 8

9 7. CLIENT MONEY We deal with money that we hold on behalf of your SIPP Provider in accordance with the FSA client money rules. These rules require us to hold client money segregated from our money at an approved bank or credit institution. We may allow another organisation, such as an exchange, clearing house or an intermediate broker, to hold or control client money for the purpose of a transaction through or with that organisation or to meet any obligation there may be to provide collateral for a transaction. Client money will be held in a segregated account in the name of Brewin Dolphin Limited or in a client account in the name of any other company in the Brewin Dolphin Holdings Plc group. We are authorised by your SIPP Provider to deduct or withhold any sum which, in our view, we are required or liable to deduct or withhold under the law or practice of any revenue authority in any relevant jurisdiction. Deposits We will accept and place money from your SIPP Provider on deposit. Such money is accepted by us exclusively in the course of our investment business, being funds arising from or intended for investment. Overseas Deposits Where you instruct us to invest outside the UK, we may hold client money with a bank located in a jurisdiction outside the UK where the legal and regulatory regime will be different to that of the UK. We take reasonable care in the selection, appointment and periodic review of any such bank but, in the event of a failure of the bank, client money may be treated differently from the position which would apply if the money was held in a client bank account in the UK and it may therefore be less secure. We are not liable for the failure of any third party custodian. 8. CUSTODY OF SIPP INVESTMENTS We will usually hold SIPP Investments in our nominee company, or use third party custodians or sub-custodians with whom we or our nominee companies have accounts. SIPP Investments will be held and registered: i. in the name of a nominee company controlled by Brewin Dolphin Limited; ii. in the name of a nominee company specified by your SIPP Provider (and agreed by us); iii. with a third party custodian e.g. Euroclear UK & Ireland Limited or the Bank of New York and registered in the name of or held to the order of Brewin Dolphin Limited or one of our nominee companies; 9

10 iv. with a sub-custodian where it may be registered in the name of the sub-custodian but held to our order. We may at our absolute discretion and without giving reasons refuse to hold a particular investment, whether listed or unlisted in the UK or overseas, in our nominee companies. Should we do so, your SIPP Provider may be able to arrange alternative custody for you in respect of that investment. Nominee Companies Our nominee companies are wholly owned subsidiaries of Brewin Dolphin Ltd and have been established solely to hold investments for clients. Where used, the nominee company will hold the investments, as the legal owner, on behalf of your SIPP Provider, the beneficial owner. The investments will appear on the respective company register in our nominee company s name. If necessary for the operation of the Account, we may transfer SIPP Investments between any of our nominee companies without further reference to you or your SIPP Provider. We will normally hold SIPP Investments in a pooled nominee account. Investments that are registered in one of our pooled nominee companies are held along with investments belonging to other clients. This means that individual entitlements will not be separately identifiable on the relevant company register. When SIPP Investments are pooled your SIPP Provider may receive more or less favourable treatment or options when there is a corporate action or other event as they would if the investments were held in a separately designated account with a nominee or custodian, in a CREST Personal Member s account, or in certificated form. For example, following an allocation or share issue that favours the small investor, the allocation in the Account may be less than it otherwise would have been if the investments had been registered in an individual s own name. Custody of Overseas SIPP Investments Investing in foreign securities may give rise to different settlement, legal and regulatory requirements from those in the UK and different practices for the separate identification of investments. Where accounts holding money or investments are outside of English jurisdiction the rights of your SIPP Provider may be different from those that would apply under English law. Investments held by overseas custodians or sub-custodians may not be segregated from our investments or those of the 10

11 overseas custodian and may be pooled with other clients and may be registered in the name of the overseas custodian or in our name. Therefore, the level of protection may be less should a default occur on the part of the custodian or sub-custodian. Investments will not necessarily be separately identifiable and may be subject to third party claims made against us or the relevant overseas custodian. Overseas custodians may take a lien over investments held by them or they may be entitled to other security rights over investments or money, including rights of set-off, retention or sale. If the overseas custodian becomes insolvent, the consequences will depend upon the applicable law (which may not be English law) and you and your SIPP Provider bear the risks that may result from this, unless such consequences result directly from our negligence, wilful default or fraud or that of our nominee company. The insolvency may result in delays in settling or transferring SIPP Investments or money held. The effect of any applicable law is outside our control and could, for example, mean that the interests of your SIPP Provider are not recognised as separate from those of a third party. In the event of an irreconcilable shortfall of pooled investments held by an overseas custodian or sub-custodian or in the event of default by the overseas custodian, our clients may not receive their full entitlement and may share in the shortfall in proportion to their original share, or on some other basis in accordance with the applicable law. Stock Lending We do not lend stock. 9. CORPORATE ACTIONS AND VOTING Treatment of UK Investments held in our Nominee Company Dividends, Interest and Other Payments All the income i.e. dividends, interest and other distributions paid to and received by our nominee company in respect of SIPP Investments held by it, will be credited to the Account within 10 Business Days of receipt. Shareholder Entitlements The following actions will occur in respect of bonus and scrip issues relating to SIPP Investments held in our nominee: - a. all bonus issues will automatically be credited to the Account; and b. in the case of a scrip dividend our default option is to elect to take any cash alternative and we will not be responsible for informing you or the SIPP Provider that any scrip alternative exists. 11

12 Rights Issues Where applicable, we will make reasonable efforts to seek your or your SIPP Provider s instructions, as to whether to take up rights or to accept an offer. Provided sufficient cleared funds are available and you or your SIPP Provider are not prohibited by law, the terms of the issue, or the applicable SIPP Scheme Rules from acquiring new shares, we will use reasonable endeavours to give effect to those instructions. It is vital that your SIPP Provider is kept up-to-date with your contact details. If we do not receive instructions within the applicable deadline, we will take no action and the rights will lapse. If sufficient money is not available in the Account, the rights will be allowed to lapse. Takeovers and Company Reorganisations Where applicable, we may require your specific written or electronic instruction on behalf of your SIPP Provider to exercise a decision on a takeover or company reorganisation. If we do not receive a reply within the time limit we set, then we may not be able to give effect to those instructions and the default option will apply to the relevant holding. If an offer is declared unconditional then we will automatically accept the offer. Voting Where applicable, you may be permitted to exercise voting rights on behalf of your SIPP Provider on certain issues and at AGMs and EGMs by using our internet proxy voting service Vote Your Shares. This can be accessed via our website at Alternatively, you must within a reasonable time prior to the event instruct us how you wish us to vote as your proxy. We are not obliged to attend, speak or vote at any meeting in respect of any of the SIPP Investments held by our nominee company. Corporate Actions in Overseas Investments Where overseas custodians inform us of the existence of a corporate action affecting overseas SIPP Investments in the Account, we will use reasonable endeavours to relay these rights to your SIPP Provider, or directly to you where applicable, whenever practicable to do so and, where appropriate, advise the overseas custodian of the election by you or your SIPP Provider. 12

13 If we receive notice of a corporate event from an overseas custodian in time for us to process the information and give you or your SIPP Provider an opportunity to instruct us, then we will do so but you should be aware that we may not receive notification of rights attaching to overseas SIPP Investments or there may be a delay in notification to us. In such circumstances we may not be able to inform you or your SIPP Provider and may not be able to carry out any instructions in time. 10. INSTRUCTIONS AND COMMUNICATION Given In Person, in Writing or by Telephone We may rely on any communication and instructions to deal from you, whether in person, in writing or by telephone where we reasonably believe the instruction has been given by you. We are entitled to request a written signature for any instruction. and Fax Instructions You may communicate with us by fax or by providing your fax or address to us in writing. Due to the risks involved, we do not accept dealing instructions by . s and faxes sent by us to you are deemed to have been received by you on transmission. If we act upon any dealing instructions given by fax we shall not accept liability for any loss you incur if it reasonably appears to us that the communication was sent by you. We have no liability to you arising from any loss incurred as a result of you or us failing to receive, for whatever reason, any communication sent by these methods. 11. THIRD PARTY AUTHORITY AND POWER OF ATTORNEY You or your SIPP Provider must notify us in writing to accept instructions from a third party (such as your financial adviser). If we agree to accept third party instructions, we may need to perform anti-money laundering verification checks on the third party before accepting instructions from them. Where an existing Power of Attorney applies to the Account, we will require a certified copy of the Power of Attorney before we can act upon it. 12. INVESTMENT RESTRICTIONS AND RISK Please see Schedule 1 for risks associated with specific types of investment. 13

14 13. MARKET ABUSE You agree that you will not deliberately, recklessly or negligently by act or omission engage in market abuse (within the meaning of Part VIII of the Financial Services and Markets Act 2000) or insider dealing (within the meaning of Part V of the Criminal Justice Act 1993), or require or encourage another person to do so. Market abuse is a civil offence, for which the sanctions include an unlimited financial penalty. Insider dealing is a criminal offence for which you can be prosecuted, fined and/or imprisoned. If you are in any doubt as to your position, you should seek independent legal advice. Model Code on Director s Dealing (the Model Code ) If you are a director of a listed company or a senior executive or employee of a listed company you must comply with the Model Code in respect of that listed company. 14. DATA PROTECTION AND CONFIDENTIALITY In order to provide our services, we may process personal information which you have supplied to us or which has been supplied by a third party in relation to you. We will process all personal information in accordance with our obligations under the Data Protection Act 1998 (as amended or replaced). We may use or disclose your personal information and request additional personal information from your SIPP Provider for the purposes of administering the Account, verifying anti-money laundering, recovering a debt and preventing fraud. We will keep your personal information confidential and only disclose it to our agents, business partners and contractors for the purposes of administering the Account, to regulatory authorities, stock exchanges, clearing houses, share registrars, statutory and government bodies, and to persons who provide us with services in connection with credit checking and to anti-fraud controls. We may also disclose it by order of a competent court or if the law otherwise permits or requires disclosure. We may pass on personal information about you to parties who may be based outside of the EU, in countries which do not have the benefit of equivalent data protection legislation. Before doing so we will endeavour to ensure that there are equivalent 14

15 safeguards in place as those provided under EU law, to protect your personal data. You have the right to obtain a copy of the information we hold about you by writing to the Data Protection Officer at Brewin Dolphin Limited, 12 Smithfield Street, London EC1A 9BD. We reserve the right to charge the statutory fee in accordance with the Data Protection Act for providing this information. Liability Arising From Communicating With You We have no liability to you arising from breach of confidentiality or for any loss of information incurred if any other person sees any communication which we send to you by post at your address or which we send electronically to any address that you have specified to us. Record Keeping and Recording of Calls We may record telephone conversations and retain copies of them, any transcripts and any written communication we have with you in accordance with our regulatory requirements. These will be used for the purpose of administering the Account, training purposes, to evidence compliance with regulatory and legal requirements, in the event of a dispute, or as evidence in court. 15. OUR LIABILITY General We will take reasonable care in providing our services to you. We are responsible for our own nominee companies, but shall not otherwise be responsible for loss incurred in respect of the Account except to the extent that such loss is as a direct result of our negligence, wilful default or fraud. Through your SIPP Provider you may also have rights against us under the regulatory system which applies to us under the Financial Services and Markets Act 2000 (including the rules contained in the FSA handbook) and we do not seek to exclude or limit our duties or liabilities under the regulatory system. Your SIPP Provider s rights as well as your own rights under the regulatory system or any other statutory rights you may have are not affected in any way be these Terms. For further information about these rights, you can contact your local authority Trading Standards Department or Citizens Advice Bureau. The FSA website at also has a consumer section. Nothing in these Terms shall be read as excluding or restricting any liability we may have for fraud or fraudulent misrepresentation, or for death or personal injury caused by our negligence. 15

16 Circumstances Beyond Our Control We shall not be liable if we cannot perform our obligations by reason of any cause beyond our control, including but not limited to any act of God, fire, act of Government or supranational bodies or authorities or state, war, civil commotion, insurrection, act of terrorism or threat thereof, embargo, industrial dispute, inability to communicate with market makers for whatever reason, unanticipated dealing volumes, failure of any telecommunication, computer dealing or settlement system, prevention from or hindrance in obtaining any energy or other supplies, labour disputes of whatever nature, late or mistaken delivery or payment by any bank or counterparty or any other reason beyond our control. If an event of this kind occurs, we will take such steps as are reasonable and practicable in the circumstances with a view to minimising the effect of the event on you. 16. OUR CHARGES We are entitled to deduct any charges due to us, together with any taxes or duties payable, directly from any funds held in the Account. Details of our charges applicable to the Account are available from your SIPP Provider or on request from us. Where we have shared any dealing charge with any associates or third parties, this will be indicated on the relevant contract note. Additional charges are payable when dealing with overseas securities including but not limited to foreign exchange charges and commissions, delivery, applicable taxes, clearing system and third party custodian charges. Third party commission We may receive remuneration including commission from third parties in respect of transactions carried out on your instructions. Details of such remuneration will be notified to you. We may receive initial commission or discounts from managers of collective investment schemes, such as Unit Trusts and OEIC s, which will be passed on for the benefit of the Account. Where relevant we may receive and retain trail commission. Trail commission is a payment we receive from a Unit Trust manager relating to the aggregate holding in our nominee of a particular Unit Trust. These commissions will not be paid to the Account but will be retained by us. Where the manager makes such a payment it is usually an annual percentage based on the aggregate value of the holding of that Unit Trust on the payment 16

17 date. Commission may be received by us quarterly, half yearly or annually in arrears. Details of any arrangements we have with a Unit Trust manager in respect of your holdings of a particular Unit Trust will be notified to the SIPP Provider on request. 17. OUR RIGHTS IN RESPECT OF MONEY DUE TO US In the unlikely event that insufficient funds are held in the Account or we are otherwise not in receipt of funds to cover any monies due to us, we may be entitled to sell or realise any SIPP Investment which we are holding (or are entitled to receive) in the Account. Such action would only be taken in the following circumstances and after prior consultation with your SIPP Provider: a. Where we have insufficient funds in time to enable us to meet any obligations incurred by us in relation to transactions carried out on your instructions; or b. Where we are owed sums in respect of our fees, charges, costs and expenses in connection with the Account. 18. TAX Tax Advice We are not tax experts and will not provide you with advice on taxation laws and your personal tax position. We strongly advise you to understand the tax consequences of using our services and take professional advice. We do not accept liability for any adverse tax consequences which may result from your use of the services we provide under these Terms, subject to Part CLIENT PROTECTION AND COMPLAINTS If you are dissatisfied in any way with any aspect of our services you should contact your SIPP Provider in the first instance, unless you have been advised by them to contact us directly. If your complaint has been directed to us and after speaking with us the matter is not resolved to your satisfaction, within 24 hours we will send you a copy of our Complaints procedure. You can at any time write to our Compliance Officer at Brewin Dolphin Limited, 12 Smithfield Street, London EC1A 9BD. A complaint can be made in writing, by telephone, by fax, by or in person. 17

18 We treat any complaint very seriously and aim to resolve a complaint fairly and promptly. We have an independent Client Services department which will investigate and deal with your complaint in accordance with our procedures. We hope to resolve all complaints amicably, however, should we be unable to resolve any matter between us you can subsequently direct your complaint to the Financial Ombudsman Service at South Quay Plaza, 183 Marsh Wall, London E14 9SR. There is however a statutory time limit for you to refer the matter to the Ombudsman which is within 6 months of you receiving our final decision letter. You may be entitled to some additional rights and other protections, please speak to your SIPP Provider. 20. TERMINATION, INCAPACITY AND DEATH Termination If you wish to terminate our services and close the Account, you must give notice to your SIPP Provider in accordance with their requirements. We will then follow your SIPP Provider s instructions with regard to the transfer of the SIPP Investments out of the Account and the closure of the Account with us. We may terminate our services in respect of the Account by giving written notice of no less than 28 days to both you and your SIPP Provider. We will ask your SIPP Provider for their instructions regarding any stock and cash held in the Account and your SIPP Provider will be given 28 calendar days to make alternative arrangements for you. After this time, we will cease to provide our services in relation to the Account which includes, where relevant, administering the Account and, wherever possible, we will materialise your SIPP Investments and dispatch them to your SIPP Provider. We will remain entitled to deduct from the Account prior to transfer and closure all outstanding transactions, fees, charges and obligations necessary to effect prompt settlement related to services provided by us prior to termination. No penalty or other additional payment will be payable by you or us in respect of the termination. We will return the balance of any monies we hold in the Account to your SIPP Provider. These Terms shall, even after termination, continue to govern any legal rights or obligations which have already arisen or which relate to our services under these Terms or which arise in consequence of termination and any outstanding debts relating to those services must be satisfied. 18

19 Incapacity and Power of Attorney In the event that we receive notice of your legal incapacity, your authority in respect of the Account will revert to your SIPP Provider for instructions, unless we are satisfied that you have granted a valid power of attorney under which we can continue to accept instructions in relation to the Account. Where a power of attorney has been granted over the Account, we will continue to administer the Account in accordance with the attorney s instructions until such time as the power of attorney is revoked, or until the time of your death. Death of a Member Upon receipt of written notification of your death, we will liaise with your SIPP Provider in respect of the Account and suspend the Account pending instructions. We will close any open position including any which carries a contingent liability. 21. VARIATION AND NOTICES Variation We may vary these Terms and the characteristics of our services by written notice to you and your SIPP Provider. We will give you a reason for the proposed change and a summary of any material changes, which may include legal or regulatory changes or changes in the way we provide our services. Any variation will become effective on the date specified in the notice to you which shall be at least 28 calendar days from the date the notice was sent to you. If we make any changes which are material in relation to the existing provisions which govern the Account, then you may give us notice of termination in accordance with Section 20. If you do so within 28 calendar days notice of the variation then we shall not make a charge for transferring any investments we hold in the Account, except any charge which reflects any amount we have to pay to a third party. Notices We will correspond with you at the address last notified to us by your SIPP Provider. All correspondence and notices sent by us shall be deemed to be received by you two Business Days after posting if sent by first class pre paid post to addresses within the UK, seven Business Days if sent by airmail post to addresses outside the UK. 19

20 Our address for any notices is Brewin Dolphin Limited, 12 Smithfield Street, London EC1A 9BD. Your notice can be addressed for the attention of either Stocktrade or The Compliance Director. When you hold an investment where the Rules require you or your SIPP Provider to receive periodic notices we will normally arrange for these to be provided by the product provider, failing which we will supply a copy ourselves. These notices are required for certain specialist products. 22. ASSIGNMENT We may assign or transfer any of our rights or obligations under these Terms or delegate all or any of our functions under these Terms to a third party. We will give you written notice of any assignment in accordance with section 21. If you object to such assignment, you may terminate our services and close the Account with immediate effect in accordance with section 20. Severability If any provision (or part of any provision) of these Terms becomes invalid, void, voidable or unenforceable, or contravenes any applicable regulations, that provision (or part) will to such extent be deemed not to form part of these Terms. The remaining sections in this document will not be affected. Terms for Our Benefit Any failure to exercise or any delay in exercising a right, power or remedy provided by these Terms or at law will not constitute a waiver of or bar to the enforcement or exercise of the right, power or remedy or a waiver or bar to the enforcement or exercise of other rights, powers or remedies. No single or partial exercise of a right, power or remedy provided by law or under these Terms will preclude the exercise of any other right, power or remedy. 23. INTERPRETATION In these Terms, unless the context requires otherwise: a. headings are inserted for convenience only and will not affect the construction or interpretation of these Terms; b. words importing the singular include the plural and vice versa; 20

21 c. any reference to a statute, statutory instrument, the Rules or other regulation includes all provisions, rules and regulations made under it and will be construed as a reference to such statute, statutory instrument, the Rules or regulation as amended, consolidated, reenacted or replaced from time to time; d. a reference to any party shall include that party s personal representative, successor or permitted assigns; e. in the event of any conflict between these Terms and any document, these Terms shall prevail; f. references to Brewin Dolphin Limited include Stocktrade or any other successor names or trading names notified to the FSA and appearing on the FSA register. 24. GOVERNING LAW These Terms and any obligations arising under it are governed and construed in accordance with the laws of England. Each party submits to the non-exclusive jurisdiction of the English Courts. 25. GLOSSARY The definitions below are designed for ease of reading. Some are summaries of the full definition which, whether contained in the Glossary to the FSA Handbook of Rules and Guidance or in FSMA, shall prevail. References to statutes, FSA Rules and any other regulations shall be taken to include any amendments made to them from time to time. Any other words or phrases used in these Terms which are defined in the Glossary to the FSA Handbook of Rules and Guidance (as amended, supplemented or replaced from time to time) shall have the same meanings in these Terms. Account means an account set up with us with reference to a Member to hold SIPP Investments for the purpose of utilising our execution only share dealing services. Business Day Complex Product Designated Investment Exchange means a day on which banks are open for business in the City of London means a derivative, an instrument which gives rise to a contingent liability or where inadequate information is available and unlikely to be understood by the average Retail Client means an overseas exchange, not operating in the UK, deemed by the Financial Services Authority to provide an appropriate level of investor protection. 21

22 Member means a person who is member or policyholder in respect of a particular SIPP scheme, whether a trust or insurance based scheme. Model Code means the Model Code on directors dealings in securities which is a requirement of the Listing Rules and Prospectus Rules (Consequential Amendments) Instrument Non-Readily Realisable Investments OEICs Packaged Product Permitted Investment Professional Client means investments that are not government securities and are not listed on an exchange or regularly traded thereon. means Open Ended Investment Companies. means: (a) a life policy; (b) a unit in a regulated collective investment scheme; (c) an interest in an investment trust savings scheme; (d) a stakeholder pension scheme; (e) a personal pension scheme; whether or not (in the case of (a), (b) or (c) held within an ISA or a Child Trust Funds and whether or not the packaged product is also a stakeholder product. means an investment within the category of investments recognised and permitted by HM Revenues and Customs from time to time to be acquired within a SIPP and which may be further limited by your SIPP Provider in respect of your particular SIPP. means a client that is either a per se professional client or an elective professional client under the Rules and includes such entities as credit institutions, investment firms, insurance company or pension funds. 22

23 Recognised Investment Exchange means an exchange providing a market place in investments and declared by the Financial Services Authority. Whilst the exchanges must be licensed or recognised, they are exempt from authorisation. Retail Client means the classification given to a client who benefits from a higher level of protection under the Rules than a Professional Client or an Eligible Counterparty. Rules SIPP SIPP Investments means the rules contained with the FSA Handbook of Rules and Guidance. means Self-Invested Personal Pension. means investments, including cash, owned by your SIPP Provider and held within the Account. SIPP Provider means any legal entity or person(s) operating, administering and/or holding assets of, the SIPP of which you are a Member. SIPP Scheme Rules SIPP Share Dealing Service Guide Unit Trust means the rules established by your SIPP Provider that govern your SIPP Scheme. our practical guide to setting up and operating the Account means a collective investment scheme under which the property in question is held on trust for the participants. 23

24 SCHEDULE 1 RISKS If you are permitted by your SIPP Provider we may, at our discretion, accept your instructions to deal in the following types of product or services that may carry a higher degree of risk. à Complex Instruments ^ you may need to complete an appropriateness form if you are permitted to deal in Complex Instruments. à OEIC s, Unit Trusts and other Packaged Products ^ Due to the pricing of the investments we cannot provide a price for the investments at the time of your instruction. When we deal on your instructions in OEICS or Unit Trusts there may be a delay in the receipt by us of contract notes from the relevant manager. Contract notes will be sent to you once we have received and confirmed the transaction. à Off-Exchange Transactions and Non-Recognised or Designated Investment Exchanges Where the relevant deal is on an investment exchange that is not Recognised or Designated by the FSA as meeting certain standards to safeguard investors or not regulated by the rules of any investment exchange the day that we enter into a transaction is known as the dealing or trade date. For each transaction we will agree with the other party to the transaction (known as the counterparty) the day on which the deal will be settled, known as the settlement date. There is an agreed standard settlement period for most markets, for example, the UK equity market settlement period for electronic trading is currently 3 Business Days after the trade date. à à Non Readily Realisable Investments These investments are defined as investments that are neither government securities nor listed investments nor those which regularly trade on an exchange. The market in such securities can be, or can become, limited or difficult to deal in. When dealing in Non-Readily Realisable Investments, it can be difficult to assess what would be a proper market price for these investments. Penny Share A penny share is a readily realisable security in which the bidoffer spread is 10% or more but is not a government security, a share quoted on the FTSE 100 or a security issued by a company which at the time of dealing has a market 24

25 à capitalisation of»100 million or more. There can be a wide difference between the buying and selling price of penny shares. You may get back less than the amount you paid for them and the price may fall quickly. Investment Trusts Investment Trust companies use or have the ability to use gearing as an investment strategy or may invest in other companies that may use gearing as an investment strategy. Movements in the price of the investments may be more volatile than the movements in the price of the underlying investment. The investments may be subject to sudden and large falls in value and you may get back nothing at all if the fall in value is sufficiently large. Stabilisation We may deal at your request in investments that may be subject to stabilisation. Stabilisation is a price-supporting process that very often takes place in the context of new issues, including rights issues and, in particular, privatisations. This process only takes place for a specified period. There are limits on the price at which shares, warrants or depositary receipts may be stabilised but none in respect of loan stock or bonds. Stabilisation can affect the market price of investments of the same class already in issue and of other investments whose price affects the price of the new issue. It takes place in order to ensure that an issue is introduced to the market in an orderly fashion and that the issue price and/or the price of associated investments is not artificially depressed as a result of the increase in supply. 25

26 Stocktrade is a division of Brewin Dolphin Ltd, incorporated in England and Wales under company no and whose registered office is at 12 Smithfield Street, London EC1A 9BD. Brewin Dolphin is a member of the London Stock Exchange, and is authorised and regulated by the Financial Services Authority under no , whose address is 25 The North Colonnade, Canary Wharf, London E14 5HS. 26