Turquoise Equities & Derivatives Membership Application Form Updated November 2012 version 3.1 This application form is being distributed by Turquoise Global Holdings Limited only to, and is directed only at (a) persons who have professional experience in matters relating to investments who fall within Article 19(1) of the FSMA 2000 (Financial Promotion) Order 2005 and (b) persons to whom it may otherwise lawfully be communicated (together relevant persons ) and (c) persons who are members of the London Stock Exchange. Any investment or investment activity to which this document relates is available only to and will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this application form or any of its contents. Turquoise Global Holdings Limited is authorised by the Financial Services Authority.
BACKGROUND This application form should be completed by firms seeking to apply for membership of Turquoise and gain access to the Turquoise trading platforms for Equities and/or Derivatives. The form should be returned together with a signed Turquoise Member Agreement to: Turquoise Membership Team London Stock Exchange Group 10 Paternoster Square London EC4M 7LS If you have any queries on the application process, please contact the Membership team on +44 (0)20 7797 1900 or membership@tradeturquoise.com 1. MEMBER DETAILS of Applicant Firm Country of Incorporation Head Office Address Registered Office Address (if different from Head Office Address) Copy of Certificate of Incorporation enclosed Ownership Details A diagram, detailing ownership of the applicant company and group structure (parents, subsidiaries, affiliated entities), must be submitted with your application. The mandatory threshold for inclusion of shareholder details is an interest of 15% or more. Group ownership diagram enclosed www.tradeturquoise.com 2
2. CONTACT DETAILS Primary Contact Turquoise Equities Turquoise Derivatives Position IT Contact Position Legal & Compliance Contact Position Operational Contact Position www.tradeturquoise.com 3
1 TURQUOISE EQUITIES & DERIVATIVES 3. REGULATION & COMPLIANCE EITHER Authorised by the UK Financial Services Authority FSA Register Firm Reference Number OR Authorised within the European Economic Area of home state regulator Please include a copy of home state regulator authorisation OR Authorised outside of the European Economic Area of home state regulator Please include a copy of home state regulator authorisation OR Exempt from authorisation* Please complete the Non-authorised Firm Appendix to the application * If your firm is not authorised to conduct business as an investment firm or credit institution by an EEA regulator, you will need to complete a Non-authorised Firm Appendix to the Membership Application and further information may be required. Please contact Turquoise Membership on +44 (0) 20 7797 1900 for further guidance Please confirm that appropriate employees at your firm have read and are familiar with the Turquoise Rule Book Yes Disciplinary History Declaration The questions below relate to the applicant, the key appointments listed by the applicant, and to all its group undertakings, as defined in Section 1161 of the Companies Act 2006 ( each a Relevant Party ). Your replies should set out material events which occurred in the past 6 years and should include events that have occurred anywhere in the world. If in doubt as to the materiality or relevance of the event, please disclose the event. i) Has any Relevant Party been convicted of any criminal offence? ii) Has any Relevant Party been the subject of an adverse finding by, or settlement with, any government agency, court, securities exchange, regulatory body or tribunal (each an Authority )? iii) Has any Relevant Party been a director, partner or otherwise concerned in the management of a business which has gone into insolvency, liquidation or administration or the equivalent proceedings in a non-uk jurisdiction while the Relevant Party has been connected with such organisation or within one year of www.tradeturquoise.com 4
that connection? iv) Has any Relevant Party been declared bankrupt or entered into any compromise arrangements with creditors related to bankruptcy or insolvency? v) Has any Relevant Party been the subject of any disciplinary or criminal proceedings or been the subject of any investigation by any Authority which may lead to such proceedings? vi) Has any Relevant Party been: - refused authorisation or license to carry on a trade, business or profession or to be a member of a securities exchange; - had any such authorisation, membership or license revoked or terminated; - or been disqualified from acting as a director? No Yes if Yes, please provide full details on a separate sheet 4. KEY PERSONNEL Chief Executive Officer or equivalent* Head of Trading* Head of Compliance* * If your firm is not authorised to conduct business as an investment firm or credit institution by an EEA regulator, please provide up-to-date curriculm vitae of the individuals listed as Key Appointments along with this application form. www.tradeturquoise.com 5
5. MARKET DATA Please advise how you will be taking your Market Data Feed: Direct from Turquoise* Direct fr If using a Market Data Vendor please state name: Market Data Vendor Both Turquoise & MDV * Where you decide to take your market data feed directly from Turquoise, you will be required to sign Information Licence Agreement (ILA). Terrms and conditions are on our website (www.tradeturquoise.com) www.tradeturquoise.com 6
6. CENTRAL COUNTERPARTY DETAILS (CCP) How does your firm intend to clear its CCP business executed on Turquoise Equities? 1 As a GCM [Member clears its own & other firms business] As an ICM If using a GCM, please state name: ------------------------------------------------- [Member clears its own business individually] Via a GCM [Member s business cleared through another firm] Which Central Counterparty does your firm intend to use for Turquoise Equities? 2 EMCF EuroCCP LCH.Clearnet SIS X-Clear How does your firm intend to clear its CCP business executed on Turquoise Derivatives? As a GCM [Member clears its own & other firms business] As an ICM If using a GCM, please state name: ------------------------------------------------- [Member clears its own business individually] Via a GCM [Member s business cleared through another firm] 1 If you intend to trade UK and Irish securities, please return a CREST Static Data Form and (if appropriate) a UK SDRT Exemption Form and Irish Recognised Intermediary Form 2 Turquoise members can specify CCPs for each market please contact Turquoise for further details www.tradeturquoise.com 7
7. TURQUOISE EQUITIES MARKET ACCESS By default we will give you access to the following markets. In order to trade these markets you must have clearing capabilities in the relevant country. Please indicate with an X those markets, if any, that you do not wish to access, and whether your firm will Self Clear X or clear through a GCM for each market Market Access Not Required X Self Clearing X Austria Belgium Czech Republic Denmark Finland France Germany Hungary Ireland Italy Luxembourg Netherlands Norway Portugal Spain Sweden Switzerland UK United States www.tradeturquoise.com 8
5 TURQUOISE EQUITIES & DERIVATIVES 8. TURQUOISE DERIVATIVES CONTRACT GROUPS Please indicate hereafter which contract groups you intend to trade and in which capacity your firm intends to trade. 3 The contract specifications are published on Turquoise website at www.tradeturquoise.com. By default you will be enabled for all traded contracts as amended from time to time by Turquoise. Contract Groups Capacity 4 Broker (agency) Principal Norwegian Stock Futures Norwegian Stock Options OBX Index Futures OBX Index Options IOB DR Futures IOB DR Options FTSE Russia IOB Index Futures FTSE Russia IOB Index Options IOB DR Dividend Futures FTSE Index Futures FTSE Index Options Please indicate if your firm only intends to use the Turquoise Cleared-only service for the reporting of bilaterally negotiated trades. Yes 3 Separate Market Making agreements are available upon request. 4 The capacity depends upon the authorisation of the Member Firm from its home state regulator. www.tradeturquoise.com 9
9. SYSTEM CONTROLS Applicants should utilise appropriate order validation controls and system alerts to ensure an orderly market and meet their obligations under the Turquoise Rules. This may include but is not limited to all or some of the following: Trader, security-specific or firm-wide size and price limits Alerts if orders are submitted that are priced a certain threshold above or below a chosen reference price for that security Controls on the minimum order size (in price or volume) of orders submitted Controls on the maximum order size (in price or volume) of order submitted Please provide details of your firm s intended system controls, including a diagram detailing the flow of trading instructions from the firm to Turquoise markets and where controls are applied. Details of system and order validation controls enclosed for Turquoise Equities Details of system and order validation controls enclosed for Turquoise Derivatives 5 10. ACCOUNT & BILLING DETAILS FOR EQUITIES Currency for Billing 6 GBP EUR Invoicing Method Email Post VAT Registration Number of Invoicing Contact Telephone number E-mail address Invoicing address 5 Firms only using the Turquoise Cleared only service for trade reporting are not required to provide this information 6 Please see the Turquoise Tariff Schedule and Rule Books for further guidance on Fees and Charges. www.tradeturquoise.com 10
11. AUTHORISED PERSONS SCHEDULE Should an individual contact Turquoise Market Operations, on behalf of the Member firm, they will be subject to an identity check. Please indicate in the list below the names and departments of the individuals appointed by the Member and the authorisations they are entitled to carry out. A. Indicates the individual is authorised to request all services e.g. (but not limited) to order book consultation, global/single order cancellation, trade information; B. Indicates the individual is authorised to request information on trades only; C. Indicates that the individual is an IT contact who is able to request password resets to login to the Turquoise Trading System; D. Indicates the individual is permitted to provide information regarding restricted and derestricted stocks for the applicant firm to Turquoise Market Operations. E. Indicates Authorised Person status, where the individual can place/modify or cancel orders or report trades directly to Turquoise applicable for Turquoise Derivatives only. Turquoise Equities Department Authorisation (A, B, C, D, E) Email and Turquoise Derivatives Department Authorisation (A, B, C, D, E) Email and Please attach additional contacts as required on a separate sheet. www.tradeturquoise.com 11
12. DATA PROTECTION For the purposes of the Data Protection Act 1998 and the Privacy and Electronic Communications (EC Directive) Regulations 2003, the information provided in this order form will be used by the Exchange and/or any of its group undertakings, as construed in accordance with Section 1161 of the Companies Act 2006 (together with the Exchange, the Group ) for the purposes of providing the applicant with the products, services and data that the applicant has ordered and enabling the Group to perform its business activities. The applicant acknowledges and agrees that any entity within the Group may disclose the applicant s data, including Personal Data and Sensitive Personal Data as defined under the Data Protection Act 1998 ( Applicant Data ) to organisations within and outside of the Group for the purpose of providing products, services and data to the applicant, performing its business activities and any other activities set out in the relevant Group Privacy Policy.The applicant explicitly consents to the Applicant Data being exported to a location outside the European Economic Area including to third parties outside the Group. By ticking the box below, the applicant explicitly agrees to the Applicant Data being used by the Group and by carefully selected third parties to send marketing materials and information about services, products and data which may be of interest. This marketing material and information about services, products and data may be sent or communicated by email, fax, telephone, post or such other similar means. By ticking this box, the applicant also confirms that it has obtained all relevant consents from the data subjects listed in this order form to the marketing activity set out in this paragraph: Applicant agrees and confirms 13. APPLICANT DECLARATION We hereby confirm that the information provided is correct to the best of our knowledge and any amendments will be provided to Turquoise in a timely manner. We authorise Turquoise to disclose our data, including Personal Data and Sensitive Personal Data as defined under the Data Protection Act 1998, to the London Stock Exchange plc and regulatory authorities in the United Kingdom for regulatory purposes and for the completion of this membership application. For the same purposes we also authorise Turquoise to request and obtain information, including data as mentioned above, from the London Stock Exchange plc. Upon admission as a Turquoise member, we agree to comply and be bound by the Turquoise Rules as amended from time to time. For and on behalf of: Company : Signed: Position: Print : Date: ---------------------------- www.tradeturquoise.com 12